Cox pauses selling Charter shares back to Charter as the stock slumps

Charter sells Spectrum internet, mobile and TV service. After the Cox deal it reaches more than 70 million homes and businesses in 45 states. [C38][C38] Press release, about Charterwith services available to more than 70 million homes and small to large businesses across 45 states through its Spectrum brandCharter press release on completing the Cox transaction, Exhibit 99.1 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex99-1.htm Its core internet business is shrinking. It lost 172,000 internet customers in the second quarter and 510,000 home internet customers over the year to June. [C33][C33] Form 10-Q, overviewThe competitive environment continued to challenge our Internet customer growth in the second quarter of 2026 and we lost 172,000 Internet customers.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C34][C34] Form 10-Q, residential revenuesResidential Internet customers decreased by 510,000 customers from June 30, 2025 to June 30, 2026.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm Revenue fell 1.7% in the quarter. Adjusted EBITDA, a profit measure before interest, taxes, depreciation and amortization, fell 4.3%. Mobile lines grew by 406,000. [C35][C35] Form 10-Q, results tableRevenues $ 13,526 $ 13,766 (1.7) %Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C36][C36] Form 10-Q, results tableAdjusted EBITDA $ 5,449 $ 5,693 (4.3) %Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C37][C37] Form 10-Q, overviewMobile lines grew by 406,000Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm Its annual report names fiber, fixed wireless and satellite internet as rivals across its area. [C39][C39] Form 10-K, competitionOur residential Internet service faces competition across our footprint from fiber-to-the-home ("FTTH"), fixed wireless broadband, Internet delivered via satellite and DSL services.Charter Communications annual report on Form 10-K for 2025, filed January 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000017/chtr-20251231.htm

On August 19 Charter closed two deals. It absorbed Liberty Broadband, a long-time shareholder, and took over Cox's cable business under a May 2025 agreement. [C12][C12] Form 8-K, Item 2.01Effective August 19, 2026 (the “Closing Date”), Charter Communications, Inc., a Delaware corporation (“Charter”), completed (i) its previously announced transaction with Liberty Broadband CorporationCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm [C103][C103] Form 8-K, exhibit listTransaction Agreement, dated as of May 16, 2025, by and among Charter Communications, Inc., Charter Communications Holdings, LLC and Cox Enterprises, Inc.Charter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm For Cox's business it paid $3.5 billion in cash for a fiber unit, plus another $724 million in cash. [C13][C13] Form 8-K, Item 2.01At the Cox Effective Time, in consideration of the Equity Sale, Charter paid $3.5 billion in cash to Cox NewCo.Charter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm [C14][C14] Form 8-K, Item 2.01Charter Holdings (x) paid to Cox NewCo $724 million in cash and (y) issued to Cox NewCo 60.0 million convertible preferred units of Charter Holdings with an aggregate liquidation preference of $6.0 billion and 6.875% couponCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm It also gave Cox $6.0 billion of preferred units, which pay a fixed 6.875% a year, and about 33.6 million common units. A unit is a share in Charter's main operating company that can be swapped for a Charter share. [C14][C14] Form 8-K, Item 2.01Charter Holdings (x) paid to Cox NewCo $724 million in cash and (y) issued to Cox NewCo 60.0 million convertible preferred units of Charter Holdings with an aggregate liquidation preference of $6.0 billion and 6.875% couponCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm [C15][C15] Form 8-K, Item 2.01approximately 33.6 million common units of Charter Holdings (the “Charter Holdings Common Units”) priced at $353.64 (the “Reference Price”) per shareCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm The common units were priced at $353.64 each in the deal. The preferred units can convert into common units at $477.41. [C15][C15] Form 8-K, Item 2.01approximately 33.6 million common units of Charter Holdings (the “Charter Holdings Common Units”) priced at $353.64 (the “Reference Price”) per shareCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm [C16][C16] Form 8-K, Item 2.01with an initial conversion price of $477.41, a 35% premium to the Reference PriceCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm

About $12 billion of Cox debt and leases stayed with the business. [C17][C17] Form 8-K, Item 2.01Additionally, approximately $12 billion of Cox debt and finance leases will remain outstanding at subsidiaries of Charter as a result of the transaction.Charter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm Cox's chief executive, Alexander C. Taylor, became Charter's chairman for three years. Cox and Advance/Newhouse can each name up to three of the 13 directors. [C18][C18] Form 8-K, Item 1.01Alexander C. Taylor, Chairman and Chief Executive Officer of Cox Parent, will serve as the Chairman of the Board for an initial three-year termCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm [C19][C19] Form 8-K, Item 1.01From and after the Cox Effective Time, each of Cox Parent and A/N are entitled to designate up to three nominees to be elected to the Board, provided that each maintains certain specified voting or equity ownership thresholds.Charter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm [C20][C20] Form 8-K, Item 1.01the size of the board of directors of Charter (the “Board”) will be thirteen directorsCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm Cox is family-controlled: the trustees of the Cox Family Voting Trust appoint its whole board. [C110][C110] Schedule 13D, Item 2The trustees of the Cox Family Voting Trust u/a/d 7/26/13, consisting of James C. Kennedy, Alexander C. Taylor, and Sanford H. Schwartz (the "Trustees"), are responsible for appointing all of the members of the board of directors of Cox Enterprises.Cox Enterprises Schedule 13D on Charter Communications, filed August 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926100879/xslSCHEDULE_13D_X02/primary_doc.xml Charter also gave Liberty's preferred holders about 7.2 million preferred shares. It planned to launch Spectrum products in the former Cox areas in mid-September. [C92][C92] Form 8-K, Item 2.01issued approximately 7.2 million shares of Charter Preferred Stock to holders of Liberty Preferred StockCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm [C97][C97] Press releaseIn mid-September, Spectrum plans to launch its entire suite of products to all consumers, including existing customers, in former Cox marketsCharter press release on completing the Cox transaction, Exhibit 99.1 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex99-1.htm

