Charter Communications(CHTR) - 2024 Q2 - Quarterly Report

PART I. FINANCIAL INFORMATION Item 1. Financial Statements This section presents the unaudited consolidated financial statements for Charter Communications, Inc. and its subsidiaries, including balance sheets, statements of operations, changes in shareholders' equity, cash flows, and accompanying notes, for the periods ended June 30, 2024 and December 31, 2023 (for balance sheet) or June 30, 2024 and 2023 (for income statement, equity, and cash flow) Consolidated Balance Sheets Consolidated Balance Sheet Highlights (June 30, 2024 vs. December 31, 2023) | Metric | June 30, 2024 (millions) | December 31, 2023 (millions) | | :----- | :----------------------- | :--------------------------- | | Total Assets | $148,611 | $147,193 | | Total Current Liabilities | $10,726 | $13,214 | | Long-Term Debt | $96,692 | $95,777 | | Total Shareholders' Equity | $16,714 | $14,718 | Consolidated Statements of Operations Consolidated Statements of Operations Highlights (Three Months Ended June 30) | Metric | 2024 (millions) | 2023 (millions) | % Change | | :----- | :-------------- | :-------------- | :------- | | Revenues | $13,685 | $13,659 | 0.2% | | Income from operations | $3,263 | $3,240 | 0.7% | | Consolidated net income | $1,423 | $1,413 | 0.7% | | Net income attributable to Charter shareholders | $1,231 | $1,223 | 0.7% | | Basic EPS | $8.58 | $8.15 | 5.3% | | Diluted EPS | $8.49 | $8.05 | 5.5% | Consolidated Statements of Operations Highlights (Six Months Ended June 30) | Metric | 2024 (millions) | 2023 (millions) | % Change | | :----- | :-------------- | :-------------- | :------- | | Revenues | $27,364 | $27,312 | 0.2% | | Income from operations | $6,394 | $6,166 | 3.7% | | Consolidated net income | $2,703 | $2,596 | 4.1% | | Net income attributable to Charter shareholders | $2,337 | $2,244 | 4.2% | | Basic EPS | $16.24 | $14.89 | 9.1% | | Diluted EPS | $16.03 | $14.69 | 9.1% | Consolidated Statements of Changes in Shareholders' Equity Total Shareholders' Equity (June 30, 2024 vs. December 31, 2023) | Metric | June 30, 2024 (millions) | December 31, 2023 (millions) | | :----- | :----------------------- | :--------------------------- | | Total Charter Shareholders' Equity | $12,879 | $11,086 | | Noncontrolling Interests | $3,835 | $3,632 | | Total Shareholders' Equity | $16,714 | $14,718 | - Purchases of treasury stock, including excise tax, amounted to $516 million for the three months ended March 31, 2024, and $363 million for the three months ended June 30, 2024, totaling $879 million for the six months ended June 30, 2024[39] Consolidated Statements of Cash Flows Consolidated Statements of Cash Flows Highlights (Six Months Ended June 30) | Cash Flow Activity | 2024 (millions) | 2023 (millions) | Change (millions) | | :----------------- | :-------------- | :-------------- | :---------------- | | Operating Activities | $7,065 | $6,634 | +$431 | | Investing Activities | $(5,636) | $(5,589) | -$47 | | Financing Activities | $(1,496) | $(1,212) | -$284 | | Net Decrease in Cash, Cash Equivalents and Restricted Cash | $(67) | $(167) | +$100 | | Cash, Cash Equivalents and Restricted Cash, end of period | $642 | $478 | +$164 | Notes to Consolidated Financial Statements This section provides detailed explanations and disclosures for the consolidated financial statements, covering the company's organization, accounting policies, debt structure, equity transactions, revenue breakdown, operating expenses, and contingencies Note 1. Organization and Basis of Presentation - Charter Communications, Inc. is a holding company with a controlling equity interest in Charter Communications Holdings, LLC, which indirectly owns Charter Communications Operating, LLC, where substantially all operations reside[44][66][122] - The financial statements are unaudited, prepared in accordance with U.S. GAAP and SEC rules, and include only normal recurring adjustments; interim results are not necessarily indicative of full-year results[45] - The Company operates as one reportable segment, with the CEO assessing performance