Form 4: Advance/Newhouse Partnership Sells Over 178,000 Charter Communications Units Back to Issuer

Advance/Newhouse Partnership and affiliated entities, significant shareholders and directors of Charter Communications, Inc., reported the sale of 178,887 Class B Common Units back to the issuer for approximately $70.2 million.

Summary

• ADVANCE/NEWHOUSE PARTNERSHIP and related entities (Advance Long-Term Management Trust, Advance Publications, Inc., Newhouse Broadcasting Corp, Newhouse Family Holdings, L.P.), who are directors and 10% owners of Charter Communications, Inc. (CHTR), reported a transaction.
• On June 6, 2025, they disposed of 178,887 Class B Common Units of Charter Communications Holdings, LLC.
• The units were sold to Charter Communications, Inc. (the Issuer) in an exempt transaction under Rule 16b-3 of the Securities Exchange Act of 1934.
• The sale price was $392.47 per unit, representing the Average Public Per Share Repurchase Price.
• The total value of the transaction is approximately $70,210,000 (178,887 units * $392.47/unit).
• Following this transaction, the reporting persons beneficially own 15,824,243 Class B Common Units indirectly.
• These Class B Common Units are exchangeable into Charter Communications Class A Common Stock on a one-for-one basis or an equivalent cash amount, with no expiration date.

Sentiment

Score: 6

Explanation: Neutral to slightly positive. While it's an insider sale, it's a sale to the company, implying a share repurchase, which is generally seen as a positive use of capital for shareholders. The transaction is routine for a Form 4.

Positives

• The Issuer (Charter Communications, Inc.) repurchased 178,887 Class B Common Units, which can reduce the outstanding share count if converted to Class A stock, potentially increasing earnings per share for remaining shareholders.
• The transaction was conducted as an exempt transaction under Rule 16b-3, indicating compliance with SEC regulations for insider transactions.

Negatives

• A significant insider group (10% owner and director) reducing their holdings, even through a sale back to the company, could be interpreted negatively by some investors, though in this context it is a repurchase by the company.

Future Outlook

NA

Industry Context

NA

Corporate Governance

Related Party Transactions

• The sale of 178,887 Class B Common Units by ADVANCE/NEWHOUSE PARTNERSHIP and its affiliated entities (who are directors and 10% owners) to Charter Communications, Inc. constitutes a related party transaction.

Stakeholder Impact

• Shareholders: The repurchase of units by the company could reduce the number of outstanding shares (upon conversion to Class A stock), potentially increasing earnings per share and shareholder value. It also signals the company's confidence in its valuation.
• Reporting Persons (Advance/Newhouse Partnership): They have monetized a portion of their holdings while retaining a significant indirect stake in the company.

Key Dates

Recommendation

Keywords

Charter Communications, CHTR, SEC Form 4, Insider Transaction, Stock Repurchase, Class B Common Units, Advance/Newhouse Partnership, Beneficial Ownership, Equity Sale, Corporate Governance