The stock has fallen hard this year. It dropped more than 25% in one day in April after Charter cut its full-year outlook. [C87][C87] The Wall Street Journal, April 24, 2026, headlineCharter Stock Drops More Than 25% After Company Tempers Full-Year ExpectationsThe Wall Street Journal · Read October 1, 2026Open source ↗https://www.wsj.com/business/earnings/charter-revenue-falls-as-internet-video-subscriptions-decline-bb71ad41 Charter paid an average of $228.65 for shares it bought in April and $195.62 in May. [C93][C93] Form 10-Q, Part II, Item 2April 1 - 30, 2026 4,005,612 $228.65 2,370,455 $419 May 1 - 31, 2026 1,596,910 $195.62 1,594,775 $365Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm Its merger estimate valued Cox's units at the June 30 price of $142.21. The final value uses the price at closing, which the filings do not give. [C70][C70] Pro forma note 1The Charter Holdings common units which are exchangeable into Charter Class A common stock are fair valued based on a $142.21 closing price of Charter Class A common stock on June 30, 2026Unaudited pro forma condensed combined financial information for the Cox transactions, Exhibit 99.2 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-2.htm [C117][C117] Pro forma note 1The final purchase price will be different from the preliminary purchase price presented as the fair value of the equity portion of the Cox Transactions consideration will be based on the fair value of Charter Class A common stock at closing.Unaudited pro forma condensed combined financial information for the Cox transactions, Exhibit 99.2 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-2.htm Liberty Broadband sold Charter shares at $135.88 on July 14 and $133.86 on August 13. [C96][C96] Schedule 13D/A, Item 5(c)On July 14, 2026, the Reporting Person sold 129,907 shares of Common Stock to the Issuer for $135.88 per share in cash.Liberty Broadband Schedule 13D Amendment No. 14 on Charter Communications, filed August 21, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126034050/xslSCHEDULE_13D_X02/primary_doc.xml [C71][C71] Schedule 13D/A, Item 5(c)On August 13, 2026, the Reporting Person sold 9,900 shares of Common Stock to the Issuer for $133.86 per share in cash.Liberty Broadband Schedule 13D Amendment No. 14 on Charter Communications, filed August 21, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126034050/xslSCHEDULE_13D_X02/primary_doc.xml

Charter fell from $141.06 on September 15 to $110.95 on September 30, about 21%. Comcast and Verizon each fell about 11%. XLC, a fund of media and telecom stocks, fell about 3%. [C79][C79] IEX closing pricesCHTR closed at $141.06 on September 15, 2026 (IEX)IEX closing prices for CHTR, CMCSA, VZ and XLC, September 15 and September 30, 2026Open source ↗https://iextrading.com/trading/market-data/ [C80][C80] IEX closing pricesCHTR closed at $110.95 on September 30, 2026 (IEX)IEX closing prices for CHTR, CMCSA, VZ and XLC, September 15 and September 30, 2026Open source ↗https://iextrading.com/trading/market-data/ [C81][C81] IEX closing pricesCMCSA closed at $24.42 on September 15, 2026 (IEX)IEX closing prices for CHTR, CMCSA, VZ and XLC, September 15 and September 30, 2026Open source ↗https://iextrading.com/trading/market-data/ [C82][C82] IEX closing pricesCMCSA closed at $21.77 on September 30, 2026 (IEX)IEX closing prices for CHTR, CMCSA, VZ and XLC, September 15 and September 30, 2026Open source ↗https://iextrading.com/trading/market-data/ [C83][C83] IEX closing pricesVZ closed at $51.39 on September 15, 2026 (IEX)IEX closing prices for CHTR, CMCSA, VZ and XLC, September 15 and September 30, 2026Open source ↗https://iextrading.com/trading/market-data/ [C84][C84] IEX closing pricesVZ closed at $45.90 on September 30, 2026 (IEX)IEX closing prices for CHTR, CMCSA, VZ and XLC, September 15 and September 30, 2026Open source ↗https://iextrading.com/trading/market-data/ [C85][C85] IEX closing pricesXLC closed at $113.99 on September 15, 2026 (IEX)IEX closing prices for CHTR, CMCSA, VZ and XLC, September 15 and September 30, 2026Open source ↗https://iextrading.com/trading/market-data/ [C86][C86] IEX closing pricesXLC closed at $110.96 on September 30, 2026 (IEX)IEX closing prices for CHTR, CMCSA, VZ and XLC, September 15 and September 30, 2026Open source ↗https://iextrading.com/trading/market-data/ On August 28 finance chief Jessica Fischer resigned for another job, effective October 15. Kevin Howard, the chief accountant, will step in for now. Charter said its outlook and financial policy have not changed. [C68][C68] Form 8-K, Item 5.02On August 28, 2026, Jessica M. Fischer, the current Chief Financial Officer of Charter Communications, Inc. (the “Company”), notified the Company that she has resigned as Chief Financial Officer of the Company to pursue another opportunity.Charter Communications Form 8-K on its chief financial officer's resignation, filed August 31, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126035084/ef20081340_8k.htm [C69][C69] Form 8-K, Item 5.02Ms. Fischer is expected to continue to serve as the Company’s Chief Financial Officer through October 15, 2026Charter Communications Form 8-K on its chief financial officer's resignation, filed August 31, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126035084/ef20081340_8k.htm [C99][C99] Form 8-K, Item 5.02On August 30, 2026, the Board appointed Kevin D. Howard as the Company’s Interim Chief Financial OfficerCharter Communications Form 8-K on its chief financial officer's resignation, filed August 31, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126035084/ef20081340_8k.htm [C105][C105] Form 8-K, Item 5.02The Company has not changed any of its previously provided financial outlook or financial policy.Charter Communications Form 8-K on its chief financial officer's resignation, filed August 31, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126035084/ef20081340_8k.htm

