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. Checkbox not checked

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).




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SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 2: On August 19, 2026, Charter Communications, Inc. (the "Issuer"), Cox Enterprises, Inc. ("Cox Enterprises"), Cox Communications Equity Holdings, Inc. ("CCEH") and Advance/Newhouse Partnership (together with the Issuer, Cox Enterprises and CCEH, the "Stockholders") entered into the Third Amended and Restated Stockholders Agreement (the "Third Amended and Restated SHA"), which contains provisions relating to the transfer, ownership and voting of the Issuer's securities by Cox Enterprises and CCEH. Cox Enterprises expressly disclaims the existence of any membership in a group with the other Stockholders. See Item 6 of this Schedule 13D. Note to Rows 8, 10 and 11: Includes shares of Class A Common Stock of the Issuer, par value $0.001 per share (the "Class A Common Stock"), issuable upon (a) exchange of 33,586,045 Class C common units (the "Class C Common Units") of Charter Communications Holdings, LLC, a subsidiary of the Issuer ("Charter Holdings"), and (b) conversion of convertible preferred units of Charter Holdings with an aggregate liquidation preference of $6.0 billion (the "Preferred Units") and the exchange of the resulting Class C Common Units. Each Class C Common Unit is exchangeable, in certain circumstances, for cash or, at the Issuer's election, one share of Class A Common Stock, subject to certain adjustments. The Preferred Units are convertible into Class C Common Units at an initial conversion price of approximately $477.41 per unit, subject to certain adjustments. CCEH is wholly owned by Cox Enterprises. Cox Enterprises may be deemed to share beneficial ownership over the shares of Class A Common Stock beneficially owned by CCEH. Note to Row 12: Excludes shares beneficially owned by the executive officers and directors of the Reporting Persons. Note to Row 13: The percentage reported in this Schedule 13D is based on 119,151,159 shares of Class A Common Stock outstanding as of July 31, 2026, as confirmed by the Issuer. The percentage provided represents the percentage of Class A Common Stock beneficially owned by the applicable Reporting Person divided by the sum of (i) the amount of Class A Common Stock currently outstanding as reported by the Issuer plus (ii) the amount of Class A Common Stock issuable upon exchange or conversion, as applicable of the Class C Common Units and Preferred Units, in each case, held by the Reporting Persons.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 2: On August 19, 2026, the Stockholders entered into the Third Amended and Restated SHA, which contains provisions relating to the transfer, ownership and voting of the Issuer's securities by Cox Enterprises and CCEH. CCEH expressly disclaims the existence of any membership in a group with the other Stockholders. See Item 6 of this Schedule 13D. Note to Rows 8, 10 and 11: Includes shares of Class A Common Stock issuable upon (a) exchange of 33,586,045 Class C Common Units and (b) conversion of the Preferred Units and the exchange of the resulting Class C Common Units. Each Class C Common Unit is exchangeable, in certain circumstances, for cash or, at the Issuer's election, one share of Class A Common Stock, subject to certain adjustments. The Preferred Units are convertible into Class C Common Units at an initial conversion price of approximately $477.41 per unit, subject to certain adjustments. Note to Row 12: Excludes shares beneficially owned by the executive officers and directors of the Reporting Persons. Note to Row 13: The percentage reported in this Schedule 13D is based on 119,151,159 shares of Class A Common Stock outstanding as of July 31, 2026, as confirmed by the Issuer. The percentage provided represents the percentage of Class A Common Stock beneficially owned by the applicable Reporting Person divided by the sum of (i) the amount of Class A Common Stock currently outstanding as reported by the Issuer plus (ii) the amount of Class A Common Stock issuable upon exchange or conversion, as applicable of the Class C Common Units and Preferred Units, in each case, held by the Reporting Persons.


SCHEDULE 13D


 
Cox Enterprises, Inc.
 
