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Charter Communications (CHTR) sees Liberty Broadband unwind stake in merger deal

(Moderate)
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Charter Communications, Inc. (CHTR) is the subject of an amended Schedule 13D filing in which Liberty Broadband Corporation reports that, as of August 19, 2026, it beneficially owns zero shares of Charter Class A common stock, representing 0.00% of the outstanding class. This amendment is identified as Liberty Broadband’s final and exit filing, as it has ceased to be a beneficial owner of more than five percent of the shares. The filing explains that, upon completion of a Merger Agreement and related Combination on August 19, 2026, Liberty Broadband disposed of all Charter shares it beneficially owned and is no longer subject to a prior Stockholders Agreement.

The filing also notes that Liberty Broadband sold shares of Charter common stock back to Charter on July 14, 2026 and August 13, 2026 for cash consideration per share, as part of its recent transactions prior to the merger-related disposition.

Positive

  • None.

Negative

  • None.
Shares beneficially owned after transactions 0 shares of Common Stock As of August 19, 2026, Liberty Broadband’s reported beneficial ownership in Charter
Percent of class beneficially owned 0.00% Liberty Broadband’s reported ownership of Charter Class A common stock after the Combination
Shares sold July 14, 2026 129,907 shares Sold by Liberty Broadband to Charter for cash
Price per share on July 14, 2026 sale $135.88 per share Cash consideration paid by Charter for 129,907 shares
Shares sold August 13, 2026 9,900 shares Sold by Liberty Broadband to Charter for cash
Price per share on August 13, 2026 sale $133.86 per share Cash consideration paid by Charter for 9,900 shares
Date Liberty Broadband ceased to be >5% owner August 19, 2026 In connection with completion of the Merger Agreement and Combination
Schedule 13D regulatory
"This statement on /A relates to the Class A common stock"
A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.
beneficial owner regulatory
"ceased to be the beneficial owner of more than five percent"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
Merger Agreement regulatory
"transactions contemplated by Merger Agreement, including the Combination"
A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.
Combination financial
"including the Combination, were completed and, in connection with the completion"
Stockholders Agreement regulatory
"the Reporting Person was no longer subject to the Stockholders Agreement"

FAQ

What does this Schedule 13D/A filing mean for Charter Communications (CHTR)?

The filing reports that Liberty Broadband Corporation now beneficially owns zero shares of Charter Class A common stock, or 0.00% of the class, and has filed this as its final, exit Schedule 13D after disposing of all shares in connection with a merger-related Combination.

When did Liberty Broadband cease to be a 5% beneficial owner of CHTR?

Liberty Broadband states that on August 19, 2026, in connection with the completion of a Merger Agreement and related Combination, it disposed of all Charter common shares it beneficially owned and therefore ceased to be the beneficial owner of more than five percent of the outstanding class.

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

Liberty Broadband reports that, as of August 19, 2026, it beneficially owns zero shares of Charter Class A common stock and has 0.00% beneficial ownership of that class, with no sole or shared voting or dispositive power.

What recent share sales involving Charter (CHTR) and Liberty Broadband are disclosed?

The filing states Liberty Broadband sold 129,907 shares of Charter common stock to Charter on July 14, 2026 for $135.88 per share in cash and 9,900 shares on August 13, 2026 for $133.86 per share in cash.

Why is this Schedule 13D/A called an exit filing for Charter (CHTR)?

It is described as an exit filing because Liberty Broadband has disposed of all Charter common shares it beneficially owned, reports ownership of 0.00% of the class, and therefore no longer qualifies as a beneficial owner of more than five percent requiring ongoing Schedule 13D amendments.

What agreements affecting Liberty Broadband and Charter (CHTR) changed with the Combination?

Liberty Broadband states that, as a result of the Combination completed on August 19, 2026 under the Merger Agreement, it disposed of all Charter shares and, on the closing date, it was no longer subject to the Stockholders Agreement relating to Charter.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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16119P108

(CUSIP Number)
Jessica M. Fischer
400 Washington Blvd.,
Stamford, CT, 06902
(203) 905-7801

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
08/19/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D






SCHEDULE 13D


Liberty Broadband Corporation
Signature:/s/ Jessica M. Fischer
Name/Title:Jessica M. Fischer / Chief Financial Officer
Date:08/21/2026