Item 5.02 Departure of Directors or Certain Officers; Election Of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
As described in Item 5.07 below, on June 10, 2020, the stockholders of Altice
USA, Inc. (the "Company") approved an amendment and restatement to the Altice
USA 2017 Long Term Incentive Plan (the "Plan") to increase the number of shares
authorized for issuance under the Plan by 35,000,000 and makes other changes. A
detailed description of the Plan is included in the Company's definitive   proxy
statement   filed with the Securities and Exchange Commission ("SEC") on April
24, 2020. A complete copy of the Plan is filed as   Exhibit 99.1   to the
Company's Registration Statement on Form S-8 filed with the SEC on June 10, 2020
and is incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders
On June 10, 2020, the Company held its 2020 Annual Meeting of Stockholders
("Annual Meeting") at which the Class A and Class B stockholders voted together
as a single class upon: (i) the election of Patrick Drahi, Gerrit Jan Bakker,
Manon Brouillette, David Drahi, Dexter Goei, Mark Mullen, Dennis Okhuijsen,
Charles Stewart and Raymond Svider to the Company's Board of Directors for
one-year terms; (ii) the ratification of the appointment of KPMG LLP as the
Company's independent registered public accounting firm for the 2020 fiscal
year; and (iii) the amendment and restatement to the Company's 2017 Long Term
Incentive Plan.
The Class A and Class B stockholders elected all nine director nominees on which
they voted, approved the ratification of the appointment of KPMG LLP as the
Company's independent registered public accounting firm for the 2020 fiscal
year, and approved the amendment and restatement to the Company's 2017 Long Term
Incentive Plan.
The number of votes cast for, withheld or against and the number of abstentions
and broker non-votes with respect to each matter voted upon, as applicable, are
set forth below. In accordance with the Company's Amended and Restated
Certificate of Incorporation, Class A stockholders have one vote per share and
Class B stockholders have twenty-five votes per share.
No other matters were considered and voted on by the stockholders at the Annual
Meeting.
Proposal 1: Election of Directors
                           For              Against         Abstain        Broker Non-Votes
Patrick Drahi         4,817,084,526       100,231,650       183,994           16,955,900
Gerrit Jan Bakker     4,825,246,454       92,180,141        73,575            16,955,900
Manon Brouillette     4,829,252,593       88,174,865        72,712            16,955,900
David Drahi           4,804,846,854       112,581,224       72,092            16,955,900
Dexter Goei           4,833,031,322       84,418,973        49,875            16,955,900
Mark Mullen           4,819,610,727       97,816,713        72,730            16,955,900
Dennis Okhuijsen      4,824,896,393       92,538,801        64,976            16,955,900
Charles Stewart       4,825,090,346       92,359,311        50,513            16,955,900
Raymond Svider        4,749,774,177       167,653,471       72,522            16,955,900



Proposal 2: Ratification of Appointment of KPMG LLP as Independent Registered
Public Accounting Firm
For:           4,934,160,623
Against:             145,663
Abstain:             149,784



Proposal 3: Amendment and Restatement to the 2017 Long Term Incentive Plan
For:                     4,905,052,237
Against:                    12,389,331
Abstain:                        58,602
Broker Non-Votes:           16,955,900

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses