FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Schmidt Colleen		 2. Issuer Name and Ticker or Trading Symbol

Altice USA, Inc. [ ATUS ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
EVP Human Resources
(Last)          (First)          (Middle)

1 COURT SQUARE WEST		 3. Date of Earliest Transaction (MM/DD/YYYY)

3/1/2023
(Street)

LONG ISLAND CITY, NY 11101
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

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

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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)
Code V Amount (A) or (D) Price
Class A common stock 3/1/2023  A  142489 (1)A (2)492242 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy) $15.78 3/1/2023  D     368249   (3)12/29/2031 Class A common stock 368249  (2)0 D  
Stock Option (Right to Buy) $17.57 3/1/2023  D     71129   (4)6/27/2028 Class A common stock 71129  (2)0 D  
Stock Option (Right to Buy) $28.36 3/1/2023  D     475000   (5)1/29/2030 Class A common stock 475000  (2)0 D  
Stock Option (Right to Buy) $24.08 3/1/2023  D     83052   (6)6/26/2029 Class A common stock 83052  (2)0 D  
Explanation of Responses:
(1) Represents restricted share units ("RSUs") granted pursuant to the Amended and Restated Altice USA 2017 Long Term Incentive Plan, as amended (the "Plan"). Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock. The RSUs vest in equal installments on each of March 1, 2024 and 2025.
(2) On March 1, 2023, the Issuer cancelled, pursuant to the Issuer's stock option exchange program, (i) stock options to purchase 368,249 shares of the Issuer's Class A common stock granted to the Reporting Person on December 29, 2021, (ii) stock options to purchase 71,129 shares of the Issuer's Class A common stock granted to the Reporting Person on June 27, 2018, (iii) stock options to purchase 475,000 shares of the Issuer's Class A common stock granted to the Reporting Person on January 29, 2020 and (iv) stock options to purchase 83,052 shares of the Issuer's Class A common stock granted to the Reporting Person on June 26, 2019. In exchange for the cancelled stock options, the Reporting Person received 142,489 RSUs and $1,424,904 of deferred cash denominated awards ("DCAs"). The RSUs and DCAs will vest in equal installments on each of March 1, 2024 and 2025, subject to the Reporting Person's continued employment with the Issuer on the vesting date.
(3) These stock options provided for vesting in equal installments on each of December 29, 2022, 2023 and 2024.
(4) These stock options vested on June 27, 2021.
(5) These stock options provided for vesting 50% on December 27, 2021, 25% on December 27, 2022 and 25% on December 27, 2023.
(6) These stock options vested on June 26, 2022.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Schmidt Colleen
1 COURT SQUARE WEST
LONG ISLAND CITY, NY 11101

EVP Human Resources
Signatures
/s/ Colleen Schmidt3/3/2023
**Signature of Reporting PersonDate
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 control number.
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