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 OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Soroban Opportunities Master Fund LP
  2. Issuer Name and Ticker or Trading Symbol
Altice USA, Inc. [ATUS]
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)
WALKERS CORPORATE LIMITED, 27 HOSPITAL ROAD
3. Date of Earliest Transaction (Month/Day/Year)
05/21/2021
(Street)

GEORGETOWN, GRAND CAYMAN, E9 KY1-9008
4. If Amendment, Date 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
(City)
(State)
(Zip)
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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 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
European-style cash-settled call options $ 35 05/21/2021 05/21/2021 J(2)     0 (2) 05/21/2021 05/21/2021 Class A-Common Stock, par-value $0.01 per share (2) $ 29,165,500 (2) $ 35 0 (2) D (1) (2) (3)  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Soroban Opportunities Master Fund LP
WALKERS CORPORATE LIMITED
27 HOSPITAL ROAD
GEORGETOWN, GRAND CAYMAN, E9 KY1-9008
    X    
Soroban Capital GP LLC
55 W 46TH STREET
32ND FLOOR
NEW YORK, NY 10036
    X    
Soroban Capital Partners LP
55 WEST 46TH STREET
32ND FLOOR
NEW YORK, NY 10036
    X    
Soroban Capital Partners GP LLC
55 W 46TH STREET
32ND FLOOR
NEW YORK, NY 10036
    X    
MANDELBLATT ERIC
C/O SOROBAN CAPITAL PARTNERS LP
55 WEST 46TH STREET, 32ND FLOOR
NEW YORK, NY 10036
    X    

Signatures

 SOROBAN OPPORTUNITIES MASTER FUND L.P., By: Soroban Capital GP LLC, its general partner, By: /s/ Eric W. Mandelblatt, Managing Partner   05/25/2021
**Signature of Reporting Person Date

 SOROBAN CAPITAL GP LLC, By: /s/ Eric W. Mandelblatt, Managing Partner   05/25/2021
**Signature of Reporting Person Date

 SOROBAN CAPITAL PARTNERS LP, By: Soroban Capital Partners GP LLC, its general partner, by: /s/ Eric W. Mandelblatt, Managing Partner   05/25/2021
**Signature of Reporting Person Date

 SOROBAN CAPITAL PARTNERS GP LLC, By: /s/ Eric W. Mandelblatt, Managing Partner   05/25/2021
**Signature of Reporting Person Date

 ERIC W. MANDELBLATT, /s/ Eric W. Mandelblatt   05/25/2021
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The reported call options were held in the account of Soroban Opportunities Master Fund LP. Soroban Capital GP LLC may be deemed to have beneficially owned the reported call options by virtue of its role as general partner of Soroban Opportunities Master Fund LP. Soroban Capital Partners LP may be deemed to have beneficially owned the reported call options by virtue of its role as investment manager of Soroban Opportunities Master Fund LP. Soroban Capital Partners GP LLC may be deemed to have beneficially owned the reported call options by virtue of its role as general partner of Soroban Capital Partners LP. Eric W. Mandelblatt may be deemed to have beneficially owned the reported call options by virtue of his role as Managing Partner of Soroban Capital Partners GP LLC.
(2) Soroban Opportunities Master Fund LP exercised European-style cash-settled call options referencing an aggregate of 833,300 shares of Class A Common Stock, par value $0.01 per share with a strike price of $35.00 per share that settled May 21, 2021. The call options settled for cash and did not give Soroban Opportunities Master Fund LP direct or indirect voting, investment or dispositive control over any securities of Altice USA, Inc. and did not permit Soroban Opportunities Master Fund LP to exercise such cash-settled call options and receive shares of Altice USA, Inc.
(3) Each of Soroban Capital GP LLC, Soroban Capital Partners LP, Soroban Capital Partners GP LLC and Eric W. Mandelblatt disclaim beneficial ownership of the reported call options except to the extent of his or its pecuniary interest.

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