6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of May, 2019

Commission File Number 001-10805

Rogers Communications Inc.

(Translation of registrant’s name into English)

333 Bloor Street East

10th Floor

Toronto, Ontario M4W 1G9

Canada

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F  ☐                       Form 40-F  ☑

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes  ☐                     No  ☑

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes  ☐                      No  ☑

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ROGERS COMMUNICATIONS INC.
By:	/s/ Graeme McPhail
	Name:  Graeme McPhail
	Title:    Chief Legal and Regulatory Officer and Secretary

Date:  May 1, 2019

Exhibit Index

Exhibit Number	Description of Document
99.1	Material Change Report dated May 1, 2019

EX-99.1

Exhibit 99.1

FORM 51-102F3

MATERIAL CHANGE REPORT

Item 1	Name and Address of Company
	Rogers Communications Inc. (“RCI”) The principal office of RCI is located at: 333 Bloor Street East Toronto, Ontario M4W 1G9
Item 2	Date of Material Change
	April 23, 2019
Item 3	News Release
	A news release was issued through GlobeNewswire on April 23, 2019.
Item 4	Summary of Material Change
	On April 23, 2019, Rogers Communications priced an underwritten public offering in the United States of US$1.25 billion aggregate principal amount of 4.35% senior notes due 2049 (the “US Notes”).
Item 5.1	Full Description of Material Change
	The net proceeds from the issuance of these US Notes was approximately US$1.23 billion and is expected to be used, together with other debt funding, for general corporate purposes, including to fund maturing short-term borrowings and to fund the Cdn$1.725 billion cash investment required to acquire 52 of 64 of the twenty year 600 MHz spectrum licenses available to RCI. The sale of the US Notes closed on April 30, 2019.
	The US Notes were issued pursuant to a prospectus supplement and accompanying prospectus filed with the United States Securities and Exchange Commission (the “SEC”) as part of an effective shelf registration statement on Form F-10.
	This material change report includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations or beliefs, and are subject to uncertainty and changes in circumstances. Actual results may vary materially from those expressed or implied by the statements herein due to changes in economic, business, competitive, technological, strategic and/or regulatory factors, and other factors affecting the operations of RCI.
	More detailed information about these factors may be found in filings by RCI with the SEC, including its most recent Annual Report on Form 40-F. RCI is under no obligation to, and expressly disclaims any such obligation to, update or alter its forward-looking statements, whether as a result of new information, future events, or otherwise.

Item 5.2	Disclosure of Restructuring Transactions
	Not applicable.
Item 6	Reliance on subsection 7.1(2) of National Instrument 51-102
	Not applicable.
Item 7	Omitted Information
	No significant facts remain confidential in, and no information has been omitted from, this report.
Item 8	Executive Officer
	For further information, please contact Graeme McPhail, Chief Legal and Regulatory Officer and Secretary, at 416.935.2505.
Item 9	Date of Report
	May 1, 2019