and allocating resources based on consolidated results[94] Note 2. Accounts Payable, Accrued and Other Current Liabilities Accounts Payable, Accrued and Other Current Liabilities (millions) | Category | June 30, 2024 | December 31, 2023 | | :------- | :------------ | :---------------- | | Accounts payable – trade | $832 | $931 | | Deferred revenue | $480 | $509 | | Accrued programming costs | $1,668 | $1,736 | | Accrued labor | $1,192 | $1,283 | | Accrued capital expenditures | $2,071 | $1,944 | | Accrued interest | $1,370 | $1,328 | | Accrued taxes and regulatory fees | $896 | $681 | | Other accrued liabilities | $2,217 | $2,802 | | Total | $10,726 | $11,214 | Note 3. Total Debt Summary of Debt (June 30, 2024 vs. December 31, 2023) | Debt Type | Principal Amount (June 30, 2024) | Carrying Value (June 30, 2024) | Fair Value (June 30, 2024) | Principal Amount (Dec 31, 2023) | Carrying Value (Dec 31, 2023) | Fair Value (Dec 31, 2023) | | :-------- | :------------------------------- | :----------------------------- | :------------------------- | :------------------------------ | :---------------------------- | :------------------------ | | Senior unsecured notes | $27,250 | $27,174 | $23,625 | $27,250 | $27,168 | $24,750 | | Senior secured notes and debentures | $56,214 | $56,506 | $46,936 | $57,925 | $58,250 | $50,742 | | Credit facilities | $13,060 | $13,012 | $12,839 | $12,413 | $12,359 | $12,237 | | Total | $96,524 | $96,692 | $83,400 | $97,588 | $97,777 | $87,729 | - In May 2024, Charter Operating issued $3.0 billion in new senior secured notes ($1.5 billion due 2029 and $1.5 billion due 2034) to fund a tender offer for $2.7 billion of 2025 notes and prepay a Term B-1 Loan, resulting in a $9 million gain on extinguishment of debt[98] - The Company has approximately $4.1 billion available under its Charter Operating credit facilities as of June 30, 2024[71] Note 4. Equipment Installment Plan Financing Facility - In June 2024, CCO EIP Financing, LLC (SPV Borrower) entered into a senior secured revolving credit facility (EIP Financing Facility) to finance equipment installment plan receivables (EIP Receivables)[73] - The EIP Financing Facility allows borrowing up to $1.25 billion, with a carrying value of $873 million as of June 30, 2024, bearing interest at 6.46%[100] - Pledged EIP Receivables of $1.3 billion and restricted cash of $40 million are held by the SPV Borrower and reflected on the consolidated balance sheets[101] Note 5. Common Stock Charter Class A Common Stock Purchases (Three and Six Months Ended June 30) | Metric | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2024 | Three Months Ended June 30, 2023 | Six Months Ended June 30, 2023 | | :----- | :------------------------------- | :----------------------------- | :------------------------------- | :----------------------------- | | Share buybacks (shares) | 1,321,827 | 2,731,424 | 954,330 | 3,258,749 | | Share buybacks (amount, millions) | $358 | $830 | $324 | $1,187 | - As of June 30, 2024, Charter had remaining board authority to purchase an additional $406 million of Class A common stock and/or Charter Holdings common units, excluding purchases from Liberty Broadband[104] Note 6. Noncontrolling Interests - Noncontrolling interests primarily represent Advance/Newhouse Partnership's (A/N) equity interests in Charter Holdings[78] Net Income Attributable to A/N's Noncontrolling Interest (millions) | Period | 2024 | 2023 | | :----- | :--- | :--- | | Three months ended June 30 | $192 | $189 | | Six months ended June 30 | $365 | $351 | Charter Holdings Common Units Purchased from A/N (Three and Six Months Ended June 30) | Metric | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2024 | Three Months Ended June 30, 2023 | Six Months Ended June 30, 2023 | | :----- | :------------------------------- | :----------------------------- | :------------------------------- | :----------------------------- | | Number of units purchased | 169,428 | 431,767 | 157,075 | 481,175 | | Amount of units purchased (millions) | $46 | $141 | $54 | $176 | Note 7. Accounting for Derivative