000109166700012718330001271834falsefalsefalse0001091667chtr:CCOHoldingsCapitalCorp.Member2024-02-022024-02-020001091667chtr:CCOHoldingsLLCMember2024-02-022024-02-0200010916672024-02-022024-02-02

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): February 2, 2024

a2014charterlogoa01a02a26.jpg

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)
001-3366484-1496755
001-3778986-1067239
333-112593-0120-0257904
(Commission File Number)(I.R.S. Employer Identification Number)

400 Washington Blvd.
Stamford, Connecticut 06902
(Address of principal executive offices including zip code)

(203905-7801
(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 classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock, $.001 Par ValueCHTRNASDAQ 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 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On February 2, 2024, Charter Communications, Inc. issued a press release announcing its results for the fourth quarter ended December 31, 2023. The following information, including the entirety of the press release appearing in Exhibit 99.1 hereto, is not filed but is furnished pursuant to item 2.02, "Results of Operations and Financial Condition."

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit Description
   
99.1*
104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL
* furnished herewith




Cautionary Statement Regarding Forward-Looking Statements

This current report includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things, our plans, strategies and prospects, both business and financial. Although we believe that our plans, intentions and expectations as reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions, including, without limitation, the factors described under "Risk Factors" from time to time in our filings with the Securities and Exchange Commission ("SEC"). Many of the forward-looking statements contained in this current report may be identified by the use of forward-looking words such as "believe," "expect," "anticipate," "should," "planned," "will," "may," "intend," "estimated," "aim," "on track," "target," "opportunity," “tentative,” "positioning," "designed," "create," "predict," "project," "initiatives," "seek," "would," "could," "continue," "ongoing," "upside," "increases," "grow," "focused on" and "potential," among others. Important factors that could cause actual results to differ materially from the forward-looking statements we make in this current report are set forth in other reports or documents that we file from time to time with the SEC, and include, but are not limited to:

our ability to sustain and grow revenues and cash flow from operations by offering Internet, video, voice, mobile, advertising and other services to residential and commercial customers, to adequately meet the customer experience demands in our service areas and to maintain and grow our customer base, particularly in the face of increasingly aggressive competition, the need for innovation and the related capital expenditures;
the impact of competition from other market participants, including but not limited to incumbent telephone companies, direct broadcast satellite ("DBS") operators, wireless broadband and telephone providers, digital subscriber line (“DSL”) providers, fiber to the home providers and providers of video content over broadband Internet connections;
general business conditions, unemployment levels and the level of activity in the housing sector and economic uncertainty or downturn;
our ability to obtain programming at reasonable prices or to raise prices to offset, in whole or in part, the effects of higher programming costs (including retransmission consents and distribution requirements);
our ability to develop and deploy new products and technologies including consumer services and service platforms;
any events that disrupt our networks, information systems or properties and impair our operating activities or our reputation;
the effects of governmental regulation on our business including subsidies to consumers, subsidies and incentives for competitors, costs, disruptions and possible limitations on operating flexibility related to, and our ability to comply with, regulatory conditions applicable to us;
the ability to hire and retain key personnel;
our ability to procure necessary services and equipment from our vendors in a timely manner and at reasonable costs including in connection with our network evolution and rural construction initiatives;
the availability and access, in general, of funds to meet our debt obligations prior to or when they become due and to fund our operations and necessary capital expenditures, either through (i) cash on hand, (ii) free cash flow, or (iii) access to the capital or credit markets; and
our ability to comply with all covenants in our indentures and credit facilities, any violation of which, if not cured in a timely manner, could trigger a default of our other obligations under cross-default provisions.

All forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by this cautionary statement. We are under no duty or obligation to update any of the forward-looking statements after the date of this current report.




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: February 2, 2024Executive Vice President, Chief Accounting Officer and Controller
CCO Holdings, LLC
Registrant
By:/s/ Kevin D. Howard
Kevin D. Howard
Date: February 2, 2024Executive Vice President, Chief Accounting Officer and Controller
CCO Holdings Capital Corp.
Registrant
By:/s/ Kevin D. Howard
Kevin D. Howard
Date: February 2, 2024Executive Vice President, Chief Accounting Officer and Controller



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NEWS

Charter Announces Fourth Quarter and Full Year 2023 Results

Stamford, Connecticut - February 2, 2024 - Charter Communications, Inc. (along with its subsidiaries, the “Company” or “Charter”) today reported financial and operating results for the three and twelve months ended December 31, 2023.

Fourth quarter total residential and small and medium business ("SMB") Internet customers decreased by 61,000. As of December 31, 2023, Charter served a total of 30.6 million residential and SMB Internet customers, with 155,000 total Internet customers added in 2023.

Fourth quarter total residential and SMB mobile lines increased by 546,000. As of December 31, 2023, Charter served a total of 7.8 million mobile lines, with 2.5 million mobile lines added in 2023.

Fourth quarter revenue of $13.7 billion grew by 0.3% year-over-year, driven by residential Internet revenue growth of 3.0%, residential mobile service revenue growth of 35.7% and other revenue growth of 24.4%, primarily driven by higher mobile device sales.

Net income attributable to Charter shareholders totaled $1.1 billion in the fourth quarter. For the year ended December 31, 2023, net income attributable to Charter shareholders totaled $4.6 billion.

Fourth quarter Adjusted EBITDA1 of $5.6 billion grew by 1.6% year-over-year.

For the year ended December 31, 2023, revenue of $54.6 billion grew by 1.1% year-over-year. Full year 2023 Adjusted EBITDA totaled $21.9 billion, 1.3% higher than in 2022.

For the year ended December 31, 2023, capital expenditures totaled $11.1 billion and included $4.0 billion of line extensions.

Full year 2023 net cash flows from operating activities totaled $14.4 billion, compared to $14.9 billion in the prior year.

