Sec Form 4 Filing - CHARTER COMMUNICATIONS, INC. /MO/ @ COMSCORE, INC. - 2025-12-29

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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
CHARTER COMMUNICATIONS, INC. /MO/
2. Issuer Name and Ticker or Trading Symbol
COMSCORE, INC. [ SCOR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
400 WASHINGTON BLVD.
3. Date of Earliest Transaction (MM/DD/YY)
12/29/2025
(Street)
STAMFORD, CT06902
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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
Common Stock 12/29/2025 A 3,286,825 A 3,336,614 I See Footnote ( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Convertible Preferred Stock ( 3 ) 12/29/2025 D 31,928,301 ( 3 ) ( 3 ) Common Stock 1,603,578 ( 1 ) 0 I See Footnote ( 2 )
Series C Convertible Preferred Stock ( 4 ) 12/29/2025 A 4,223,621 ( 4 ) ( 4 ) Common Stock 4,223,621 ( 1 ) 4,223,621 I See Footnote ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CHARTER COMMUNICATIONS, INC. /MO/
400 WASHINGTON BLVD.
STAMFORD, CT06902
X
Charter Communications Holding Company, LLC
12405 POWERSCOURT DRIVE
ST. LOUIS, MO63131
X
SPECTRUM MANAGEMENT HOLDING COMPANY, LLC
12405 POWERSCOURT DRIVE
ST. LOUIS, MO63131
X
CHARTER COMMUNICATIONS HOLDINGS LLC
12405 POWERSCOURT DRIVE
ST. LOUIS, MO63131
X
CCH II LLC
12405 POWERSCOURT DRIVE
ST. LOUIS, MO63131
X
Signatures
Charter Communications, Inc. By: Jennifer A. Smith, Vice President /s/ Jennifer A. Smith 12/31/2025
Signature of Reporting Person Date
Charter Communications Holding Company, LLC By: Jennifer A. Smith, Vice President /s/ Jennifer A. Smith 12/31/2025
Signature of Reporting Person Date
Spectrum Management Holding Company, LLC By: Jennifer A. Smith, Vice President /s/ Jennifer A. Smith 12/31/2025
Signature of Reporting Person Date
Charter Communications Holdings, LLC By: Jennifer A. Smith, Vice President /s/ Jennifer A. Smith 12/31/2025
Signature of Reporting Person Date
CCH II, LLC By: Jennifer A. Smith, Vice President /s/ Jennifer A. Smith 12/31/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to the closing of the Stock Exchange Agreement, dated as of September 26, 2025, by and between the comScore, Inc. ("Issuer") and Charter Communications Holding Company, LLC ("HoldCo"), in exchange for 31,928,301 shares of Series B Convertible Preferred Stock, the Issuer issued to HoldCo (i) 4,223,621 shares of Series C Preferred Stock and (ii) 3,286,825 shares of Common Stock.
( 2 )HoldCo is the record holder of the reported shares. Spectrum Management Holding Company, LLC ("Spectrum Management") is the controlling parent company of HoldCo. Charter Communications Holdings, LLC ("Holdings") is the controlling parent company of Spectrum Management. CCH II, LLC ("CCH II") is the controlling parent company of Holdings. Charter Communications, Inc. ("Charter") is the controlling parent company of CCH II.
( 3 )Shares of Series B Convertible Preferred Stock are convertible, at the holder's election, at the conversion rate (as defined in the Certificate of Designation of Series B Convertible Preferred Stock), which was initially one-to-one, as adjusted (i) to reflect the 1-for-20 reverse stock split on December 20, 2023 and (ii) by accrued but unpaid dividends. Upon conversion, the holder will receive cash in lieu of fractional shares (if any). Shares of Series B Convertible Preferred Stock have no expiration date.
( 4 )Shares of Series C Convertible Preferred Stock are convertible at the option of the holder at any time into the number of shares of Common Stock equal to the conversion rate (as defined in the Certificate of Designation of Series C Convertible Preferred Stock). Upon conversion, the holder will receive cash in lieu of fractional shares (if any) and shall fully participate, on an as-converted basis, in any dividends declared and paid or distributions on the Common Stock as if the Series C Preferred Stock were converted. Shares of Series C Convertible Preferred Stock have no expiration date.

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