Instruments and Hedging Activities - Cross-currency derivative instruments are used to manage foreign exchange risk on British pound sterling denominated notes, effectively converting £1.275 billion to fixed-rate U.S. dollar denominated debt[80] Fair Value of Cross-Currency Derivatives (millions) | Date | Fair Value | | :--- | :--------- | | June 30, 2024 | $469 | | December 31, 2023 | $440 | Effect of Financial Instruments on Other Expenses, Net (millions) | Metric | Three Months Ended June 30, 2024 | Three Months Ended June 30, 2023 | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2023 | | :----- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Change in fair value of cross-currency derivative instruments | $(9) | $43 | $(29) | $48 | | Foreign currency remeasurement of Sterling Notes | $(5) | $(46) | $11 | $(78) | | Loss on financial instruments, net | $(14) | $(3) | $(18) | $(30) | Note 8. Revenues Revenues by Product Line (Three Months Ended June 30) | Product Line | 2024 (millions) | 2023 (millions) | | :----------- | :-------------- | :-------------- | | Internet | $5,806 | $5,733 | | Video | $3,867 | $4,188 | | Voice | $350 | $365 | | Mobile service | $737 | $539 | | Residential revenue | $10,760 | $10,825 | | Small and medium business | $1,101 | $1,094 | | Enterprise | $721 | $690 | | Commercial revenue | $1,822 | $1,784 | | Advertising sales | $397 | $384 | | Other | $706 | $666 | | Total Revenues | $13,685 | $13,659 | Revenues by Product Line (Six Months Ended June 30) | Product Line | 2024 (millions) | 2023 (millions) | | :----------- | :-------------- | :-------------- | | Internet | $11,632 | $11,451 | | Video | $7,775 | $8,442 | | Voice | $724 | $738 | | Mobile service | $1,422 | $1,036 | | Residential revenue | $21,553 | $21,667 | | Small and medium business | $2,189 | $2,185 | | Enterprise | $1,429 | $1,372 | | Commercial revenue | $3,618 | $3,557 | | Advertising sales | $788 | $739 | | Other | $1,405 | $1,349 | | Total Revenues | $27,364 | $27,312 | Note 9. Operating Costs and Expenses Operating Costs and Expenses (Three Months Ended June 30) | Category | 2024 (millions) | 2023 (millions) | | :------- | :-------------- | :-------------- | | Programming | $2,472 | $2,740 | | Other costs of revenue | $1,538 | $1,367 | | Costs to service customers | $1,981 | $2,069 | | Sales and marketing | $912 | $895 | | Other expense | $1,270 | $1,234 | | Total | $8,173 | $8,305 | Operating Costs and Expenses (Six Months Ended June 30) | Category | 2024 (millions) | 2023 (millions) | | :------- | :-------------- | :-------------- | | Programming | $5,042 | $5,539 | | Other costs of revenue | $2,996 | $2,695 | | Costs to service customers | $4,075 | $4,164 | | Sales and marketing | $1,832 | $1,841 | | Other expense | $2,624 | $2,577 | | Total | $16,569 | $16,816 | - Programming costs decreased due to fewer video customers and a higher mix of lower-cost video packages, partly offset by contractual rate adjustments[190] Note 10. Other Operating (Income) Expenses, Net Other Operating (Income) Expenses, Net (Three and Six Months Ended June 30) | Category | Three Months Ended June 30, 2024 (millions) | Three Months Ended June 30, 2023 (millions) | Six Months Ended June 30, 2024 (millions) | Six Months Ended June 30, 2023 (millions) | | :------- | :------------------------------------------ | :------------------------------------------ | :---------------------------------------- | :---------------------------------------- | | Special charges, net | $76 | $(52) | $89 | $(42) | | (Gain) loss on disposal of assets, net | $3 | $(6) | $(48) | $(6) | | Total | $79 | $(58) | $41 | $(48) | - Special charges, net primarily include severance costs and net amounts of litigation settlements[85] - (Gain) loss on disposal of assets, net includes a $67 million gain on sale of towers during the six months ended June 30, 2024[139] Note 11. Other Expenses, Net Other Expenses, Net (Three and Six Months Ended June 30) | Category | Three Months Ended June 30, 2024 (millions) | Three Months Ended June 30, 2023 (millions) | Six Months Ended June 30, 