Charter Communications, Inc 8-K, filed Jan 28, 2026
Charter Communications, Inc. (CHTR)
8-K
2026-01-28
For: 2026-01-27
View Original
Added on
April 07, 2026
About this 8-K
Charter Communications, Inc filed this 8-K on January 28, 2026, reporting on events of January 27, 2026.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 9.01: Financial statements and exhibits
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): January 27, 2026
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization)
| (Commission File Number) | (I.R.S. Employer Identification Number) | |||||||
(Address of principal executive offices including zip code)
(203 905-7801
(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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
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 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On January 27, 2026, the Board of Directors (the “Board”) of Charter Communications, Inc. (the “Company”) appointed Wade Davis to serve as a member of the Board, effective immediately, to fill the vacancy created by David Merritt’s previously disclosed retirement from the Board, effective January 26, 2026. The Board determined that Mr. Davis qualifies as “independent” in accordance with the published listing requirements of Nasdaq. Mr. Davis has not been appointed to any committees of the Board.
Mr. Davis will receive the standard compensation amounts payable to non-employee directors of the Board. Pursuant to these arrangements, commencing on January 27, 2026, Mr. Davis will be paid an annual cash retainer of $120,000, which will be prorated for his first year of service. In addition, on January 27, 2026, Mr. Davis received a grant of restricted stock with a value of $52,398, which was calculated by prorating the amount of the annual restricted stock grant made to each of the Company’s non-employee directors. The award will vest on the date of the Company’s 2026 annual meeting of stockholders, subject to Mr. Davis’s continued service on the Board through that date. In addition, Mr. Davis will enter into an indemnification agreement with the Company consistent with the form of indemnification agreement entered into between the Company and its existing non-employee directors.
There are no arrangements or understandings between Mr. Davis and any other persons pursuant to which Mr. Davis was appointed to the Board.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
| Exhibit | Description | ||||||||||
| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL | ||||||||||
* Filed herewith
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: January 28, 2026 | Executive Vice President, Chief Accounting Officer and Controller | ||||||||||
| CCO Holdings, LLC | |||||||||||
| Registrant | |||||||||||
| By: | /s/ Kevin D. Howard | ||||||||||
| Kevin D. Howard | |||||||||||
| Date: January 28, 2026 | Executive Vice President, Chief Accounting Officer and Controller | ||||||||||
| CCO Holdings Capital Corp. | |||||||||||
| Registrant | |||||||||||
| By: | /s/ Kevin D. Howard | ||||||||||
| Kevin D. Howard | |||||||||||
| Date: January 28, 2026 | Executive Vice President, Chief Accounting Officer and Controller | ||||||||||