Full year 2023 free cash flow1 of $3.5 billion decreased from $6.1 billion in the prior year, primarily due to higher capital expenditures, mostly driven by Charter's network evolution and expansion initiatives.

During the fourth quarter, Charter purchased 3.2 million shares of Charter Class A common stock and Charter Communications Holdings, LLC ("Charter Holdings") common units for $1.3 billion. For the year ended December 31, 2023, Charter purchased 9.0 million shares of Charter Class A common stock and Charter Holdings common units for approximately $3.6 billion.

"Our rural footprint expansion is exceeding our deployment and penetration targets," said Chris Winfrey, President and CEO of Charter. "Our network evolution and convergence efforts remain on course. And we are beginning to see the benefits of investments in our employees and digital service to improve the customer experience. We are executing on a clear strategy to ensure we offer consumers the best products and services, all while saving them money. Not only now, but in the future."


1.Adjusted EBITDA and free cash flow are non-GAAP measures defined in the “Use of Adjusted EBITDA and Free Cash Flow Information” section and are reconciled to net income attributable to Charter shareholders and net cash flows from operating activities, respectively, in the addendum of this news release.
1


Key Operating Results
Approximate as of
December 31, 2023 (c)
December 31, 2022 (c)
Y/Y Change
Footprint (d)
Estimated Passings56,986 55,573 2.5 %
Customer Relationships (e)
Residential29,904 29,988 (0.3)%
SMB2,222 2,207 0.7 %
Total Customer Relationships32,126 32,195 (0.2)%
Residential(108)42 (150)
SMB(2)12 (14)
Total Customer Relationships Quarterly Net Additions(110)54 (164)
Total Customer Relationship Penetration of Estimated Passings (f)56.4 %57.9 %(1.5) ppts
Monthly Residential Revenue per Residential Customer (g)$119.41 $119.32 0.1 %
Monthly SMB Revenue per SMB Customer (h)$162.38 $165.50 (1.9)%
Residential Customer Relationships Penetration
One Product Penetration (i)46.7 %45.9 %0.8 ppts
Two Product Penetration (i)33.1 %32.7 %0.4 ppts
Three or More Product Penetration (i)20.2 %21.3 %(1.1) ppts
% Residential Non-Video Customer Relationships54.8 %51.7 %3.1 ppts
Internet
Residential28,544 28,412 0.5 %
SMB2,044 2,021 1.2 %
Total Internet Customers30,588 30,433 0.5 %
Residential(62)92 (154)
SMB13 (12)
Total Internet Quarterly Net Additions(61)105 (166)
Video
Residential13,503 14,497 (6.9)%
SMB619 650 (4.8)%
Total Video Customers14,122 15,147 (6.8)%
Residential(248)(145)(103)
SMB(9)(10)
Total Video Quarterly Net Additions(257)(144)(113)
Voice
Residential6,712 7,697 (12.8)%
SMB1,293 1,286 0.5 %
Total Voice Customers8,005 8,983 (10.9)%
Residential(248)(232)(16)
SMB(3)(1)(2)
Total Voice Quarterly Net Additions(251)(233)(18)
Mobile Lines (j)
Residential7,519 5,116 47.0 %
SMB247 176 40.4 %
Total Mobile Lines7,766 5,292 46.8 %
Residential532 600 (68)
SMB14 15 (1)
Total Mobile Lines Quarterly Net Additions546 615 (69)
Enterprise (k)
Enterprise Primary Service Units ("PSUs")303 284 6.5 %
Enterprise Quarterly Net Additions
In thousands, except per customer and penetration data. See footnotes to unaudited summary of operating statistics on page 7 of the addendum of this news release. The footnotes contain important disclosures regarding the definitions used for these operating statistics. All percentages are calculated using whole numbers. Minor differences may exist due to rounding.
2


    
As of December 31, 2023, Charter had 29.9 million residential customer relationships, excluding mobile-only relationships.

Fourth quarter residential Internet customers decreased by 62,000, compared to an increase of 92,000 during the fourth quarter of 2022.

Spectrum Internet® delivers the fastest Internet1 and WiFi download speeds in Charter's footprint. Charter is on plan to evolve its network at a lower cost than its competitors to offer symmetrical and multi-gigabit speeds across its entire footprint. Charter's Advanced WiFi, a managed WiFi service that provides customers an optimized home network while providing greater control of their connected devices with enhanced security and privacy is available to all Spectrum Internet customers.

Residential video customers decreased by 248,000 in the fourth quarter of 2023, compared to a decline of 145,000 in the fourth quarter of 2022, partly driven by video disconnects related to the temporary loss of Disney programming in early September. As of December 31, 2023, Charter had 13.5 million residential video customers. In October, Charter began deploying Xumo Stream Boxes to video customers. The Xumo Stream Box combines a live TV experience with access to hundreds of the most popular direct-to-consumer TV applications, and features unified search and discovery along with a curated content offering based on the customer's interests and subscriptions.

During the fourth quarter of 2023, residential wireline voice customers declined by 248,000, compared to a decline of 232,000 in the fourth quarter of 2022. As of December 31, 2023, Charter had 6.7 million residential wireline voice customers.

During the fourth quarter of 2023, Charter added 532,000 residential mobile lines, compared to growth of 600,000 during the fourth quarter of 2022. Spectrum MobileTM is available to all new and existing Spectrum Internet customers and offers the fastest overall speeds,2 with plans that include 5G access, do not require contracts and include taxes and fees in the price. Charter's converged offer, Spectrum One, and Spectrum Mobile are central to Charter's converged network strategy to provide consumers a differentiated connectivity experience with highly competitive, simple data plans and pricing.
    
Fourth quarter 2023 monthly residential revenue per residential customer totaled $119.41, and increased by 0.1% compared to the prior year period, given promotional rate step-ups, rate adjustments and the accelerated growth of Spectrum Mobile, partly offset by a lower mix of video customer relationships and a higher mix of lower priced video packages within Charter's video customer base.