2024 (millions) | Six Months Ended June 30, 2023 (millions) | | :------- | :------------------------------------------ | :------------------------------------------ | :---------------------------------------- | :---------------------------------------- | | Gain on extinguishment of debt | $9 | $0 | $9 | $0 | | Loss on financial instruments, net | $(14) | $(3) | $(18) | $(30) | | Net periodic pension benefits | $1 | $1 | $2 | $3 | | Loss on equity investments, net | $(81) | $(83) | $(167) | $(162) | | Total | $(85) | $(85) | $(174) | $(189) | Note 12. Stock Compensation Plans - Charter's stock incentive plans include nonqualified stock options, restricted stock units, and restricted stock, generally vesting over three years for options/RSUs and one year for restricted stock[115][116] Equity Awards Granted (Three and Six Months Ended June 30) | Award Type | Three Months Ended June 30, 2024 | Three Months Ended June 30, 2023 | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2023 | | :--------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Stock options | 13,800 | 21,500 | 1,358,400 | 4,257,200 | | Restricted stock | 13,400 | 10,300 | 13,400 | 10,300 | | Restricted stock units | 16,700 | 21,500 | 1,099,800 | 1,535,900 | - Total unrecognized compensation remaining for future periods is $399 million for stock options, $3 million for restricted stock, and $580 million for restricted stock units[89] Note 13. Earnings Per Share Basic and Diluted EPS (Three and Six Months Ended June 30) | Metric | Three Months Ended June 30, 2024 | Three Months Ended June 30, 2023 | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2023 | | :----- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net income attributable to Charter shareholders (millions) | $1,231 | $1,223 | $2,337 | $2,244 | | Basic EPS | $8.58 | $8.15 | $16.24 | $14.89 | | Diluted EPS | $8.49 | $8.05 | $16.03 | $14.69 | | Weighted average common shares outstanding, basic | 143,329,828 | 150,091,880 | 143,920,073 | 150,761,406 | | Weighted average common shares outstanding, diluted | 144,914,860 | 151,975,698 | 145,742,397 | 152,727,540 | - Charter Holdings common units were excluded from diluted EPS computation as their effect would have been antidilutive (17 million units for 2024, 18 million for 2023)[90] Note 14. Contingencies - The Company is involved in various lawsuits, claims, and regulatory inquiries, including alleged intellectual property infringement; adverse outcomes could lead to substantial damages or injunctions[145] - While individual lawsuits are not expected to have a material adverse effect, the aggregate impact could be material to operations, financial condition, results, or liquidity[92] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on the company's financial performance and condition, highlighting key operational trends, revenue drivers, expense changes, and liquidity position for the periods presented Overview - In Q2 2024, Charter lost 149,000 Internet customers but added 557,000 mobile lines; Internet customer growth was challenged by the end of the Affordable Connectivity Program (ACP), lower customer move rates, and increased competition[123] - The end of the ACP subsidy program was disruptive, leading to customer losses and expected one-time impacts on customer net gains, revenue per customer, and bad debt in Q3 and Q4 2024[123] - Mobile line growth benefited from the Spectrum One offering, Anytime Upgrade, and Phone Balance Buyout program, aiming to enhance connectivity, device upgrades, and ease of switching providers[148] Key Financial Performance (Three and Six Months Ended June 30) | Metric | Three Months Ended June 30, 2024 (millions) | Three Months Ended June 30, 2023 (millions) | % Change | Six Months Ended June 30, 2024 (millions) | Six Months Ended June 30, 2023 (millions) | % Change | | :----- | :------------------------------------------ | :------------------------------------------ | :------- | :---------------------------------------- | :---------------------------------------- | :------- | | Revenues | $13,685 | $13,659 | 0.2% | $27,364 | $27,312 | 0.2% | | Adjusted EBITDA | $5,665 | $5,522 | 2.6% | $11,162 | $10,872 | 2.7% | | Income from operations | $3,263 | $3,240 | 0.7% | $6,394 | $6,166 | 3.7% | Critical Accounting Policies and Estimates - There have been no material changes to the critical accounting policies described in the Company's 2023 Annual Report on Form 10-K[130] Results of Operations - Total revenues increased by $26 million (0.2%) for the three months and $52 million (0.2%) for the six months ended June 30, 2024, driven by residential mobile service, residential Internet, enterprise, and other revenues, partly offset by lower residential video revenue[155] Revenue Growth by Service Offering (Three Months Ended June 30) | Service | 2024 (millions) | 2023 (millions) | % Change | | :------ | :-------------- | :-------------- | :------- | | Internet | $5,806 | $5,733 | 1.3% | | Video | $3,867 | $4,188 | (7.7)% | | Voice | $350 | $365 | (4.2)% | | Mobile service | $737 | $539 | 36.9% | | Residential revenue | $10,760 | $10,825 | (0.6)% | | Commercial revenue | $1,822 | $1,784 | 2.1% | | Advertising sales | $397 | $384 | 3.3% | | Other | $706 | $666 | 6.0% | Revenue Growth by Service Offering (Six Months Ended June 30) | Service | 2024 (millions) | 2023 (millions) | % Change | | :------ | :-------------- | :-------------- | :------- | | Internet | $11,632 | $11,451 | 1.6% | | Video | $7,775 | $8,442 | (7.9)% | | Voice | $724 | $738 | (1.9)% | | Mobile service | $1,422 | $1,036 | 37.4% | | Residential revenue | $21,553 | $21,667 | (0.5)% | | Commercial revenue | $3,618 | $3,557 | 1.7% | | Advertising sales | $788 | $739 | 6.5% | | Other | $1,405 | $1,349 | 4.2% | - Residential Internet customers decreased by 231,000 YoY, while residential mobile lines increased by 2,121,000 YoY[156][159] - Operating costs and expenses decreased by $132 million for the three months and $247 million for the six months ended June 30, 2024, primarily due to lower programming costs and costs to service customers, partly offset by higher mobile service direct costs[216] - Net income attributable to Charter shareholders increased by $8 million for the three months and $93 million for the six months ended June 30, 2024, compared to the corresponding periods in 2023[167] Use of Adjusted EBITDA and Free Cash Flow - Adjusted EBITDA and free cash flow are non-GAAP measures used by management and the board to assess performance, debt servicing ability, and funding operations/investments[196][233] Adjusted EBITDA and Free Cash Flow Reconciliation (Three and Six Months Ended June 30) | Metric | Three Months Ended June 30, 2024 (millions) | Three Months Ended June 30, 2023 (millions) | Six Months Ended June 30, 2024 (millions) | Six Months Ended June 30, 2023 (millions) | | :----- | :------------------------------------------ | :------------------------------------------ | :---------------------------------------- | :---------------------------------------- | | Adjusted EBITDA | $5,665 | $5,522 | $11,162 | $10,872 | | Free cash flow | $1,296 | $668 | $1,654 | $1,332 | - Free cash flow increased by $628 million for the three months and $322 million for the six months ended June 30, 2024, primarily due to favorable changes in working capital, increased Adjusted EBITDA, and decreased cash paid for taxes[203][176] Liquidity and Capital Resources This section details Charter's financial flexibility, including its debt structure, cash position, and capital allocation strategies, emphasizing its ability to fund operations, investments, and debt obligations Recent Events - In May 2024, Charter Operating issued $3.0 billion in new senior secured notes to refinance existing debt, including a tender offer for $2.7 billion of 2025 notes[172] Overview of Our Contractual Obligations and Liquidity - As of June 30, 2024, Charter had $96.5 billion in debt, comprising $13.1 billion credit facility debt, $56.2 billion investment grade senior secured notes, and $27.3 billion high-yield senior unsecured notes[199] - Charter's target leverage ratio is 4 to 4.5 times Adjusted EBITDA, with a leverage ratio