Optimum Communications appoints Abrams and Silvers
A two-member committee will review potential strategic and financial transactions and matters involving actual or potential conflicts of interest.
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Form Type
8-K
Rhea-AI Filing Summary
Optimum Communications, Inc. increased its board from nine to eleven directors on October 28, 2026, appointing Elizabeth Abrams and Daniel Silvers, whom the board determined are independent under applicable New York Stock Exchange standards. Each will serve until the next annual meeting of stockholders and until a successor is elected and qualified, or until an earlier departure.
The board formed a special committee comprising Abrams and Silvers to evaluate potential strategic and financial transactions and to address matters involving actual or potential conflicts of interest with certain related parties. Under separate independent director agreements, each receives a $75,000 monthly fee, payable in advance; the fee for the remainder of October 2026 is prorated. Each also receives a supplemental per diem for specified mediation, arbitration, deposition or court-appearance work, or for days involving more than four hours preparing for such proceedings, negotiating or participating in company meetings. Silvers’ brother is a partner at Ropes & Gray LLP, which Optimum hired for ordinary-course legal services; Optimum paid the firm approximately $11 million since January 1, 2025.
Filing Explained
For conflict matters involving specified related parties, the committee can investigate, negotiate, approve, authorize, or decline to pursue them on the board’s behalf; its separate role on potential strategic or financial transactions is to evaluate, negotiate, and recommend to the board.
8-K Event Classification
2 items: 5.02, 9.01
2 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Board size: Increased from 9 to 11 directors
Monthly director fee: $75,000 per director
Payments to Ropes & Gray LLP: Approximately $11 million
3 metrics
Board size
Increased from 9 to 11 directors
Effective October 28, 2026
Monthly director fee
$75,000 per director
Payable in advance under each independent director agreement
Payments to Ropes & Gray LLP
Approximately $11 million
Paid since January 1, 2025 for legal services
Key Terms
recapitalization, per diem, Independent Director Agreement
3 terms
recapitalization financial
"financing, restructuring, reorganization, or recapitalization transactions"
Recapitalization is a deliberate change to a company's mix of debt and equity—how much it borrows versus how much is funded by shareholders—accomplished by issuing or repaying debt, buying back shares, or issuing new shares. It matters to investors because it alters the company's risk profile, potential returns and cash flow stability: increasing debt can amplify returns but raises the chance of financial stress, while adding equity can dilute ownership but lower default risk—like swapping between a mortgage and savings to reshape household finances.
per diem financial
"a supplemental per diem for each day"
A per diem is a fixed amount paid for each day to cover routine costs tied to travel or short-term work, such as meals, lodging, or a daily fee for temporary staff. Think of it as a daily allowance or day-rate that replaces itemized receipts, making expense handling and short-term labor billing simpler. For investors, per diems affect a company’s reported operating costs and budgeting for travel, contracting, or project-based work.
Independent Director Agreement regulatory
"entered into an independent director agreement"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What is OPTU’s new special committee authorized to do?
The committee can evaluate, review, negotiate and recommend potential strategic and financial transactions, including financing, restructuring, reorganization or recapitalization transactions. It can also investigate, review, negotiate, approve, authorize or decline to pursue matters involving actual or potential conflicts between the company and certain related parties.
How much will OPTU pay its two new directors?
Elizabeth Abrams and Daniel Silvers will each receive a $75,000 monthly fee, payable in advance on the first of each calendar month. The fee for the remainder of October 2026 is prorated, and each agreement also provides for a supplemental per diem for specified work.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES 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):
November 3, 2026 (October 28, 2026 )
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| (Exact Name of Registrant as Specified in its Charter) | |||||||||||
| (State of Incorporation) | |||||||||||
| (Commission File Number) | (IRS Employer Identification Number) | ||||||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||
(516 ) 803-2300
(Registrant’s telephone number, including area code)
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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
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 28, 2026, the board of directors (the “Board”) of Optimum Communications, Inc. (the “Company”) increased the size of the Board from nine to eleven directors and appointed Elizabeth Abrams and Daniel Silvers to fill the directorships so created, effective as of such date. Ms. Abrams and Mr. Silvers will each serve until the Company’s next annual meeting of stockholders and until his or her successor is duly elected and qualified, or until his or her earlier death, resignation, retirement, disqualification or removal.
The Board determined that each of Ms. Abrams and Mr. Silvers qualifies as an independent director under the applicable listing standards of the New York Stock Exchange and the applicable rules and regulations of the U.S. Securities and Exchange Commission.
The Board also established a special committee of the Board (the “Special Committee”) consisting of Ms. Abrams and Mr. Silvers. The Special Committee has been delegated certain rights, authority, and powers to evaluate, review, negotiate, and make recommendations to the Board regarding potential strategic and financial transactions, including financing, restructuring, reorganization, or recapitalization transactions, and to investigate, review, negotiate, approve, authorize, or decline to pursue, on behalf of the Board, any matter involving an actual or potential conflict of interest between the Company and certain related parties, including its current or former directors, officers, equity holders, or management companies, or their respective advisors, agents, or representatives.
There are no family relationships between Ms. Abrams or Mr. Silvers and any director or executive officer of the Company, and neither has any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K except that Mr. Silvers’ brother is a partner at Ropes & Gray LLP, a global law firm the Company has hired, in the ordinary course of business, to perform legal services, for which the Company paid Ropes & Gray approximately $11 million since January 1, 2025. There is no arrangement or understanding between Ms. Abrams or Mr. Silvers and any other person pursuant to which they were respectively appointed.
In connection with their appointments, the Company entered into an independent director agreement with each of Ms. Abrams and Mr. Silvers (each, an “Independent Director Agreement”), pursuant to which each will receive a monthly fee of $75,000, payable in advance on the first of each calendar month, provided that the fee for the remainder of October 2026 shall be prorated accordingly, and a supplemental per diem for each day on which the applicable director is required to participate in mediation, arbitration, a deposition or a court appearance (or spends more than four hours on such day preparing therefor, or negotiating or participating in meetings on behalf of the Company).
Item 9.01 Financial Statement and Exhibits
(d) | Exhibits. | ||||||||||
Exhibit | Description | ||||||||||
104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. | ||||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| OPTIMUM COMMUNICATIONS, INC. | |||||||||||
| Dated: November 3, 2026 | By: | /s/ Marc Sirota | |||||||||
| Marc Sirota | |||||||||||
| Chief Financial Officer | |||||||||||