Cox's notice, dated September 28, says it will not take part in Charter's buybacks until it withdraws the notice in writing. Its filing says it was made only to report this. [C2][C2] Suspension noticeCox hereby elects not to participate in repurchases of Class A Common Stock or Common Units until such Suspension Notice is revoked by written notice from Cox to Charter pursuant to the Repurchase Letter.Cox Enterprises suspension notice to Charter, Exhibit 1 to Schedule 13D Amendment No. 1, September 28, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/tm2626637d1_ex99-1.htm [C8][C8] Schedule 13D/A, Item 6This Amendment is being filed solely to disclose the Suspension of the Share Repurchases.Cox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml Here is how the right worked. Each month Charter tells Cox how many shares it bought from others. Cox may then sell a matching share of its own stake for cash, at the average price Charter paid. [C3][C3] Schedule 13D/A, Item 6Cox Enterprises may sell to the Issuer or to Charter Holdings, on a monthly basis, a number of shares of Class A Common Stock or Class C Common Units that represents a pro rata participation by Cox Enterprises and its affiliates in any direct or indirect repurchases or redemptions of shares of Class A Common StockCox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml [C4][C4] Schedule 13D/A, Item 6at a purchase price equal to the average price paid by the Issuer for the shares repurchased or redeemed from persons other than Cox Enterprises or Advance/Newhouse Partnership during such immediately preceding calendar monthCox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml [C10][C10] Letter agreement, Annex A, Section I.2(e)the product of (x) the quotient of (I) the Monthly Repurchased Shares, less the number of shares issued during the Repurchase Period under any employee equity incentive plan (provided this clause (I) shall not be less than 0), divided by (II) the Beginning Monthly Share Balance, multiplied by (y) the Cox Total SharesLetter agreement on Cox participation in Charter share repurchases, Exhibit 10.2 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-2.htm [C75][C75] Letter agreement, Annex A, Section I.4in cash at the Repurchase PriceLetter agreement on Cox participation in Charter share repurchases, Exhibit 10.2 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-2.htm The pause starts after the next monthly settlement, unless Cox had nothing to sell that month. So a sale for September was still possible. [C112][C112] Letter agreement, Annex A, Section I.5this letter agreement shall terminate or be suspended immediately after the occurrence of the first Repurchase Closing Date to occur following the delivery of written notice of termination or suspensionLetter agreement on Cox participation in Charter share repurchases, Exhibit 10.2 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-2.htm [C113][C113] Letter agreement, Annex A, Section I.5except that if the number of Potential Repurchase Shares for such Repurchase Closing Date would be zero (0), such termination or suspension shall be effective immediately upon the delivery of such Termination Notice or Suspension NoticeLetter agreement on Cox participation in Charter share repurchases, Exhibit 10.2 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-2.htm

If Cox changes its mind, the restart takes at least 30 days. Cox can pause at any time. Charter can end the deal on its own only in narrow cases before August 2032. [C9][C9] Letter agreement, Annex A, Section I.5with effect as of immediately prior to the first Monthly Determination Date after the date specified in such Revocation Notice, which shall be at least 30 days after delivery of such Revocation NoticeLetter agreement on Cox participation in Charter share repurchases, Exhibit 10.2 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-2.htm [C76][C76] Letter agreement, Annex A, Section I.5(b) at any time after the sixth anniversary of the date hereof, or (ii) by Cox to Charter at any timeLetter agreement on Cox participation in Charter share repurchases, Exhibit 10.2 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-2.htm Cox's own filing also says it may buy more or sell, including in a deal that could take the stock off the market. It says it will keep studying such moves. [C111][C111] Schedule 13D, Item 4including in connection with extraordinary corporate transactions, such as a tender offer, merger or consolidation that would result in the de-listing of the Class A Common Stock, or through in-kind distributions. The Reporting Persons expect to continue to actively evaluate such transactionsCox Enterprises Schedule 13D on Charter Communications, filed August 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926100879/xslSCHEDULE_13D_X02/primary_doc.xml

Here is what each side gives and gets. Cox gives up a monthly way to cash out that it held since August 19. No sale under it is on file. [C118][C118] Schedule 13D/A, Item 6On August 19, 2026, the Issuer, Charter Holdings and Cox Enterprises entered into the Cox Enterprises repurchase letter agreementCox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml [C1][C1] Schedule 13D/A, Item 5(c)On September 28, 2026, pursuant to the terms of the Repurchase Letter Agreement, Cox Enterprises delivered to the Issuer a suspension notice (the "Suspension Notice"), which suspended the share repurchases under the Repurchase Letter AgreementCox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml It keeps all 46,153,885 shares counted as if converted, 28.7% of Charter by its filing's measure. [C5][C5] Schedule 13D/A, cover page, rows 11 and 1311 Aggregate amount beneficially owned by each reporting person 46,153,885.00 12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions) 13 Percent of class represented by amount in Row (11) 28.7 %Cox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml At $110.95 its 33,586,045 common units are worth about $3.7 billion. Its preferred units pay about $413 million a year, whatever the stock does. [C7][C7] Schedule 13D/A, notes to rows 8, 10 and 11exchange of 33,586,045 Class C common units (the "Class C Common Units") of Charter Communications Holdings, LLC, a subsidiary of the Issuer ("Charter Holdings"), and (b) conversion of convertible preferred units of Charter Holdings with an aggregate liquidation preference of $6.0 billionCox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml [C80][C80] IEX closing pricesCHTR closed at $110.95 on September 30, 2026 (IEX)IEX closing prices for CHTR, CMCSA, VZ and XLC, September 15 and September 30, 2026Open source ↗https://iextrading.com/trading/market-data/ [C14][C14] Form 8-K, Item 2.01Charter Holdings (x) paid to Cox NewCo $724 million in cash and (y) issued to Cox NewCo 60.0 million convertible preferred units of Charter Holdings with an aggregate liquidation preference of $6.0 billion and 6.875% couponCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm

For Charter, a buyback of the same size now costs the same, but none of the cash goes to Cox. Under the old terms, Cox could sell Charter about 41% more on top of what Charter bought from the public. [C10][C10] Letter agreement, Annex A, Section I.2(e)the product of (x) the quotient of (I) the Monthly Repurchased Shares, less the number of shares issued during the Repurchase Period under any employee equity incentive plan (provided this clause (I) shall not be less than 0), divided by (II) the Beginning Monthly Share Balance, multiplied by (y) the Cox Total SharesLetter agreement on Cox participation in Charter share repurchases, Exhibit 10.2 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-2.htm [C5][C5] Schedule 13D/A, cover page, rows 11 and 1311 Aggregate amount beneficially owned by each reporting person 46,153,885.00 12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions) 13 Percent of class represented by amount in Row (11) 28.7 %Cox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml [C6][C6] Schedule 13D/A, note to row 13is based on 114,437,206 shares of Class A Common Stock outstanding as of August 31, 2026, as confirmed by the Issuer.Cox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml [C74][C74] Schedule 13D/A, notes to rows 7, 9 and 113,136,511 shares of Class A Common Stock, par value $0.001 per shareAdvance/Newhouse Partnership Schedule 13D Amendment No. 20 on Charter Communications, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000095014226002396/xslSCHEDULE_13D_X02/primary_doc.xml So the families' share of Charter now rises with every buyback. Charter can still buy back some of Cox's units to cover Cox's taxes, and those count against Cox's buyback share. [C94][C94] Letter agreement, Section 4nothing set forth in this letter agreement shall limit, restrict, amend or otherwise modify the provisions of the LLC Agreement, including, without limitation, the provisions relating to redemptions and distributionsLetter agreement on Cox participation in Charter share repurchases, Exhibit 10.2 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-2.htm [C11][C11] Letter agreement, Section 3the redemptions by Charter of Common Units from Cox NewCo pursuant to Section 3.2(b)(iv) of the LLC Agreement shall be in lieu of, and not in addition to, repurchases or redemptions pursuant to Annex A heretoLetter agreement on Cox participation in Charter share repurchases, Exhibit 10.2 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-2.htm

Cox's percentage rose from 27.9% in its August 25 filing to 28.7% on September 30, with the same 46,153,885 shares. That came from an updated share count after the Liberty shares were retired at closing, not from new buying. [C31][C31] Schedule 13D, cover page, rows 11 and 1311 Aggregate amount beneficially owned by each reporting person 46,153,885.00 12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions) 13 Percent of class represented by amount in Row (11) 27.9 %Cox Enterprises Schedule 13D on Charter Communications, filed August 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926100879/xslSCHEDULE_13D_X02/primary_doc.xml [C5][C5] Schedule 13D/A, cover page, rows 11 and 1311 Aggregate amount beneficially owned by each reporting person 46,153,885.00 12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions) 13 Percent of class represented by amount in Row (11) 28.7 %Cox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml [C30][C30] Schedule 13D, note to row 13is based on 119,151,159 shares of Class A Common Stock outstanding as of July 31, 2026, as confirmed by the Issuer.Cox Enterprises Schedule 13D on Charter Communications, filed August 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926100879/xslSCHEDULE_13D_X02/primary_doc.xml [C6][C6] Schedule 13D/A, note to row 13is based on 114,437,206 shares of Class A Common Stock outstanding as of August 31, 2026, as confirmed by the Issuer.Cox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml [C32][C32] Form 8-K, Item 2.01resulting in a net decrease of approximately 4.7 million shares of Charter Class A Common Stock outstandingCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm Under the shareholder agreement, Cox may not buy past 30%. If a Charter buyback would push it over, Cox must sell back enough to stay at 30%. [C22][C22] Stockholders agreement, definitions“ Cap ” means (a) in respect of A/N, nineteen percent (19%); and (b) in respect of Cox, thirty percent (30%).Third Amended and Restated Stockholders Agreement, Exhibit 10.1 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-1.htm [C21][C21] Stockholders agreement, Section 3.1(b)if the Company or any of its Subsidiaries repurchases, redeems or buys back any shares of Company Common Stock and following such transaction an Investor Party’s Equity Interest would exceed its Cap, such Investor Party shall participate in such transaction to the extent necessary so that such Investor Party’s Equity Interest does not exceed its Cap following such transactionThird Amended and Restated Stockholders Agreement, Exhibit 10.1 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-1.htm Votes above 30% for Cox, and above 15% for Advance/Newhouse, must be cast the same way as the public's. [C26][C26] Form 8-K, Item 1.01any shares owned by Cox Parent or A/N in excess of its applicable voting cap (30% in the case of Cox Parent; 15% in the case of A/N) must be voted in proportion to the public stockholders of CharterCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm

That cap counts every share and option that could exist. Charter put Cox at about 26% on that basis at closing. [C24][C24] Stockholders agreement, definitionsdivided by (b) the number of shares of Company Common Stock that would be outstanding on a Fully Exchanged Basis and fully diluted basisThird Amended and Restated Stockholders Agreement, Exhibit 10.1 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-1.htm [C25][C25] Press releaseCox Enterprises and its subsidiaries now own approximately 26% of the combined entity’s fully diluted shares outstanding, on an as-converted, as-exchanged basis.Charter press release on completing the Cox transaction, Exhibit 99.1 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex99-1.htm On that figure, Charter could buy back roughly 24 million shares, about $2.6 billion at $110.95, before the cap forced Cox to sell. [C25][C25] Press releaseCox Enterprises and its subsidiaries now own approximately 26% of the combined entity’s fully diluted shares outstanding, on an as-converted, as-exchanged basis.Charter press release on completing the Cox transaction, Exhibit 99.1 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex99-1.htm [C5][C5] Schedule 13D/A, cover page, rows 11 and 1311 Aggregate amount beneficially owned by each reporting person 46,153,885.00 12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions) 13 Percent of class represented by amount in Row (11) 28.7 %Cox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml [C80][C80] IEX closing pricesCHTR closed at $110.95 on September 30, 2026 (IEX)IEX closing prices for CHTR, CMCSA, VZ and XLC, September 15 and September 30, 2026Open source ↗https://iextrading.com/trading/market-data/