SMB customer relationships decreased by 2,000 in the fourth quarter of 2023, while fourth quarter 2022 SMB customer relationships grew by 12,000. Enterprise PSUs grew by 5,000 in the fourth quarter of 2023 versus 2,000 added in the fourth quarter of 2022.

Charter continues to work with federal, state and local governments to bring Spectrum Internet to unserved and underserved communities. During the fourth quarter of 2023, Charter activated 105,000 subsidized rural passings. Within Charter's subsidized rural footprint, total residential and SMB customer relationships increased by 34,000 in the fourth quarter of 2023.





1.Based on Ookla's Speedtest Global Index median fixed download speeds for Q4 2023, which indicates that Spectrum Internet continues to deliver faster speeds than its competitors.
2.Fastest Overall Speed claim based on Global Wireless Solutions' combined cellular and WiFi speed test results in Spectrum service area where WiFi is available. Cellular speeds vary by location.
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Fourth Quarter Financial Results
(in millions)
Three Months Ended December 31,
20232022% Change
Revenues:
Internet$5,805 $5,637 3.0 %
Video3,905 4,251 (8.1)%
Voice393 379 3.8 %
Mobile service 626 461 35.7 %
Residential revenue10,729 10,728 — %
Small and medium business1,083 1,093 (0.9)%
Enterprise700 674 3.8 %
Commercial revenue1,783 1,767 0.9 %
Advertising sales428 558 (23.4)%
Other771 621 24.4 %
Total Revenues$13,711 $13,674 0.3 %
Net income attributable to Charter shareholders$1,058 $1,196 (11.5)%
Net income attributable to Charter shareholders margin7.7 %8.7 %
Adjusted EBITDA (a)
$5,573 $5,482 1.6 %
Adjusted EBITDA margin40.6 %40.1 %
Capital Expenditures$2,856 $2,920 (2.2)%
Net cash flows from operating activities$3,855 $3,787 1.8 %
Free cash flow (a)
$1,061 $1,136 (6.6)%

See page 1 of the addendum of this news release for a GAAP reconciliation of Adjusted EBITDA and free cash flow and page 7 of the addendum of this news release for footnotes. The footnotes contain important disclosures regarding the definitions used for these financial results. All percentages are calculated using whole numbers. Minor differences may exist due to rounding.

Revenues

Fourth quarter revenue increased by 0.3% year-over-year to $13.7 billion, driven by growth in residential Internet, mobile service and other revenues, primarily driven by higher mobile device sales, partly offset by lower residential video and advertising sales revenues.

Residential revenue totaled $10.7 billion in the fourth quarter, and was virtually unchanged year-over-year.

Internet revenue grew by 3.0% year-over-year to $5.8 billion, driven by growth in Internet customers during the last year, promotional rate step-ups and rate adjustments, partly offset by lower bundled revenue allocation.

Video revenue totaled $3.9 billion in the fourth quarter, a decrease of 8.1% compared to the prior year period, driven by a higher mix of lower priced video packages within Charter's video customer base and a decline in video customers during the last year, partly offset by promotional rate step-ups and video rate adjustments that pass through programmer rate increases.

Voice revenue grew by 3.8% year-over-year to $393 million, driven by voice rate adjustments, partly offset by a decline in wireline voice customers over the last twelve months.

Fourth quarter mobile service revenue totaled $626 million, an increase of 35.7% year-over-year, driven by mobile line growth and higher bundled revenue allocation.

Commercial revenue increased by 0.9% year-over-year to $1.8 billion, driven by enterprise revenue growth of 3.8% year-over-year, partly offset by a SMB revenue decrease of 0.9%. The year-over-year
4


decrease in fourth quarter 2023 SMB revenue was driven by lower monthly SMB revenue per SMB customer primarily due to a higher mix of lower priced video packages and a lower number of voice lines per SMB customer relationship, partly offset by customer relationship growth. Enterprise revenue excluding wholesale increased by 6.1% year-over-year, mostly reflecting PSU growth.

Fourth quarter advertising sales revenue of $428 million decreased by 23.4% compared to the year-ago quarter, primarily driven by lower political revenue. Excluding political revenue in both periods, advertising sales revenue decreased by 0.7% year-over-year, due to a more challenged advertising market, partly offset by higher advanced advertising revenue.

Other revenue totaled $771 million in the fourth quarter, an increase of 24.4% compared to the fourth quarter of 2022, primarily driven by higher mobile device sales.

Operating Costs and Expenses

Fourth quarter programming costs decreased by $296 million, or 10.6% as compared to the fourth quarter of 2022, reflecting fewer video customers and a higher mix of lower cost packages within Charter's video customer base, partly offset by contractual programming rate increases and renewals.

Other costs of revenue increased by $198 million, or 15.0% year-over-year, primarily driven by higher mobile device sales and other mobile direct costs, partly offset by lower advertising sales expense.

Costs to service customers increased by $44 million, or 2.1% year-over-year. The year-over-year increase in costs to service customers was primarily driven by additional activity to support the growth of Spectrum Mobile, partly offset by productivity improvements.

Sales and marketing expenses decreased by $16 million, or 1.6% year-over-year, primarily due to lower labor costs.

Other expenses increased by $16 million, or 1.5% as compared to the fourth quarter of 2022.

Net Income Attributable to Charter Shareholders

Net income attributable to Charter shareholders totaled $1.1 billion in the fourth quarter of 2023, compared to $1.2 billion in the fourth quarter of 2022. The year-over-year decrease in net income attributable to Charter shareholders was primarily driven by a pension remeasurement loss and higher interest expense, partly offset by a gain on sale of assets and higher Adjusted EBITDA.

