Item 1A. Risk Factors.
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Item 1A. Risk Factors.
Our Annual Report on Form 10-K for the year ended December 31, 2025 includes "Risk Factors" under Item 1A of Part I. There have been no material changes from the risk factors described in our Form 10-K.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Purchases of Equity Securities by the Issuer
The following table presents Charter’s purchases of equity securities completed during the second quarter of 2026 (dollars in millions, except per share amounts):
| Period | Total Number of Shares Purchased (1) | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2) | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (2) | ||||||||||
| April 1 - 30, 2026 | 4,005,612 | $228.65 | 2,370,455 | $419 | ||||||||||
| May 1 - 31, 2026 | 1,596,910 | $195.62 | 1,594,775 | $365 | ||||||||||
| June 1 - 30, 2026 | 40,405 | $158.47 | 31,315 | $365 |
(1)Includes 1,635,157, 2,135 and 9,090 shares withheld from employees for the payment of taxes and exercise costs upon the exercise of stock options or vesting of other equity awards for the months of April, May and June 2026, respectively.
(2)During the three months ended June 30, 2026, Charter purchased approximately 4.0 million shares of its Class A common stock for approximately $838 million. As of June 30, 2026, Charter had remaining board authority to purchase an additional $365 million of Charter’s Class A common stock and/or Charter Holdings common units, excluding purchases from Liberty Broadband. In addition to open market purchases including pursuant to Rule 10b5-1 plans adopted from time to time, Charter may also buy shares of Charter Class A common stock, from time to time, pursuant to private transactions outside of its Rule 10b5-1 plan and any such repurchases may also trigger the repurchases from A/N pursuant to and to the extent provided in the Existing A/N Letter Agreement or Liberty Broadband pursuant to the Stockholders and Letter Agreement Amendment.
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