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SCHEDULE 13D/A 0001641172-25-002393 0001527166 XXXXXXXX LIVE 4 Common Stock, par value $0.01 per share 08/03/2025 false 0001517228 20337X109 CommScope Holding Company, Inc. 3642 E. US Highway 70 Claremont NC 28610 Jeffrey Ferguson (202) 729-5626 1001 Pennsylvania Avenue, NW Suite 220 South Washington DC 20004 0001527166 N The Carlyle Group Inc. OO N DE 0.00 45865768.00 0.00 45865768.00 45865768.00 N 17.5 CO 0001548626 N Carlyle Holdings I GP Inc. OO N DE 0.00 45865768.00 0.00 45865768.00 45865768.00 N 17.5 CO 0001548627 N Carlyle Holdings I GP Sub L.L.C. OO N DE 0.00 45865768.00 0.00 45865768.00 45865768.00 N 17.5 OO (Limited Liability Company) 0001548628 N Carlyle Holdings I L.P. OO N DE 0.00 45865768.00 0.00 45865768.00 45865768.00 N 17.5 PN 0001790577 N CG Subsidiary Holdings L.L.C. OO N DE 0.00 45865768.00 0.00 45865768.00 45865768.00 N 17.5 OO (Limited Liability Company) 0000933790 N TC Group, L.L.C. OO N DE 0.00 45865768.00 0.00 45865768.00 45865768.00 N 17.5 OO (Limited Liability Company) 0001548639 N TC Group Sub L.P. OO N DE 0.00 45865768.00 0.00 45865768.00 45865768.00 N 17.5 PN 0001772672 N TC Group VII S1, L.L.C. OO N DE 0.00 45865768.00 0.00 45865768.00 45865768.00 N 17.5 OO (Limited Liability Company) 0001772631 N TC Group VII S1, L.P. OO N DE 0.00 45865768.00 0.00 45865768.00 45865768.00 N 17.5 PN 0001772667 N Carlyle Partners VII S1 Holdings, L.P. OO N DE 0.00 45865768.00 0.00 45865768.00 45865768.00 N 17.5 PN Common Stock, par value $0.01 per share CommScope Holding Company, Inc. 3642 E. US Highway 70 Claremont NC 28610 This Amendment No. 4 to Schedule 13D ("Amendment No. 4") amends and supplements the Schedule 13D filed with the United States Securities and Exchange Commission on April 11, 2019 (as amended to date, the "Schedule 13D"), relating to the Common Stock, par value $0.01 per share (the "Common Stock"), of CommScope Holding Company, Inc., a Delaware corporation (the "Issuer"). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D. Item 3 of the Schedule 13D is hereby amended by inserting the following information at the end of Item 3: On June 30, 2025, Carlyle Partners VII acquired 17,107 shares of Series A Preferred Stock as a result of dividend payments from the Issuer on the Series A Preferred Stock. Item 4 of the Schedule 13D is hereby amended by inserting the following information at the end of Item 4: Voting Agreement On August 3, 2025, Amphenol Corporation entered into an agreement with the Issuer (the "Purchase Agreement") to purchase the Issuer's Connectivity and Cable Solutions reporting segment in exchange for approximately $10.5 billion in cash (the "Transaction"). In connection with the Purchase Agreement, Carlyle Partners VII entered into a voting and support agreement with Amphenol Corporation (the "Voting Agreement"), pursuant to which, Carlyle Partners VII agreed to, among other things, appear in person or by proxy at the Issuer's stockholder meeting, vote in favor of the adoption of the Purchase Agreement, vote against competing proposals, and not transfer any securities held or to be acquired until the termination of the Voting Agreement, except for certain Permitted Transfers (as defined in the Voting Agreement) subject to conditions set forth therein. The Voting Agreement will terminate upon the earliest to occur of (i) the consummation of the Transaction, (ii) receipt of stockholder approval of the Transaction by the Issuer's stockholders, (iii) entry into or effectiveness of an amendment to the Purchase Agreement that adversely affects the Issuer or (iv) the termination of the Purchase Agreement in accordance with its terms. The foregoing description of the Voting Agreement does not purport to be complete and is qualified in its entirety by the full text of such agreement, which is attached as an exhibit to this Schedule 13D and incorporated herein by reference. Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows: The information contained on the cover pages is incorporated by reference into this Item 5. The amount of securities reported herein is based on 262,462,806 shares of Common Stock outstanding as of the date hereof, consisting of 216,597,038 shares of Common Stock outstanding as of April 21, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 1, 2025, and 45,865,768 shares of Common Stock underlying the Series A Preferred Stock held of record by Carlyle Partners VII. Carlyle Partners VII is the record holder of 1,261,310 shares of Series A Preferred Stock, which are convertible into 45,865,768 shares of Common Stock, subject to adjustment as provided in the Certificate of Designations. The Carlyle Group Inc., a publicly traded company listed on Nasdaq, is the sole shareholder of Carlyle Holdings I GP Inc., which is the managing member of Carlyle Holdings I GP Sub L.L.C., which is the general partner of Carlyle Holdings I L.P., which, with respect to the securities reported herein, is the managing member of CG Subsidiary Holdings L.L.C., which is the managing member of TC Group, L.L.C., which is the general partner of TC Group Sub L.P., which is the managing member of TC Group VII S1, L.L.C., which is the general partner of TC Group VII S1, L.P., which is the general partner of Carlyle Partners VII. Accordingly, each of the foregoing entities may be deemed to share beneficial ownership of the shares of Common Stock beneficially owned by Carlyle Partners VII. The information contained on the cover pages is incorporated by reference into this Item 5. Except as described in Item 3 to this Amendment No. 4, during the past 60 days none of the Reporting Persons or Related Persons has effected any transactions in the Common Stock. None. Not applicable. Item 6 of the Schedule 13D is hereby amended by inserting the following information at the end of Item 6: Item 4 above summarizes certain provisions of the Voting Agreement and is incorporated herein by reference. A copy of such agreement is attached as an exhibit to this Schedule 13D, and is incorporated herein by reference. Exhibit 99.1: Voting and Support Agreement, dated August 3, 2025 The Carlyle Group Inc. /s/ Anne Frederick, attorney-in-fact John C. Redett, Chief Financial Officer 08/05/2025 Carlyle Holdings I GP Inc. /s/ Anne Frederick, attorney-in-fact John C. Redett, Managing Director and Chief Financial Officer 08/05/2025 Carlyle Holdings I GP Sub L.L.C. By: Carlyle Holdings I GP Inc., its sole member, By: /s/ Anne Frederick, attorney-in-fact John C. Redett, Managing Director and Chief Financial Officer 08/05/2025 Carlyle Holdings I L.P. /s/ Anne Frederick, attorney-in-fact John C. Redett, Managing Director 08/05/2025 CG Subsidiary Holdings L.L.C. /s/ Anne Frederick, attorney-in-fact John C. Redett, Managing Director 08/05/2025 TC Group, L.L.C. /s/ Anne Frederick, attorney-in-fact John C. Redett, Managing Director 08/05/2025 TC Group Sub L.P. By: TC Group, L.L.C., its general partner, By: /s/ Anne Frederick, attorney-in-fact John C. Redett, Managing Director 08/05/2025 TC Group VII S1, L.L.C. /s/ Jeremy W. Anderson Jeremy W. Anderson, Vice President 08/05/2025 TC Group VII S1, L.P. /s/ Jeremy W. Anderson Jeremy W. Anderson, Vice President 08/05/2025 Carlyle Partners VII S1 Holdings, L.P. By: TC Group VII S1, L.P., its general partner, By: /s/ Jeremy W. Anderson Jeremy W. Anderson, Vice President 08/05/2025