Net income per basic common share attributable to Charter shareholders totaled $7.23 in the fourth quarter of 2023 compared to $7.79 during the same period last year. The decrease was primarily the result of the factors described above, partly offset by a 4.7% decrease in basic weighted average common shares outstanding versus the prior year period.

Adjusted EBITDA

Fourth quarter Adjusted EBITDA of $5.6 billion grew by 1.6% year-over-year, reflecting growth in revenue of 0.3% and a decrease in operating expenses of 0.7%.

Capital Expenditures

Capital expenditures totaled $2.9 billion in the fourth quarter of 2023, a decrease of $64 million compared to the fourth quarter of 2022. Line extensions capital expenditures totaled $978 million in the fourth quarter of 2023, driven by Charter's subsidized rural construction initiative and continued network
5


expansion across residential and commercial greenfield and market fill-in opportunities. Fourth quarter capital expenditures excluding line extensions totaled $1.9 billion, compared to $2.0 billion in the fourth quarter of 2022, driven by lower spend on scalable infrastructure and CPE, partly offset by higher spend on upgrade/rebuild (primarily network evolution).

Cash Flow and Free Cash Flow

During the fourth quarter of 2023, net cash flows from operating activities totaled $3.9 billion, compared to $3.8 billion in the prior year quarter. The year-over-year increase in net cash flows from operating activities was primarily due to lower cash taxes and higher Adjusted EBITDA, partly offset by higher cash paid for interest and a less favorable change in working capital.

Free cash flow in the fourth quarter of 2023 totaled $1.1 billion, a decrease of $75 million compared to the fourth quarter of 2022. The year-over-year decrease in free cash flow was primarily driven by a less favorable change in accrued expenses related to capital expenditures, partly offset by an increase in net cash flows from operating activities and a decrease in capital expenditures.

Liquidity & Financing

As of December 31, 2023, total principal amount of debt was $97.6 billion and Charter's credit facilities provided approximately $5.2 billion of additional liquidity in excess of Charter's $709 million cash position.

In January and February 2024, Charter Communications Operating, LLC and Charter Communications Operating Capital Corp. redeemed all of their outstanding senior secured floating rate notes due 2024 and paid in full all of their outstanding 4.500% senior secured notes due 2024 at maturity.

Share Repurchases

During the three months ended December 31, 2023, Charter purchased 3.2 million shares of Charter Class A common stock and Charter Holdings common units for $1.3 billion.
6


Full Year Financial Results
(in millions)
Year Ended December 31,
20232022% Change
Revenues:
Internet$23,032 $22,222 3.6 %
Video16,351 17,460 (6.4)%
Voice1,510 1,559 (3.1)%
Mobile service2,243 1,698 32.1 %
Residential revenue43,136 42,939 0.5 %
Small and medium business4,353 4,350 0.1 %
Enterprise2,770 2,677 3.5 %
Commercial revenue7,123 7,027 1.4 %
Advertising sales1,551 1,882 (17.6)%
Other2,797 2,174 28.7 %
Total Revenues$54,607 $54,022 1.1 %
Net income attributable to Charter shareholders$4,557 $5,055 (9.9)%
Net income attributable to Charter shareholders margin8.3 %9.4 %
Adjusted EBITDA (a)
$21,894 $21,616 1.3 %
Adjusted EBITDA margin40.1 %40.0 %
Capital Expenditures$11,115 $9,376 18.6 %
% Total Revenues20.4 %17.4 %
Net cash flows from operating activities$14,433 $14,925 (3.3)%
Free cash flow (a)
$3,490 $6,102 (42.8)%

Revenues

For the year ended December 31, 2023, revenues increased to $54.6 billion, 1.1% higher than in 2022, driven by growth in residential Internet, mobile device sales and mobile service revenues, partly offset by lower residential video and advertising sales revenues.

Operating Costs and Expenses

Operating costs and expenses totaled $32.7 billion in 2023, an increase of $307 million, or 0.9% compared to the prior year ended December 31, 2022, primarily driven by increases in mobile direct costs and costs to service customers, partly offset by a decrease in programming costs.

Net Income Attributable to Charter Shareholders

Net income attributable to Charter shareholders totaled $4.6 billion for the year ended December 31, 2023, compared to $5.1 billion in 2022. The year-over-year decrease in net income attributable to Charter shareholders was primarily driven by higher interest expense, net and a pension remeasurement loss in 2023 versus a gain in 2022, partly offset by higher Adjusted EBITDA and a gain on sale of assets in 2023.

Net income per basic common share attributable to Charter shareholders totaled $30.54 for the year ended December 31, 2023, compared to $31.30 during the same period last year. The decrease was primarily the result of the factors described above, partly offset by a 7.6% decrease in weighted average common shares outstanding versus the prior year period.

7


Adjusted EBITDA

Adjusted EBITDA totaled $21.9 billion for the year ended December 31, 2023, an increase of 1.3% compared to 2022, reflecting growth in revenue and operating expenses of 1.1% and 0.9%, respectively.
    
Capital Expenditures

Capital expenditures totaled $11.1 billion for the year ended December 31, 2023, compared to $9.4 billion in 2022. The increase was driven by higher spend on line extensions, which totaled $4.0 billion in 2023, driven by Charter's rural construction initiative and continued network expansion across residential and commercial greenfield and market fill-in opportunities, and higher spend on upgrade/rebuild, driven by network evolution. For the full year 2023, capital expenditures excluding line extensions totaled $7.1 billion.

Charter currently expects full year 2024 capital expenditures to total between $12.2 billion and $12.4 billion, including line extensions capital expenditures of approximately $4.5 billion and network evolution spend of approximately $1.6 billion, compared to $4.0 billion and $0.9 billion, respectively, in 2023. The actual amount of capital expenditures in 2024 will depend on a number of factors including, but not limited to, the pace of Charter's network evolution and expansion initiatives, supply chain timing and growth rates in Charter's residential and commercial businesses.