of 4.3 times as of June 30, 2024[200] - Charter has repurchased approximately 161.5 million shares of Class A common stock and Charter Holdings common units for $73.0 billion since September 2016[200] Free Cash Flow - Free cash flow was $1.3 billion and $1.7 billion for the three and six months ended June 30, 2024, respectively, up from $668 million and $1.3 billion in the corresponding 2023 periods[173] - The increase in free cash flow was driven by favorable changes in working capital, increased Adjusted EBITDA, and decreased cash paid for taxes[176] Limitations on Distributions - Distributions by subsidiaries to the parent company for debt payments are restricted under CCO Holdings indentures unless there is no default and the leverage ratio test is met[176] - As of June 30, 2024, CCO Holdings met its leverage ratio test, but there's no assurance it will always satisfy the test for future distributions[176] Cash and Cash Equivalents Cash and Cash Equivalents (millions) | Date | Cash and Cash Equivalents | Restricted Cash | | :--- | :------------------------ | :-------------- | | June 30, 2024 | $602 | $40 | | December 31, 2023 | $709 | N/A | Historical Operating, Investing, and Financing Activities - Net cash from operating activities increased by $431 million for the six months ended June 30, 2024, driven by higher Adjusted EBITDA, lower cash taxes, and favorable working capital changes[178] - Net cash used in investing activities remained stable at $5.6 billion for the six months ended June 30, 2024 and 2023, with increased capital expenditures offset by changes in accrued expenses[223] - Net cash used in financing activities increased by $284 million for the six months ended June 30, 2024, primarily due to higher net debt repayments, partly offset by reduced treasury stock and noncontrolling interest purchases[206] Capital Expenditures Total Capital Expenditures (Three and Six Months Ended June 30) | Period | 2024 (millions) | 2023 (millions) | | :----- | :-------------- | :-------------- | | Three months ended June 30 | $2,853 | $2,834 | | Six months ended June 30 | $5,644 | $5,298 | - The increase in capital expenditures for the six months ended June 30, 2024, was primarily due to higher spending on network evolution, subsidized rural construction line extensions, and customer premise equipment (Xumo)[224] - Full-year 2024 capital expenditures are projected to be approximately $12.0 billion, including $4.5 billion for line extensions and $1.6 billion for network evolution[207] Item 3. Quantitative and Qualitative Disclosures About Market Risk This section states that there have been no material changes to the interest rate risk disclosures previously provided in the Company's Annual Report on Form 10-K for the year ended December 31, 2023 - No material changes to interest rate risk disclosures since the 2023 Annual Report on Form 10-K[209] Item 4. Controls and Procedures This section confirms that management, including the CEO and CFO, evaluated the effectiveness of disclosure controls and procedures as of June 30, 2024, and concluded they were effective in providing reasonable assurance that information is recorded, processed, summarized, and reported timely - Management, including the CEO and CFO, evaluated disclosure controls and procedures as of June 30, 2024[226] - Based on the evaluation, disclosure controls and procedures were deemed effective in providing reasonable assurance for timely and accurate financial reporting[226][227] - No material changes in internal control over financial reporting occurred during the quarter ended June 30, 2024[211] PART II. OTHER INFORMATION Item 1. Legal Proceedings This section refers to the legal proceedings discussion in the Annual Report on Form 10-K, updated by Note 14 in the current report, and specifies a $1 million threshold for environmental proceedings disclosure - Legal proceedings are discussed in Note 14 of the consolidated financial statements and the 2023 Annual Report on Form 10-K[212] - A $1 million threshold is used for disclosing environmental proceedings involving