Was Liberty Broadband’s Charter (CHTR) share disposal an open-market sale?

No, the shares were sold directly to Charter in an exempt transaction under Rule 16b-3. This disposition to the issuer was executed pursuant to a stockholders agreement and related letter agreements, rather than through ordinary open-market trading on an exchange.

Which agreements governed Liberty Broadband’s Charter (CHTR) share disposition?

The transaction was carried out under the Second Amended and Restated Stockholders Agreement and several related letter agreements. These include agreements dated May 23, 2015, February 23, 2021, November 12, 2024, and March 5, 2026 involving Charter, Liberty Broadband and Advance/Newhouse Partnership.

Liberty Broadband trims Charter Communications (CHTR) stake by 31K shares

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Liberty Broadband Corp, a director and more than 10% owner of Charter Communications, disposed of 31,315 shares of Class A common stock back to Charter at $162.86 per share in a transaction classified as a disposition to the issuer.

After this exempt Rule 16b-3 transaction, Liberty Broadband indirectly holds 38,723,470 Charter shares through wholly owned subsidiaries, indicating only a small reduction in its overall position and no open-market trading activity.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Liberty Broadband Corp

Role null

Type	Security	Shares	Price	Value
Disposition	Class A Common Stock	31,315	$162.86	$5.10M

Holdings After Transaction: Class A Common Stock — 38,723,470 shares (Indirect, Held through wholly-owned subsidiaries)

Footnotes (1)

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Key Figures

Shares disposed: 31,315 shares Disposition price: $162.86 per share Shares held after transaction: 38,723,470 shares +2 more

5 metrics

Shares disposed 31,315 shares Class A Common Stock disposed to issuer

Disposition price $162.86 per share Price for Class A Common Stock disposition

Shares held after transaction 38,723,470 shares Indirect holdings following disposition

Transaction type Disposition to issuer (Code D) Non-derivative transaction classification

Ownership type Indirect through subsidiaries Nature of Liberty Broadband’s post-transaction holdings

Key Terms

Rule 16b-3, Second Amended and Restated Stockholders Agreement, disposition to issuer, indirect ownership

4 terms

Rule 16b-3 regulatory

"Such shares were sold to the Issuer in an exempt transaction pursuant to Rule 16b-3 under the Securities Exchange Act of 1934"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

Second Amended and Restated Stockholders Agreement regulatory

"pursuant to the terms of the Second Amended and Restated Stockholders Agreement, dated as of May 23, 2015, as amended"

disposition to issuer financial

"transaction_action: "issuer disposition" and transaction_code_description: "Disposition to issuer""

indirect ownership financial

"direct_or_indirect: "I" and nature_of_ownership: "Held through wholly-owned subsidiaries""

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Form 4 Insider Transactions: What Each Field Means →

06/11/2026 - 04:15 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Liberty Broadband Corp

(Last)

(First)

(Middle)

12300 LIBERTY BOULEVARD

(Street)

ENGLEWOOD

COLORADO

80112

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CHARTER COMMUNICATIONS, INC. /MO/ [ CHTR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/11/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	06/11/2026		D⁽¹⁾		31,315	D	$162.86	38,723,470	I	Held through wholly-owned subsidiaries

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Such shares were sold to the Issuer in an exempt transaction pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended, pursuant to the terms of the Second Amended and Restated Stockholders Agreement, dated as of May 23, 2015, as amended, by and among, among others, the Issuer, Advance/Newhouse Partnership and the Reporting Person, the Letter Agreement, dated February 23, 2021, between the Issuer and the Reporting Person, Amendment No. 1 to the Second Amended and Restated Stockholders Agreement and the Letter Agreement, dated as of November 12, 2024, by and among, among others, the Issuer and the Reporting Person, and the Letter Agreement, dated March 5, 2026, by and among the Issuer, the Reporting Person and Advance/Newhouse Partnership.

	Liberty Broadband Corporation By: /s/ Brittany A. Uthoff Name: Brittany A. Uthoff Title: Vice President	06/11/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Liberty Broadband do in this Charter (CHTR) Form 4 filing?

Liberty Broadband disposed of 31,315 Charter Class A shares back to Charter. The transaction was a disposition to the issuer, not an open-market trade, and was carried out under existing stockholder and letter agreements.

At what price did Liberty Broadband dispose of Charter (CHTR) shares?

Liberty Broadband’s disposition to Charter occurred at a price of $162.86 per share. This price applies to all 31,315 Class A common shares involved in the transaction, which was structured as a Rule 16b-3 exempt disposition to the issuer.

How many Charter (CHTR) shares does Liberty Broadband own after this transaction?

Following the disposition, Liberty Broadband indirectly owns 38,723,470 Charter Class A shares. These shares are held through wholly owned subsidiaries, so Liberty Broadband remains a major stockholder and director-level holder despite the relatively small share reduction.