Cash Flow and Free Cash Flow

For the year ended December 31, 2023, net cash flows from operating activities totaled $14.4 billion, compared to $14.9 billion in 2022. The year-over-year decrease in net cash flows from operating activities was primarily due to a more unfavorable change in working capital and higher cash paid for interest, partly offset by an increase in Adjusted EBITDA in the current year period and the payment of litigation settlements in the prior year period.

Free cash flow for the year ended December 31, 2023 was $3.5 billion, compared to $6.1 billion during the same period last year. The year-over-year decrease in free cash flow was primarily driven by an increase in capital expenditures and a decrease in net cash flows from operating activities.

Share Repurchases

During the year ended December 31, 2023, Charter purchased 9.0 million shares of Charter Class A common stock and Charter Holdings common units, or 5.2% of fully diluted shares outstanding (including as-exchanged Charter Holdings common units) as of December 31, 2022, for approximately $3.6 billion.


8


Webcast

Charter will host a webcast on Friday, February 2, 2024 at 8:30 a.m. Eastern Time (ET) related to the contents of this release.

The webcast can be accessed live via the Company's investor relations website at ir.charter.com. Participants should go to the webcast link no later than 10 minutes prior to the start time to register. The webcast will be archived at ir.charter.com two hours after completion of the webcast.

Additional Information Available on Website

The information in this press release should be read in conjunction with the financial statements and footnotes contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2023, which will be posted on the “Results & SEC Filings” section of the Company's investor relations website at ir.charter.com, when it is filed with the Securities and Exchange Commission (the "SEC"). A slide presentation to accompany the conference call and a trending schedule containing historical customer and financial data will also be available in the “Results & SEC Filings” section.

Use of Adjusted EBITDA and Free Cash Flow Information

The Company uses certain measures that are not defined by U.S. generally accepted accounting principles ("GAAP") to evaluate various aspects of its business. Adjusted EBITDA and free cash flow are non-GAAP financial measures and should be considered in addition to, not as a substitute for, net income attributable to Charter shareholders and net cash flows from operating activities reported in accordance with GAAP. These terms, as defined by Charter, may not be comparable to similarly titled measures used by other companies. Adjusted EBITDA and free cash flow are reconciled to net income attributable to Charter shareholders and net cash flows from operating activities, respectively, in the Addendum to this release.

Adjusted EBITDA is defined as net income attributable to Charter shareholders plus net income attributable to noncontrolling interest, net interest expense, income taxes, depreciation and amortization, stock compensation expense, other income (expenses), net and other operating (income) expenses, net, such as special charges and (gain) loss on sale or retirement of assets. As such, it eliminates the significant non-cash depreciation and amortization expense that results from the capital-intensive nature of the Company's businesses as well as other non-cash or special items, and is unaffected by the Company's capital structure or investment activities. However, this measure is limited in that it does not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenues and the cash cost of financing. These costs are evaluated through other financial measures.  

Free cash flow is defined as net cash flows from operating activities, less capital expenditures and changes in accrued expenses related to capital expenditures.  

Management and Charter's board of directors use Adjusted EBITDA and free cash flow to assess Charter's performance and its ability to service its debt, fund operations and make additional investments with internally generated funds. In addition, Adjusted EBITDA generally correlates to the leverage ratio calculation under the Company's credit facilities or outstanding notes to determine compliance with the covenants contained in the facilities and notes (all such documents have been previously filed with the SEC). For the purpose of calculating compliance with leverage covenants, the Company uses Adjusted EBITDA, as presented, excluding certain expenses paid by its operating subsidiaries to other Charter entities. The Company's debt covenants refer to these expenses as management fees, which were $378 million and $355 million for the three months ended December 31, 2023 and 2022, respectively, and $1.4 billion and $1.4 billion for the years ended December 31, 2023 and 2022, respectively.

9


About Charter

Charter Communications, Inc. (NASDAQ:CHTR) is a leading broadband connectivity company and cable operator serving more than 32 million customers in 41 states through its Spectrum brand. Over an advanced communications network, the Company offers a full range of state-of-the-art residential and business services including Spectrum Internet®, TV, Mobile and Voice.

For small and medium-sized companies, Spectrum Business® delivers the same suite of broadband products and services coupled with special features and applications to enhance productivity, while for larger businesses and government entities, Spectrum Enterprise® provides highly customized, fiber-based solutions. Spectrum Reach® delivers tailored advertising and production for the modern media landscape. The Company also distributes award-winning news coverage and sports programming to its customers through Spectrum Networks. More information about Charter can be found at corporate.charter.com.


# # #

Contact:
Media:
Analysts:
Justin VenechStefan Anninger
203-905-7818203-905-7955

10


CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This communication includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things, our plans, strategies and prospects, both business and financial. Although we believe that our plans, intentions and expectations as reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions including, without limitation, the factors described under “Risk Factors” from time to time in our filings with the SEC. Many of the forward-looking statements contained in this communication may be identified by the use of forward-looking words such as “believe,” “expect,” “anticipate,” “should,” “planned,” “will,” “may,” “intend,” “estimated,” “aim,” “on track,” “target,” “opportunity,” “tentative,” “positioning,” “designed,” “create,” “predict,” “project,” "initiatives," “seek,” “would,” “could,” “continue,” “ongoing,” “upside,” “increases,” "grow," "focused on" and “potential,” among others. Important factors that could cause actual results to differ materially from the forward-looking statements we make in this communication are set forth in our annual report on Form 10-K, and in other reports or documents that we file from time to time with the SEC, and include, but are not limited to:

our ability to sustain and grow revenues and cash flow from operations by offering Internet, video, voice, mobile, advertising and other services to residential and commercial customers, to adequately meet the customer experience demands in our service areas and to maintain and grow our customer base, particularly in the face of increasingly aggressive competition, the need for innovation and the related capital expenditures;
the impact of competition from other market participants, including but not limited to incumbent telephone companies, direct broadcast satellite ("DBS") operators, wireless broadband and telephone providers, digital subscriber line (“DSL”) providers, fiber to the home providers and providers of video content over broadband Internet connections;
general business conditions, unemployment levels and the level of activity in the housing sector and economic uncertainty or downturn;
our ability to obtain programming at reasonable prices or to raise prices to offset, in whole or in part, the effects of higher programming costs (including retransmission consents and distribution requirements);
our ability to develop and deploy new products and technologies including consumer services and service platforms;
any events that disrupt our networks, information systems or properties and impair our operating activities or our reputation;
the effects of governmental regulation on our business including subsidies to consumers, subsidies and incentives for competitors, costs, disruptions and possible limitations on operating flexibility related to, and our ability to comply with, regulatory conditions applicable to us;
the ability to hire and retain key personnel;
our ability to procure necessary services and equipment from our vendors in a timely manner and at reasonable costs including in connection with our network evolution and rural construction initiatives;
the availability and access, in general, of funds to meet our debt obligations prior to or when they become due and to fund our operations and necessary capital expenditures, either through (i) cash on hand, (ii) free cash flow, or (iii) access to the capital or credit markets; and
our ability to comply with all covenants in our indentures and credit facilities, any violation of which, if not cured in a timely manner, could trigger a default of our other obligations under cross-default provisions.

All forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by this cautionary statement. We are under no duty or obligation to update any of the forward-looking statements after the date of this communication.
11


CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
UNAUDITED RECONCILIATION OF NON-GAAP MEASURES TO GAAP MEASURES
(dollars in millions)

Three Months Ended December 31, Year Ended December 31,
2023202220232022
Net income attributable to Charter shareholders$1,058 $1,196 $4,557 $5,055 
Plus: Net income attributable to noncontrolling interest171 189 704 794 
Interest expense, net1,319 1,227 5,188 4,556 
Income tax expense406 419 1,593 1,613 
Depreciation and amortization2,188 2,192 8,696 8,903 
Stock compensation expense152 110 692 470 
Other, net279 149 464 225 
Adjusted EBITDA (a)
$5,573 $5,482 $21,894 $21,616 
Net cash flows from operating activities$3,855 $3,787 $14,433 $14,925 
Less: Purchases of property, plant and equipment(2,856)(2,920)(11,115)(9,376)
Change in accrued expenses related to capital expenditures62 269 172 553 
Free cash flow (a)
$1,061 $1,136 $3,490 $6,102 

The above schedule is presented in order to reconcile Adjusted EBITDA and free cash flow, non-GAAP measures, to the most directly comparable GAAP measures in accordance with Section 401(b) of the Sarbanes-Oxley Act.


UNAUDITED ALTERNATIVE PRESENTATION OF ADJUSTED EBITDA
(dollars in millions)

Three Months Ended December 31, Year Ended December 31,
20232022% Change20232022% Change
REVENUES:
Internet$5,805 $5,637 3.0 %$23,032 $22,222 3.6 %
Video3,905 4,251 (8.1)%16,351 17,460 (6.4)%
Voice393 379 3.8 %1,510 1,559 (3.1)%
Mobile service626 461 35.7 %2,243 1,698 32.1 %
Residential revenue10,729 10,728 — %43,136 42,939 0.5 %
Small and medium business1,083 1,093 (0.9)%4,353 4,350 0.1 %
Enterprise700 674 3.8 %2,770 2,677 3.5 %
Commercial revenue1,783 1,767 0.9 %7,123 7,027 1.4 %
Advertising sales428 558 (23.4)%1,551 1,882 (17.6)%
Other771 621 24.4 %2,797 2,174 28.7 %
Total Revenues13,711 13,674 0.3 %54,607 54,022 1.1 %
COSTS AND EXPENSES:
Programming2,504 2,800 (10.6)%10,638 11,620 (8.4)%
Other costs of revenue1,507 1,309 15.0 %5,587 4,804 16.3 %
Costs to service customers 2,109 2,065 2.1 %8,415 8,087 4.1 %
Sales and marketing900 916 (1.6)%3,653 3,585 1.9 %
Other expense (b)
1,118 1,102 1.5 %4,420 4,310 2.6 %
Total operating costs and expenses (b)
8,138 8,192 (0.7)%32,713 32,406 0.9 %
Adjusted EBITDA (a)
$5,573 $5,482 1.6 %$21,894 $21,616 1.3 %

All percentages are calculated using whole numbers. Minor differences may exist due to rounding.

See footnotes on page 7.
Addendum to Charter Communications, Inc. Fourth Quarter 2023 Earnings Release
Page 1 of 7



CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(dollars in millions, except per share data)

Three Months Ended December 31, Year Ended December 31,
2023202220232022
REVENUES$13,711 $13,674 $54,607 $54,022 
COSTS AND EXPENSES:
Operating costs and expenses (exclusive of items shown separately below)8,290 8,302 33,405 32,876 
Depreciation and amortization2,188 2,192 8,696 8,903 
Other operating (income) expense, net(34)140 (53)281 
10,444 10,634 42,048 42,060 
Income from operations3,267 3,040 12,559 11,962 
OTHER INCOME (EXPENSE):
Interest expense, net(1,319)(1,227)(5,188)(4,556)
Other income (expense), net(313)(9)(517)56 
(1,632)(1,236)(5,705)(4,500)
Income before income taxes1,635 1,804 6,854 7,462 
Income tax expense(406)(419)(1,593)(1,613)
Consolidated net income 1,229 1,385 5,261 5,849 
Less: Net income attributable to noncontrolling interests
(171)(189)(704)(794)
Net income attributable to Charter shareholders$1,058 $1,196 $4,557 $5,055 
EARNINGS PER COMMON SHARE ATTRIBUTABLE TO CHARTER SHAREHOLDERS:
Basic$7.23 $7.79 $30.54 $31.30 
Diluted$7.07 $7.69 $29.99 $30.74 
Weighted average common shares outstanding, basic
146,356,269 153,523,976 149,208,188 161,501,355 
Weighted average common shares outstanding, diluted
149,651,479 155,554,890 151,966,313 164,433,596 