a governmental authority[212] Item 1A. Risk Factors This section highlights potential risks, particularly those related to changes in the legal and regulatory framework, which could adversely affect the company's business by increasing costs, competition, or limiting operational flexibility - No material changes to risk factors from the 2023 Form 10-K, except as described in this section[213] - Changes in federal, state, and local regulation of cable systems, especially broadband Internet access, could increase costs, competition, and limit revenue potential[222] - Participation in government programs like ACP and RDOF carries compliance risks, and failure to meet requirements could result in penalties, enforcement actions, or loss of future funding; the end of the ACP benefit is disruptive, leading to customer and revenue losses[15][214][230] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds This section details Charter's equity security purchases during the second quarter of 2024, including shares bought as part of publicly announced plans and shares withheld for employee taxes Purchases of Equity Securities by the Issuer (Q2 2024) | Period | Total Number of Shares Purchased | Average Price Paid per Share | Publicly Announced Plans or Programs (Shares) | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (millions) | | :----- | :------------------------------- | :--------------------------- | :-------------------------------------------- | :-------------------------------------------------------------------------------------------------- | | April 1 - 30, 2024 | 495,909 | $266.00 | 493,180 | $390 | | May 1 - 31, 2024 | 427,542 | $270.16 | 425,442 | $384 | | June 1 - 30, 2024 | 408,202 | $277.70 | 403,205 | $406 | - During Q2 2024, Charter purchased approximately 1.3 million shares of Class A common stock for $358 million; Charter Holdings purchased 0.2 million common units from A/N for $46 million[21] - As of June 30, 2024, Charter had remaining board authority to purchase an additional $406 million of Class A common stock and/or Charter Holdings common units, excluding purchases from Liberty Broadband[21] Item 5. Other Information This section discloses the new employment agreement for Kevin D. Howard, Executive Vice President, Chief Accounting Officer, and Controller, detailing his compensation, benefits, and termination provisions - Kevin D. Howard, Executive Vice President, Chief Accounting Officer, and Controller, entered a new employment agreement effective July 26, 2024, with a term ending July 26, 2026[1][21] Kevin D. Howard's Compensation under New Agreement | Compensation Component | Details | | :--------------------- | :------ | | Annual Base Salary | At least $625,000 | | Target Annual Cash Bonus | 85% of annual base salary | - Involuntary termination without cause or resignation for good reason entitles Mr. Howard to two times the sum of his annual base salary and target annual bonus, 24 months of COBRA coverage costs, and up to 12 months of outplacement services, subject to a release of claims[3][4] Item 6. Exhibits This section refers to the Exhibit Index for a complete list of exhibits filed with the report - See Exhibit Index for a list of all exhibits[7] SIGNATURES This section confirms that the quarterly report was duly signed on behalf of Charter Communications, Inc. by Kevin D. Howard, Executive Vice President, Chief Accounting Officer, and Controller, on July 26, 2024 - The quarterly report was signed on behalf of Charter Communications, Inc. by Kevin D. Howard, Executive Vice President, Chief Accounting Officer and Controller, on July 26, 2024[9][10] Exhibit Index This section provides a comprehensive list of all exhibits filed with the quarterly report, including corporate governance documents, indentures, stock incentive plans, employment agreements, and certifications - The Exhibit Index lists various documents, including the Amended and Restated Certificate of Incorporation, Indentures, Stock Incentive Plans, the Employment Agreement with Kevin D. Howard, and certifications from the CEO and CFO[12]