08/27/2026 | Press release | Distributed by Public on 08/27/2026 17:12
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | |||
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1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Class C Common Units of Charter Communications Holdings, LLC | 08/19/2026(1) | (1) | Issuer Class A Common Stock | 33,586,045(2) | (2) | I | See Footnote(1) |
| Convertible Preferred Units of Charter Comms. Hldgs., LLC | 08/19/2026(1) | (1) | Issuer Class A Common Stock | 12,567,840(3) | $477.41(3) | I | See Footnote(1) |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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COX ENTERPRISES INC ET AL 6205-A PEACHTREE DUNWOODY ROAD ATLANTA, GA 30328 |
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Cox Communications Equity Holdings, Inc. 6205-A PEACHTREE DUNWOODY ROAD ATLANTA, GA 30328 |
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| /s/Jennifer Hightower, Executive Vice President, Chief Legal Officer of Cox Enterprises, Inc. | 08/27/2026 | |
| **Signature of Reporting Person | Date | |
| /s/Jennifer Hightower, Secretary of Cox Communications Equity Holdings, Inc. | 08/27/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Cox Communications Equity Holdings, Inc., a Delaware corporation, acquired the Class C Common Units (the "Class C Common Units") and the Convertible Preferred Units (the "Convertible Preferred Units") of Charter Communications Holdings, LLC disclosed on this Form 3 on August 19, 2026. Cox Communications Equity Holdings, Inc. is a wholly owned subsidiary of Cox Enterprises, Inc. Cox Enterprises, Inc. is an indirect beneficial owner of the reported securities. Cox Communications Equity Holdings, Inc. is entitled to voting rights with respect to the Class C Common Units and the Convertible Preferred Units through its ownership of one share of Class C Common Stock, par value $0.001 per share of the Issuer. |
| (2) | The Class C Common Units owned by Cox Communications Equity Holdings, Inc. are exchangeable, in certain circumstances, for cash or, at the Issuer's election, Class A Common Stock of the Issuer on a one-for-one basis, subject to certain adjustments. |
| (3) | Each of the Convertible Preferred Units, which have an aggregate liquidation preference of $6.0 billion and 6.875% coupon, is convertible into 0.209464 of a Class C Common Unit, subject to certain adjustments, representing an initial conversion price of approximately $477.41 per Convertible Preferred Unit, subject to certain adjustments. The Class C Common Units owned by Cox Communications Equity Holdings, Inc. are exchangeable, in certain circumstances, for cash or, at the Issuer's election, Class A Common Stock of the Issuer on a one-for-one basis, subject to certain adjustments. |