Addendum to Charter Communications, Inc. Fourth Quarter 2023 Earnings Release
Page 2 of 7



CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(dollars in millions)

December 31,
20232022
ASSETS
CURRENT ASSETS:
Cash and cash equivalents$709 $645 
Accounts receivable, net2,965 2,921 
Prepaid expenses and other current assets458 451 
Total current assets4,132 4,017 
INVESTMENT IN CABLE PROPERTIES:
Property, plant and equipment, net39,520 36,039 
Customer relationships, net1,745 2,772 
Franchises67,396 67,363 
Goodwill29,668 29,563 
Total investment in cable properties, net138,329 135,737 
OTHER NONCURRENT ASSETS4,732 4,769 
Total assets$147,193 $144,523 
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable, accrued and other current liabilities$11,214 $10,555 
Current portion of long-term debt2,000 1,510 
Total current liabilities13,214 12,065 
LONG-TERM DEBT95,777 96,093 
DEFERRED INCOME TAXES18,954 19,058 
OTHER LONG-TERM LIABILITIES4,530 4,758 
SHAREHOLDERS' EQUITY:
Controlling interest11,086 9,119 
Noncontrolling interests3,632 3,430 
Total shareholders' equity 14,718 12,549 
Total liabilities and shareholders' equity$147,193 $144,523 

Addendum to Charter Communications, Inc. Fourth Quarter 2023 Earnings Release
Page 3 of 7


CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollars in millions)

Three Months Ended December 31, Year Ended December 31,
2023202220232022
CASH FLOWS FROM OPERATING ACTIVITIES:
Consolidated net income $1,229 $1,385 $5,261 $5,849 
Adjustments to reconcile consolidated net income to net cash flows from operating activities:
Depreciation and amortization2,188 2,192 8,696 8,903 
Stock compensation expense152 110 692 470 
Noncash interest, net(5)20 (17)
Deferred income taxes(34)(78)(80)87 
Other, net79 142 291 29 
Changes in operating assets and liabilities, net of effects from acquisitions and dispositions:
Accounts receivable(33)(80)(44)(342)
Prepaid expenses and other assets(38)(106)(572)(202)
Accounts payable, accrued liabilities and other305 227 169 148 
Net cash flows from operating activities3,855 3,787 14,433 14,925 
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment(2,856)(2,920)(11,115)(9,376)
Change in accrued expenses related to capital expenditures62 269 172 553 
Other, net150 (117)(184)(291)
Net cash flows from investing activities(2,644)(2,768)(11,127)(9,114)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings of long-term debt7,471 4,115 22,062 25,643 
Repayments of long-term debt(7,553)(3,652)(21,938)(19,311)
Payments for debt issuance costs(14)— (32)(71)
Purchase of treasury stock(1,194)(1,032)(3,215)(10,277)
Proceeds from exercise of stock options — 22 
Purchase of noncontrolling interest(173)(223)(427)(1,602)
Distributions to noncontrolling interest(40)(55)(158)(111)
Other, net429 (7)444 (43)
Net cash flows from financing activities(1,073)(854)(3,242)(5,767)
NET INCREASE IN CASH AND CASH EQUIVALENTS 138 165 64 44 
CASH AND CASH EQUIVALENTS, beginning of period571 480 645 601 
CASH AND CASH EQUIVALENTS, end of period$709 $645 $709 $645 
CASH PAID FOR INTEREST$1,354 $1,258 $5,020 $4,509 
CASH PAID FOR TAXES$321 $439 $1,470 $1,321 

Addendum to Charter Communications, Inc. Fourth Quarter 2023 Earnings Release
Page 4 of 7


CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
UNAUDITED SUMMARY OF OPERATING STATISTICS
(in thousands, except per customer and penetration data)

Approximate as of
December 31, 2023 (c)
September 30, 2023 (c)
December 31, 2022 (c)
Footprint (d)
Estimated Passings 56,986 56,582 55,573 
Customer Relationships (e)
Residential 29,904 30,012 29,988 
SMB2,222 2,224 2,207 
Total Customer Relationships 32,126 32,236 32,195 
Residential (108)42 
SMB(2)12 
Total Customer Relationships Quarterly Net Additions(110)54 
Total Customer Relationship Penetration of Estimated Passings (f)
56.4 %57.0 %57.9 %
Monthly Residential Revenue per Residential Customer (g)
$119.41 $119.28 $119.32 
Monthly SMB Revenue per SMB Customer (h)
$162.38 $162.94 $165.50 
Residential Customer Relationships Penetration
One Product Penetration (i)
46.7 %46.5 %45.9 %
Two Product Penetration (i)
33.1 %33.0 %32.7 %
Three or More Product Penetration (i)
20.2 %20.5 %21.3 %
% Residential Non-Video Customer Relationships54.8 %54.2 %51.7 %
Internet
Residential28,544 28,606 28,412 
SMB2,044 2,043 2,021 
Total Internet Customers30,588 30,649 30,433 
Residential(62)57 92 
SMB13 
Total Internet Quarterly Net Additions(61)63 105 
Video
Residential13,503 13,751 14,497 
SMB619 628 650 
Total Video Customers14,122 14,379 15,147 
Residential(248)(320)(145)
SMB(9)(7)
Total Video Quarterly Net Additions(257)(327)(144)
Voice
Residential6,712 6,960 7,697 
SMB1,293 1,296 1,286 
Total Voice Customers8,005 8,256 8,983 
Residential(248)(288)(232)
SMB(3)(1)
Total Voice Quarterly Net Additions(251)(286)(233)
Mobile Lines (j)
Residential7,519 6,987 5,116 
SMB247 233 176 
Total Mobile Lines7,766 7,220 5,292 
Residential532 577 600 
SMB14 17 15 
Total Mobile Lines Quarterly Net Additions546 594 615 
Enterprise (k)
Enterprise Primary Service Units ("PSUs")303 298 284 
Enterprise Quarterly Net Additions