Whether Charter buys much stock is the open question. At June 30 its debt was 4.18 times a year of adjusted EBITDA. It now aims for 3.5 times and says it expects to cut its total debt. [C40][C40] Form 10-Q, liquidityCharter's leverage ratio of net debt to the last twelve months Adjusted EBITDA was 4.18 times as of June 30, 2026.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C41][C41] Form 10-Q, liquidityCharter plans to adjust its long-term target leverage after the Closing to 3.5 times Adjusted EBITDA. We currently expect to decrease the total amount of our indebtedness to achieve Charter’s target leverage.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm That is a change from its annual report, which set a 3.5 to 3.75 times range and said debt would grow with EBITDA. [C42][C42] Form 10-K, liquidityCharter plans to adjust its long-term target leverage range after the Closing to 3.5 to 3.75 times Adjusted EBITDA. As Adjusted EBITDA grows, we expect to increase the total amount of our indebtedness to maintain leverage within Charter's target leverage range.Charter Communications annual report on Form 10-K for 2025, filed January 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000017/chtr-20251231.htm Charter still says it expects to keep buying back stock within its target, but it is not obliged to. It had $365 million of buyback room left at June 30. [C46][C46] Form 10-Q, liquidityAlthough Charter expects to continue to buy back its common stock consistent with its leverage target range, Charter is not obligated to acquire any particular amount of common stockCharter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C43][C43] Form 10-Q, liquidityAs 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.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm In June it bought just 40,405 shares, at an average of $158.47. Over the whole quarter it spent about $838 million on 4.0 million shares. [C44][C44] Form 10-Q, Part II, Item 2June 1 - 30, 2026 40,405 $158.47 31,315 $365Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C45][C45] Form 10-Q, Part II, Item 2During the three months ended June 30, 2026, Charter purchased approximately 4.0 million shares of its Class A common stock for approximately $838 million.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm

Debt is why buybacks are small. Charter owed $93.8 billion at June 30, with $509 million of cash and about $3.7 billion of unused bank credit. [C47][C47] Form 10-Q, Note 4, debt table$ 93,845 $ 93,959 $ 83,550 $ 94,617 $ 94,756 $ 85,467Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C49][C49] Form 10-Q, cashWe held $509 million and $477 million in cash and cash equivalents as of June 30, 2026 and December 31, 2025, respectively.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C91][C91] Form 10-Q, liquidityAs of June 30, 2026, the amount available under our credit facilities was approximately $3.7 billionCharter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm With Cox added, its merger estimate puts long-term debt at about $107.2 billion. Interest cost $2.5 billion in the first half alone. [C53][C53] Pro forma balance sheetLONG-TERM DEBT 92,960 11,457 2,778 1e 107,195Unaudited pro forma condensed combined financial information for the Cox transactions, Exhibit 99.2 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-2.htm [C90][C90] Form 10-Q, Adjusted EBITDA reconciliationInterest expense, net 1,276 1,263 2,532 2,504Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm Every dollar of that debt it pays down moves it closer to its target, which is where Charter says its cash is going. [C41][C41] Form 10-Q, liquidityCharter plans to adjust its long-term target leverage after the Closing to 3.5 times Adjusted EBITDA. We currently expect to decrease the total amount of our indebtedness to achieve Charter’s target leverage.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm

New debt costs more. In August Charter sold $4.75 billion of secured notes, bonds backed by company assets, at 6.05% to 7.85%. [C50][C50] Form 8-K, Item 1.01issued (i) $1,750,000,000 aggregate principal amount of 6.050% Senior Secured Notes due 2032 (the “2032 Notes”), (ii) $1,000,000,000 aggregate principal amount of 6.600% Senior Secured Notes due 2034 (the “2034 Notes”), (iii) $1,000,000,000 aggregate principal amount of 6.950% Senior Secured Notes due 2036 (the “2036 Notes”) and (iv) $1,000,000,000 aggregate principal amount of 7.850% Senior Secured Notes due 2056Charter Communications Form 8-K on its $4.75 billion senior secured notes offering, filed August 18, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926098363/tm2623401d1_8k.htm It also swapped older bonds, some paying as little as 2.25%, for new notes paying 7.087% and 7.337%, plus some cash. [C119][C119] Form 8-K, Item 1.01(v) 2.300% Senior Secured Notes due 2032, (vi) 2.800% Senior Secured Notes due 2031 and (vii) 2.250% Senior Secured Notes due 2029Charter Communications Form 8-K on early settlement of its bond exchange offers, filed August 12, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926094863/tm2622892d1_8k.htm [C108][C108] Form 8-K, Item 1.01a new series of 7.087% Senior Secured Notes due 2038Charter Communications Form 8-K on early settlement of its bond exchange offers, filed August 12, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926094863/tm2622892d1_8k.htm [C52][C52] Form 8-K, Item 1.01a new series of 7.337% Senior Secured Notes due 2041Charter Communications Form 8-K on early settlement of its bond exchange offers, filed August 12, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926094863/tm2622892d1_8k.htm [C116][C116] Form 8-K, Item 1.01for a combination of cash consideration and up to $2,000,000,000 in aggregate principal amount of a new series of 7.337% Senior Secured Notes due 2041Charter Communications Form 8-K on early settlement of its bond exchange offers, filed August 12, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926094863/tm2622892d1_8k.htm In all it gave about $3.4 billion of new notes for about $5.5 billion of old ones. So the debt shrank, but at a higher interest rate. [C104][C104] Form 8-K, Item 1.01On August 12, 2026 (the “Early Settlement Date”), the Issuers issued $1,686,285,000 in aggregate principal amount of 2038 Notes and $1,627,538,000 in aggregate principal amount of 2041 Notes in connection with the early settlement of the Exchange Offers.Charter Communications Form 8-K on early settlement of its bond exchange offers, filed August 12, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926094863/tm2622892d1_8k.htm [C106][C106] Form 8-K, Item 1.01in exchange for $2,664,699,000 in aggregate principal amount of Pool 1 NotesCharter Communications Form 8-K on the final settlement of its bond exchange offers, filed August 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926100328/tm2623853d1_8k.htm [C107][C107] Form 8-K, Item 1.01in exchange for $2,689,366,000 in aggregate principal amount of Pool 2 NotesCharter Communications Form 8-K on the final settlement of its bond exchange offers, filed August 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926100328/tm2623853d1_8k.htm [C114][C114] Form 8-K, Item 1.01an additional $55,928,000 in aggregate principal amount of 2038 Notes (the “Additional 2038 Notes”) in exchange for an additional $84,390,000 in aggregate principal amount of Pool 1 NotesCharter Communications Form 8-K on the final settlement of its bond exchange offers, filed August 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926100328/tm2623853d1_8k.htm [C115][C115] Form 8-K, Item 1.01an additional $35,750,000 in aggregate principal amount of 2041 Notes (the “Additional 2041 Notes” and, together with the Additional 2038 Notes, the “Additional Notes” and, together with the Existing Notes, the “Notes”) in exchange for an additional $60,634,000 in aggregate principal amount of Pool 2 NotesCharter Communications Form 8-K on the final settlement of its bond exchange offers, filed August 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926100328/tm2623853d1_8k.htm Cox also has a brake on borrowing. While Cox owns at least 20%, Charter needs its consent for new debt that would push it above 4.5 times, or 4.0 times after three years. [C101][C101] Stockholders agreement, Cox consent rightsgreater than or equal to twenty percent (20%), without the prior written consent of Cox: (A) the Company shall not, and shall not permit any Subsidiary of the Company to, directly or indirectly, incur IndebtednessThird Amended and Restated Stockholders Agreement, Exhibit 10.1 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-1.htm [C100][C100] Stockholders agreement, Cox consent rightsif immediately following such incurrence the Company’s Leverage Ratio determined as of the last day of any fiscal quarter of the Company would exceed 4.5x or, following the date that is three (3) years after the Closing Date, 4.0xThird Amended and Restated Stockholders Agreement, Exhibit 10.1 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-1.htm

The number that matters is Charter's own: net debt, meaning debt minus cash, was 4.18 times a year of adjusted EBITDA at June 30, against its 3.5 times goal. [C40][C40] Form 10-Q, liquidityCharter's leverage ratio of net debt to the last twelve months Adjusted EBITDA was 4.18 times as of June 30, 2026.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C41][C41] Form 10-Q, liquidityCharter plans to adjust its long-term target leverage after the Closing to 3.5 times Adjusted EBITDA. We currently expect to decrease the total amount of our indebtedness to achieve Charter’s target leverage.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm Our check using reported profit, about $21.4 billion over the past year, gives about 4.4 times. With Cox added, our rough estimate is about 4.0 times. Either way it is above the goal. [C59][C59] Form 10-K, results tableIncome from operations $ 12,908 $ 13,118 (1.6) %Charter Communications annual report on Form 10-K for 2025, filed January 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000017/chtr-20251231.htm [C60][C60] Form 10-K, Adjusted EBITDA reconciliationDepreciation and amortization 8,711 8,673Charter Communications annual report on Form 10-K for 2025, filed January 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000017/chtr-20251231.htm [C61][C61] Form 10-Q, results tableIncome from operations $ 3,063 $ 3,279 (6.5) % $ 6,271 $ 6,516 (3.7) %Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C62][C62] Form 10-Q, Adjusted EBITDA reconciliationDepreciation and amortization 2,197 2,176 4,408 4,357Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C47][C47] Form 10-Q, Note 4, debt table$ 93,845 $ 93,959 $ 83,550 $ 94,617 $ 94,756 $ 85,467Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C49][C49] Form 10-Q, cashWe held $509 million and $477 million in cash and cash equivalents as of June 30, 2026 and December 31, 2025, respectively.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C65][C65] Pro forma statement of operations, 2025REVENUES $ 54,774 $ 12,531 $ 54 2a $ 67,359Unaudited pro forma condensed combined financial information for the Cox transactions, Exhibit 99.2 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-2.htm [C66][C66] Pro forma statement of operations, 2025Operating costs and expenses (exclusive of items shown separately below) 32,739 7,543 (222 ) 2b 40,060Unaudited pro forma condensed combined financial information for the Cox transactions, Exhibit 99.2 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-2.htm [C67][C67] Pro forma statement of operations, 2025Other operating expenses, net 416 192 162 2d 770Unaudited pro forma condensed combined financial information for the Cox transactions, Exhibit 99.2 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-2.htm [C63][C63] Cox Communications statement of operationsOPERATING INCOME 571 638 1,306 1,370Cox Communications unaudited interim financial statements for the six months ended June 30, 2026, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-1.htm [C64][C64] Cox Communications statement of operationsDepreciation and amortization 523 551 1,061 1,095Cox Communications unaudited interim financial statements for the six months ended June 30, 2026, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-1.htm [C53][C53] Pro forma balance sheetLONG-TERM DEBT 92,960 11,457 2,778 1e 107,195Unaudited pro forma condensed combined financial information for the Cox transactions, Exhibit 99.2 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-2.htm [C54][C54] Pro forma balance sheetCurrent portion of long-term debt 999 1,038 — 2,037Unaudited pro forma condensed combined financial information for the Cox transactions, Exhibit 99.2 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-2.htm [C58][C58] Form 10-Q, results tableAdjusted EBITDA $ 5,449 $ 5,693 (4.3) % $ 11,086 $ 11,456 (3.2) %Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C57][C57] Form 10-K, results tableAdjusted EBITDA $ 22,708 $ 22,569 0.6 %Charter Communications annual report on Form 10-K for 2025, filed January 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000017/chtr-20251231.htm