Signature:/s/ Jennifer Hightower
Name/Title:Jennifer Hightower, Executive Vice President, Chief Legal Officer
Date:08/25/2026
 
Cox Communications Equity Holdings, Inc.
 
Signature:/s/ Jennifer Hightower
Name/Title:Jennifer Hightower, Secretary
Date:08/25/2026

 

Exhibit 1

 

Directors and Executive Officers of

Cox Communications Equity Holdings, Inc. and Cox Enterprises, Inc.

 

The following tables set forth the name and present principal occupation or employment, the name, principal business and address of any corporation or other organization in which such occupation or employment is conducted, and citizenship of each director and executive officer of Cox Communications Equity Holdings, Inc. and Cox Enterprises, Inc. The business address of each non-executive director of Cox Enterprises, Inc. and each person whose principal occupation or employment is with Cox Enterprises, Inc. is c/o Cox Enterprises, Inc., 6205-A Peachtree Dunwoody Road, Atlanta, Georgia 30328. The business address of each non-executive director of Cox Communications Equity Holdings, Inc. and each person whose principal occupation or employment is with Cox Communications Equity Holdings, Inc. is c/o Cox Communications Equity Holdings, Inc., 6205-A Peachtree Dunwoody Road, Atlanta, Georgia 30328.

 

Directors of Cox Enterprises, Inc.   Present Principal Occupation or
Employment and Principal Business
and Business Address
  Citizenship
         
Taylor, Alexander C.   Chairman of the Board and Chief Executive Officer, Cox Enterprises, Inc.   USA
Kennedy, James C.   Chairman, James M. Cox Foundation Board of Directors   USA
Harty, Barbara K.   Director, James M. Cox Foundation Board of Directors   USA
Parry-Okeden, Henry   Chief Executive Officer, Oakview Group   USA and Australia
Lieblein, Grace D.   Former Vice President, Global Quality of General Motors   USA
Taylor, Troy  

Chairman of the Board and Chief Executive Officer,

Coca-Cola Beverages Florida, LLC

  USA
Trott, Byron D.   Managing Partner,  BDT Capital Partners, LLC   USA
Weaver, James Conrad “Rad”   Chairman of the Board and Chief Executive Officer, CW Interests   USA
Williams, Christopher J.   Chairman of the Board, Siebert Williams Shank & Co., LLC   USA
     
Executive Officers of Cox
Enterprises, Inc.
  Present Principal Occupation   Citizenship
         
Taylor, Alexander C.   Chief Executive Officer   USA
Clement, Dallas S.   President & Chief Operating Officer   USA
McBride, R. Perley   Chief Financial Officer & Chief Administrative Officer   USA
Hightower, Jennifer   Executive Vice President, Chief Legal Officer   USA
Bennett, Karen   Executive Vice President, Chief People Officer   USA
         
     
Directors of Cox Communications Equity Holdings, Inc.   Present Principal Occupation or
Employment and Principal Business
and Business Address
  Citizenship
         
Clement, Dallas S.   Director, Cox Communications Equity Holdings, Inc.   USA
Hightower, Jennifer   Director, Cox Communications Equity Holdings, Inc.   USA
         
     
Executive Officers of Cox Communications Equity Holdings, Inc   Present Principal Occupation   Citizenship
Clement, Dallas S.   President, Cox Communications Equity Holdings, Inc.   USA
Hightower, Jennifer   Secretary, Cox Communications Equity Holdings, Inc.   USA

 

 

 

 

 

Exhibit 2

 

JOINT FILING AGREEMENT

 

Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Charter Communications, Inc. a Delaware corporation, and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. Each of them is responsible for the timely filing of such filings and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

 

Dated: August 25, 2026

 

  Cox Communications Equity Holdings, Inc.
     
  By: /s/ Jennifer Hightower
  Name: Jennifer Hightower
  Title: Secretary
   
  Cox Enterprises, Inc.
     
  By: /s/ Jennifer Hightower
  Name: Jennifer Hightower
  Title: Executive Vice President, Chief Legal Officer