See footnotes on page 7.
Addendum to Charter Communications, Inc. Fourth Quarter 2023 Earnings Release
Page 5 of 7


CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
UNAUDITED CAPITAL EXPENDITURES
(dollars in millions)

Three Months Ended December 31, Year Ended December 31,
2023202220232022
Customer premise equipment (l)
$514 $601 $2,286 $2,207 
Scalable infrastructure (m)
353 555 1,368 1,711 
Upgrade/rebuild (n)
529 372 1,719 938 
Support capital (o)
482 465 1,727 1,533 
Capital expenditures, excluding line extensions1,878 1,993 7,100 6,389 
Subsidized rural construction line extensions424 539 1,822 1,436 
Other line extensions554 388 2,193 1,551 
Total line extensions (p)
978 927 4,015 2,987 
Total capital expenditures$2,856 $2,920 $11,115 $9,376 
Capital expenditures included in total related to:
Commercial services$381 $401 $1,560 $1,511 
Subsidized rural construction initiative (q)
$426 $567 $1,870 $1,504 
Mobile$79 $111 $314 $376 

See footnotes on page 7.

Addendum to Charter Communications, Inc. Fourth Quarter 2023 Earnings Release
Page 6 of 7


CHARTER COMMUNICATIONS, INC. AND SUBSIDIARIES
FOOTNOTES

(a)Adjusted EBITDA is defined as net income attributable to Charter shareholders plus net income attributable to noncontrolling interest, net interest expense, income taxes, depreciation and amortization, stock compensation expense, other (income) expenses, net and other operating (income) expenses, net such as special charges and (gain) loss on sale or retirement of assets. As such, it eliminates the significant non-cash depreciation and amortization expense that results from the capital-intensive nature of our businesses as well as other non-cash or special items, and is unaffected by our capital structure or investment activities. Free cash flow is defined as net cash flows from operating activities, less capital expenditures and changes in accrued expenses related to capital expenditures.
(b)Other expense excludes stock compensation expense. Total operating costs and expenses excludes stock compensation expense, depreciation and amortization and other operating (income) expenses, net.
(c)We calculate the aging of customer accounts based on the monthly billing cycle for each account in accordance with our collection policies. On that basis, at December 31, 2023, September 30, 2023 and December 31, 2022, customers included approximately 135,800, 143,300 and 144,100 customers, respectively, whose accounts were over 60 days past due, approximately 54,700, 53,400 and 52,800 customers, respectively, whose accounts were over 90 days past due and approximately 286,000, 261,700 and 214,100 customers, respectively, whose accounts were over 120 days past due. Bad debt expense associated with these past due accounts has been reflected in our consolidated statements of operations. The increase in accounts past due more than 120 days is predominately due to pre-existing and incremental unsubsidized services, including video services. These customers are downgraded to a subsidized Internet-only service.
(d)Passings represent our estimate of the number of units, such as single family homes, apartment and condominium units and SMB and enterprise sites passed by our cable distribution network in the areas where we offer the service indicated. These estimates are based upon the information available at this time and are updated for all periods presented when new information becomes available.
(e)Customer relationships include the number of customers that receive one or more levels of service, encompassing Internet, video, voice and mobile services, without regard to which service(s) such customers receive. Customers who reside in residential multiple dwelling units ("MDUs") and that are billed under bulk contracts are counted based on the number of billed units within each bulk MDU. Total customer relationships exclude enterprise and mobile-only customer relationships.
(f)Penetration represents residential and SMB customers as a percentage of estimated passings. Penetration excludes mobile-only customers.
(g)Monthly residential revenue per residential customer is calculated as total residential quarterly revenue divided by three divided by average residential customer relationships during the respective quarter and excludes mobile-only customer relationships.
(h)Monthly SMB revenue per SMB customer is calculated as total SMB quarterly revenue divided by three divided by average SMB customer relationships during the respective quarter and excludes mobile-only customer relationships.
(i)One product, two product and three or more product penetration represents the number of residential customers that subscribe to one product, two products or three or more products, respectively, as a percentage of residential customer relationships, excluding mobile-only customers.
(j)Mobile lines include phones and tablets which require one of our standard rate plans (e.g., "Unlimited" or "By the Gig"). Mobile lines exclude wearables and other devices that do not require standard phone rate plans.
(k)Enterprise PSUs represents the aggregate number of fiber service offerings counting each separate service offering at each customer location as an individual PSU.
(l)Customer premise equipment includes equipment and devices located at the customer's premise used to deliver our Internet, video and voice services (e.g., modems, routers and set-top boxes), as well as installation costs.
(m)Scalable infrastructure includes costs, not related to customer premise equipment or our network, to secure growth of new customers or provide service enhancements (e.g., headend equipment).
(n)Upgrade/rebuild includes costs to modify or replace existing fiber/coaxial cable networks, including our network evolution initiative which started in 2022.
(o)Support capital includes costs associated with the replacement or enhancement of non-network assets (e.g., back-office systems, non-network equipment, land and buildings, vehicles, tools and test equipment).
(p)Line extensions include network costs associated with entering new service areas (e.g., fiber/coaxial cable, amplifiers, electronic equipment, make-ready and design engineering).
(q)The subsidized rural construction initiative subcategory includes projects for which we are receiving subsidies from federal, state and local governments (for which separate reporting was initiated in 2022), excluding customer premise equipment and installation.

Addendum to Charter Communications, Inc. Fourth Quarter 2023 Earnings Release
Page 7 of 7
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