The best case for the stock is that its two biggest owners are not selling into buybacks. Charter alone produced $5.0 billion of free cash flow in 2025 and $2.3 billion in the first half of 2026. [C2][C2] Suspension noticeCox hereby elects not to participate in repurchases of Class A Common Stock or Common Units until such Suspension Notice is revoked by written notice from Cox to Charter pursuant to the Repurchase Letter.Cox Enterprises suspension notice to Charter, Exhibit 1 to Schedule 13D Amendment No. 1, September 28, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/tm2626637d1_ex99-1.htm [C28][C28] Schedule 13D/A, Item 4Following the execution of the A/N Letter Agreement, A/N intends that the Suspension of the Share Repurchases shall continue until such time as A/N delivers a notice to the Issuer terminating the Suspension of the Share Repurchases.Advance/Newhouse Partnership Schedule 13D Amendment No. 20 on Charter Communications, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000095014226002396/xslSCHEDULE_13D_X02/primary_doc.xml [C56][C56] Form 10-K, free cash flow reconciliationFree cash flow $ 5,004 $ 4,257Charter Communications annual report on Form 10-K for 2025, filed January 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000017/chtr-20251231.htm [C55][C55] Form 10-Q, free cash flow reconciliationFree cash flow $ 969 $ 1,046 $ 2,341 $ 2,610Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm At $110.95 its shares plus the units held by Cox and Advance/Newhouse are worth about $18.1 billion. With the debt and Cox's preferred units added, the whole company is valued at about 4.9 times our EBITDA estimate. [C6][C6] Schedule 13D/A, note to row 13is based on 114,437,206 shares of Class A Common Stock outstanding as of August 31, 2026, as confirmed by the Issuer.Cox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml [C7][C7] Schedule 13D/A, notes to rows 8, 10 and 11exchange of 33,586,045 Class C common units (the "Class C Common Units") of Charter Communications Holdings, LLC, a subsidiary of the Issuer ("Charter Holdings"), and (b) conversion of convertible preferred units of Charter Holdings with an aggregate liquidation preference of $6.0 billionCox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml [C73][C73] Schedule 13D/A, notes to rows 7, 9 and 1115,511,283 shares of Class A Common Stock issuable upon conversion of the Class B Common UnitsAdvance/Newhouse Partnership Schedule 13D Amendment No. 20 on Charter Communications, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000095014226002396/xslSCHEDULE_13D_X02/primary_doc.xml [C80][C80] IEX closing pricesCHTR closed at $110.95 on September 30, 2026 (IEX)IEX closing prices for CHTR, CMCSA, VZ and XLC, September 15 and September 30, 2026Open source ↗https://iextrading.com/trading/market-data/ [C14][C14] Form 8-K, Item 2.01Charter Holdings (x) paid to Cox NewCo $724 million in cash and (y) issued to Cox NewCo 60.0 million convertible preferred units of Charter Holdings with an aggregate liquidation preference of $6.0 billion and 6.875% couponCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm [C53][C53] Pro forma balance sheetLONG-TERM DEBT 92,960 11,457 2,778 1e 107,195Unaudited pro forma condensed combined financial information for the Cox transactions, Exhibit 99.2 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-2.htm [C54][C54] Pro forma balance sheetCurrent portion of long-term debt 999 1,038 — 2,037Unaudited pro forma condensed combined financial information for the Cox transactions, Exhibit 99.2 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-2.htm And the shareholder agreement bars Cox and Advance/Newhouse from teaming up. [C78][C78] Form 8-K, Item 1.01Pursuant to the Amended Stockholders Agreement, each of Cox Parent and A/N are subject to certain standstill provisions and are not permitted to form a groupCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm

The case against starts with the business. Charter is losing internet customers, profit is falling, and its finance chief is leaving. [C34][C34] Form 10-Q, residential revenuesResidential Internet customers decreased by 510,000 customers from June 30, 2025 to June 30, 2026.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C36][C36] Form 10-Q, results tableAdjusted EBITDA $ 5,449 $ 5,693 (4.3) %Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C68][C68] Form 8-K, Item 5.02On August 28, 2026, Jessica M. Fischer, the current Chief Financial Officer of Charter Communications, Inc. (the “Company”), notified the Company that she has resigned as Chief Financial Officer of the Company to pursue another opportunity.Charter Communications Form 8-K on its chief financial officer's resignation, filed August 31, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126035084/ef20081340_8k.htm The $18.1 billion of stock sits under about $109 billion of debt and $6.0 billion of Cox preferred units. So a small change in profit is a big change for the shares. [C53][C53] Pro forma balance sheetLONG-TERM DEBT 92,960 11,457 2,778 1e 107,195Unaudited pro forma condensed combined financial information for the Cox transactions, Exhibit 99.2 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-2.htm [C54][C54] Pro forma balance sheetCurrent portion of long-term debt 999 1,038 — 2,037Unaudited pro forma condensed combined financial information for the Cox transactions, Exhibit 99.2 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-2.htm [C14][C14] Form 8-K, Item 2.01Charter Holdings (x) paid to Cox NewCo $724 million in cash and (y) issued to Cox NewCo 60.0 million convertible preferred units of Charter Holdings with an aggregate liquidation preference of $6.0 billion and 6.875% couponCharter Communications Form 8-K on completing the Cox and Liberty Broadband transactions, filed August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_8k.htm Cox can restart with 30 days' notice. Meanwhile its stake can drift toward its 30% cap at no cost, and its filing says it keeps studying deals that could take the stock off the market. [C9][C9] Letter agreement, Annex A, Section I.5with effect as of immediately prior to the first Monthly Determination Date after the date specified in such Revocation Notice, which shall be at least 30 days after delivery of such Revocation NoticeLetter agreement on Cox participation in Charter share repurchases, Exhibit 10.2 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-2.htm [C22][C22] Stockholders agreement, definitions“ Cap ” means (a) in respect of A/N, nineteen percent (19%); and (b) in respect of Cox, thirty percent (30%).Third Amended and Restated Stockholders Agreement, Exhibit 10.1 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-1.htm [C111][C111] Schedule 13D, Item 4including in connection with extraordinary corporate transactions, such as a tender offer, merger or consolidation that would result in the de-listing of the Class A Common Stock, or through in-kind distributions. The Reporting Persons expect to continue to actively evaluate such transactionsCox Enterprises Schedule 13D on Charter Communications, filed August 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926100879/xslSCHEDULE_13D_X02/primary_doc.xml

