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Delaware
(State or Other Jurisdiction of Incorporation or Organization)
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c/o Charter Communications, Inc.
400 Washington Blvd.
Stamford, Connecticut 06902
(Address of Principal Executive Offices) (Zip Code)
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47-1211994
(I.R.S. Employer Identification No.)
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Jamal H. Haughton
Executive Vice President, General Counsel and Corporate Secretary
Charter Communications, Inc.
400 Washington Blvd.
Stamford, Connecticut 06902
(203) 428-0238
(Name, Address and Telephone Number, Including Area Code, of Agent for Service)
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Copies to:
Steven A. Cohen, Esq.
John L. Robinson, Esq.
Steven R. Green, Esq.
Wachtell, Lipton, Rosen & Katz
51 West 52nd Street
New York, New York 10019
(212) 403-1000
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Large accelerated filer ☑
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Accelerated filer ☐
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Non-accelerated filer ☐
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Smaller reporting company ☐
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Emerging growth company ☐
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Registration Statement on Form S-8 (Commission File No. 333-200436), filed with the Commission on November 21, 2014, with respect to (1) 846,415 shares of the Registrant’s Series A common stock, par value $0.01 per share (“LBRDA”),
thereby registered for offer or sale pursuant to the Liberty Broadband Corporation Transitional Stock Adjustment Plan (the “Transitional Plan”), and (2) 1,709,139 shares of the Registrant’s Series C common stock, par value $0.01 per share
(“LBRDK”), thereby registered for offer or sale pursuant to the Transitional Plan.
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Registration Statement on Form S-8 (Commission File No. 333-200438), filed with the Commission on November 21, 2014, with respect to (1) 1,500,000 shares of LBRDA, thereby registered for offer or sale pursuant to the Liberty Broadband
Corporation 2014 Omnibus Incentive Plan (the “2014 Plan”), and (2) 2,500,000 shares of LBRDK, thereby registered for offer or sale pursuant to the 2014 Plan.
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Registration Statement on Form S-8 (Commission File No. 333-233258), filed with the Commission on August 14, 2019, with respect to 2,000,000 shares of LBRDK, thereby registered for offer or sale pursuant to the Liberty Broadband
Corporation 2019 Omnibus Incentive Plan (the “2019 Plan”).
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Registration Statement on Form S-8 (Commission File No. 333-251570), originally filed with the Commission on December 22, 2020 and as amended by the Post-Effective Amendment No. 1 to Registration Statement on Form S-8, filed with the
Commission on June 25, 2026, with respect to (1) 709,689 shares of the Registrant’s Series B common stock, par value $0.01 per share (“LBRDB”), thereby registered for offer or sale pursuant to the GCI Liberty, Inc. Transitional Stock
Adjustment Plan (the “GCI Transitional Plan”); (2) 12,445 shares of LBRDB, thereby registered for offer or sale pursuant to the GCI Liberty, Inc. 2018 Omnibus Incentive Plan (the “GCI 2018 Plan”); (3) 228,189 shares of LBRDK, thereby
registered for offer or sale pursuant to the GCI Transitional Plan; (4) 818,693 shares of LBRDK, thereby registered for offer or sale pursuant to the GCI 2018 Plan; (5) 3,678,357 shares of LBRDK, thereby registered for offer or sale
pursuant to the 2019 Plan; and (6) 722,134 shares of the LBRDK, thereby registered for resale pursuant to a prospectus included with and filed in such Registration Statement.
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Registration Statement on Form S-8 (Commission File No. 333-276092), filed with the Commission on December 18, 2023 and as amended by the Post-Effective Amendment No. 1 to Form S-8 Registration Statement, filed with the Commission on
June 10, 2024, with respect to 750,000 shares of LBRDK, thereby registered for offer or sale pursuant to the 2019 Plan, inclusive of 361,239 of such shares of LBRDK registered for offer or sale pursuant to the Liberty Broadband Corporation
2024 Omnibus Incentive Plan (the “2024 Plan”) pursuant to the Post-Effective Amendment No. 1 to such Registration Statement.
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Registration Statement on Form S-8 (Commission File No. 333-280105), filed with the Commission on June 10, 2024, with respect to 3,500,000 shares of LBRDK, thereby registered for offer or sale pursuant to the 2024 Plan.
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FUSION MERGER SUB 1, LLC, as successor by merger to LIBERTY BROADBAND CORPORATION
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By:
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/s/ Jessica M. Fischer
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Name:
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Jessica M. Fischer
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Title:
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Chief Financial Officer
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