000109166700012718330001271834falsefalsefalse0001091667chtr:CCOHoldingsLLCMember2026-10-262026-10-2600010916672026-10-262026-10-260001091667chtr:CCOHoldingsCapitalCorp.Member2026-10-262026-10-260001091667chtr:CCOHoldingsLLCMember2026-05-152026-05-1500010916672026-05-152026-05-150001091667chtr:CCOHoldingsCapitalCorp.Member2026-05-152026-05-150001091667us-gaap:CommonClassAMember2026-10-262026-10-260001091667us-gaap:RedeemablePreferredStockMember2026-10-262026-10-26
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________
FORM 8-K
______________
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 26, 2026
Charter Communications, Inc.
CCO Holdings, LLC
CCO Holdings Capital Corp.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization) | | | | | | | | |
| 001-33664 | | 84-1496755 |
| 001-37789 | | 86-1067239 |
| 333-112593-01 | | 20-0257904 |
| (Commission File Number) | | (I.R.S. Employer Identification Number) |
400 Washington Blvd.
Stamford, Connecticut 06902
(Address of principal executive offices including zip code)
(203) 905-7801
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Class A Common Stock, $.001 Par Value | CHTR | NASDAQ Global Select Market |
| Series A Cumulative Redeemable Preferred Stock $.001 Par Value | CHTRP | NASDAQ Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On October 26, 2026, the Compensation and Benefits Committee of the Board of Directors of Charter Communications, Inc. (the “Company”) approved compensation adjustments for Kevin Howard to be effective during the period he is serving as the Company’s Interim Chief Financial Officer. In recognition of his interim role, Mr. Howard will receive an annual base salary of $925,000 and a target annual cash bonus opportunity of 175% of his annual base salary. In addition, on October 26, 2026, Mr. Howard was granted an award of restricted stock units with a grant date fair value of $250,000, which award will cliff vest on the third anniversary of the grant date, subject to his continued employment with the Company through such date.
ITEM 7.01. REGULATION FD DISCLOSURE.
On October 27, 2026, the Company issued a press release (the “press release”) announcing that its board of directors declared a quarterly cash dividend which will be payable on January 15, 2027 to stockholders of record of the Company’s Series A Cumulative Redeemable Preferred Stock at the close of business on December 31, 2026. The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 7.01.
The disclosure in Item 7.01 of this Current Report on Form 8-K and the press release attached hereto as Exhibit 99.1 are being furnished to the Securities and Exchange Commission in satisfaction of the public disclosure requirements of Regulation FD and shall not be deemed "filed" for any purpose.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
| | | | | | | | | | | |
| Exhibit | | Description |
| | |
| 99.1 | | | |
| 104 | | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, each of Charter Communications, Inc., CCO Holdings, LLC and CCO Holdings Capital Corp. has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | | | | | | | |
| CHARTER COMMUNICATIONS, INC. |
| Registrant |
| | | |
| By: | | /s/ Kevin D. Howard |
| | | Kevin D. Howard |
| Date: October 27, 2026 | | | Executive Vice President, Interim Chief Financial Officer, Chief Accounting Officer and Controller |
| | | |
| | | |
| CCO Holdings, LLC |
| Registrant |
| | | |
| By: | | /s/ Kevin D. Howard |
| | | Kevin D. Howard |
| Date: October 27, 2026 | | | Executive Vice President, Interim Chief Financial Officer, Chief Accounting Officer and Controller |
| | | |
| | | |
| CCO Holdings Capital Corp. |
| Registrant |
| | | |
| By: | | /s/ Kevin D. Howard |
| | | Kevin D. Howard |
| Date: October 27, 2026 | | | Executive Vice President, Interim Chief Financial Officer, Chief Accounting Officer and Controller |