The first test is Charter's third-quarter report. Fischer leaves on October 15. [C69][C69] Form 8-K, Item 5.02Ms. Fischer is expected to continue to serve as the Company’s Chief Financial Officer through October 15, 2026Charter Communications Form 8-K on its chief financial officer's resignation, filed August 31, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126035084/ef20081340_8k.htm We think Charter will put its cash into debt, not big buybacks. We would be wrong if that report shows the share count below the line our call sets, or the board adds to the $365 million of buyback room it had in June. [C41][C41] Form 10-Q, liquidityCharter plans to adjust its long-term target leverage after the Closing to 3.5 times Adjusted EBITDA. We currently expect to decrease the total amount of our indebtedness to achieve Charter’s target leverage.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm [C43][C43] Form 10-Q, liquidityAs 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.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm

Why Cox sent the notice. Its filing gives no reason and says it was made only to report the suspension. [C8][C8] Schedule 13D/A, Item 6This Amendment is being filed solely to disclose the Suspension of the Share Repurchases.Cox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml

How many shares Charter bought on the market from July to September, and whether Cox sold any shares before its pause took effect. The only purchases on file are 129,907 shares from Liberty Broadband at $135.88 on July 14 and 9,900 at $133.86 on August 13. [C96][C96] Schedule 13D/A, Item 5(c)On July 14, 2026, the Reporting Person sold 129,907 shares of Common Stock to the Issuer for $135.88 per share in cash.Liberty Broadband Schedule 13D Amendment No. 14 on Charter Communications, filed August 21, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126034050/xslSCHEDULE_13D_X02/primary_doc.xml [C71][C71] Schedule 13D/A, Item 5(c)On August 13, 2026, the Reporting Person sold 9,900 shares of Common Stock to the Issuer for $133.86 per share in cash.Liberty Broadband Schedule 13D Amendment No. 14 on Charter Communications, filed August 21, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126034050/xslSCHEDULE_13D_X02/primary_doc.xml

Cox's exact stake today on the measure the 30% cap uses. Charter gave about 26% at closing, and the 28.7% in Cox's filing uses a narrower count. [C22][C22] Stockholders agreement, definitions“ Cap ” means (a) in respect of A/N, nineteen percent (19%); and (b) in respect of Cox, thirty percent (30%).Third Amended and Restated Stockholders Agreement, Exhibit 10.1 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex10-1.htm [C25][C25] Press releaseCox Enterprises and its subsidiaries now own approximately 26% of the combined entity’s fully diluted shares outstanding, on an as-converted, as-exchanged basis.Charter press release on completing the Cox transaction, Exhibit 99.1 to Form 8-K, August 20, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126033909/ef20080687_ex99-1.htm [C5][C5] Schedule 13D/A, cover page, rows 11 and 1311 Aggregate amount beneficially owned by each reporting person 46,153,885.00 12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions) 13 Percent of class represented by amount in Row (11) 28.7 %Cox Enterprises Schedule 13D Amendment No. 1 on Charter Communications, filed September 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926112404/xslSCHEDULE_13D_X02/primary_doc.xml

How the market took the news. Our price data runs only to the September 30 close of $110.95. [C80][C80] IEX closing pricesCHTR closed at $110.95 on September 30, 2026 (IEX)IEX closing prices for CHTR, CMCSA, VZ and XLC, September 15 and September 30, 2026Open source ↗https://iextrading.com/trading/market-data/

Charter's own leverage ratio with Cox included, and whether the board will add buyback room. It had $365 million left at June 30. [C43][C43] Form 10-Q, liquidityAs 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.Charter Communications quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed July 24, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000109166726000052/chtr-20260630.htm

What drove the 21% fall from September 15 to September 30. No filing in the period addresses it. [C79][C79] IEX closing pricesCHTR closed at $141.06 on September 15, 2026 (IEX)IEX closing prices for CHTR, CMCSA, VZ and XLC, September 15 and September 30, 2026Open source ↗https://iextrading.com/trading/market-data/ [C80][C80] IEX closing pricesCHTR closed at $110.95 on September 30, 2026 (IEX)IEX closing prices for CHTR, CMCSA, VZ and XLC, September 15 and September 30, 2026Open source ↗https://iextrading.com/trading/market-data/

Who will be the permanent finance chief, and when Charter will report third-quarter results. It has named only an interim chief. [C99][C99] Form 8-K, Item 5.02On August 30, 2026, the Board appointed Kevin D. Howard as the Company’s Interim Chief Financial OfficerCharter Communications Form 8-K on its chief financial officer's resignation, filed August 31, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000114036126035084/ef20081340_8k.htm

Whether Cox has hedged or borrowed against its units, whether Cox debt due this year was repaid, and how customers in former Cox areas responded to Spectrum. About $1.04 billion of Cox debt was due within a year at June 30. [C102][C102] Cox Communications debt noteTotal debt 12,495 12,512 Less current maturities (b) 1,038 1,038Cox Communications unaudited interim financial statements for the six months ended June 30, 2026, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1091667/000110465926089522/tm2621789d1_ex99-1.htm