SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Next Alt S.a.r.l.

(Last) (First) (Middle)
5, RUE EUGENE RUPPERT

(Street)
GRAND DUCHY OF LUXEMBOURG N4 L-2453

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Altice USA, Inc. [ ATUS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/19/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
Class A common stock 41,369,305 D
Class A common stock 06/19/2020 S 498,000 D $24.23(1) 18,560,426 I Altice CVC Lux S.a r.l.(4)(5)(6)
Class A common stock 06/19/2020 S 2,000 D $24.98(2) 18,558,426 I Altice CVC Lux S.a r.l.(4)(5)(6)
Class A common stock 06/22/2020 S 385,800 D $24.22(3) 18,172,626 I Altice CVC Lux S.a r.l.(4)(5)(6)
Class A common stock 6,030,897 I Uppernext S.C.S.p(4)(5)(6)
Class A common stock 1,000 I A4 S.A.(4)(5)(6)
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
1. Name and Address of Reporting Person*
Next Alt S.a.r.l.

(Last) (First) (Middle)
5, RUE EUGENE RUPPERT

(Street)
GRAND DUCHY OF LUXEMBOURG N4 L-2453

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Drahi Patrick

(Last) (First) (Middle)
5 RUE EUGENE RUPPERT

(Street)
GRAND DUCHY OF LUXEMBOURG N4 L-2453

(City) (State) (Zip)
1. Name and Address of Reporting Person*
A4 S.A.

(Last) (First) (Middle)
5, RUE EUGENE RUPPERT

(Street)
GRAND DUCHY OF LUXEMBOURG N4 L-2453

(City) (State) (Zip)
Explanation of Responses:
1. Represents the weighted average sale price. The highest price at which shares were sold was $24.77 and the lowest price at which shares were sold was $23.81. The Reporting Person undertakes to provide any security holder of Altice USA, Inc. or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each specific price. These sales were effected pursuant to a Rule 10b5-1 trading plan adopted by Altice CVC Lux S.a r.l. ("Altice CVC Lux") on June 3, 2020.
2. These sales were effected pursuant to a Rule 10b5-1 trading plan adopted by Altice CVC Lux S.a r.l. ("Altice CVC Lux") on June 3, 2020.
3. Represents the weighted average sale price. The highest price at which shares were sold was $24.37 and the lowest price at which shares were sold was $23.81. The Reporting Person undertakes to provide any security holder of Altice USA, Inc. or the staff of the SEC, upon request, full information regarding the number of shares sold at each specific price. These sales were effected pursuant to a Rule 10b5-1 trading plan adopted by Altice CVC Lux on June 3, 2020.
4. Next Alt S.a r.l. ("Next Alt") is a personal holding company of Mr. Drahi, who is its controlling shareholder. As of the date of this report, Next Alt directly and indirectly owns 77.58% of the share capital and voting rights of Altice Europe N.V. Altice Europe N.V. maintains a one-tier board of four executive board members, one of whom is Mr. Drahi, and four non-executive board members. The executive board members are appointed by shareholders at the general meeting at the binding nomination of Next Alt. Altice CVC Lux is an indirect wholly owned subsidiary of Altice Europe N.V. Mr. Drahi, Next Alt and Altice Europe N.V. may each be deemed to beneficially own the shares of the Issuer owned by Altice CVC Lux.
5. Mr. Drahi is the sole controlling shareholder of Uppernext S.C.S.p ("Uppernext"). As such, Mr. Drahi may be deemed to beneficially own shares of the Issuer held by Uppernext. A4 S.A., which is controlled by the family of Mr. Drahi, is an executive board member of Altice Europe N.V. Mr. Drahi is a director of the Issuer and Next Alt and A4 S.A. are parties to a stockholders agreement with the Issuer pursuant to which they have certain rights to appoint directors of the Issuer.
6. Each Reporting Person disclaims beneficial ownership of all interests reported on this Form 4 except to the extent of such Reporting Person's pecuniary interests.
/s/ Gary Simon, Attorney-in-Fact for Next Alt S.a r.l. 06/23/2020
/s/ Gary Simon, Attorney-in-Fact for Patrick Drahi 06/23/2020
/s/ Gary Simon, Attorney-in-Fact for A4 S.A. 06/23/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.