CHARTER COMMUNICATIONS, INC. /MO/ — Director's Dealing 2016

Apr 27, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CHARTER COMMUNICATIONS, INC. /MO/ (CHTR)
CIK: 0001091667
Period of Report: 2016-04-25

Reporting Person: Rutledge Thomas (Director, President and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-04-25	Performance Vesting Stock Options	$201.56	A	1800000	Acquired	2026-04-25	Class A Common Stock (1800000)	Direct
2016-04-25	Restricted Stock Units	$	A	200000	Acquired		Class A Common Stock (200000)	Direct

Footnotes

F1: Stock options granted on April 25, 2016 under the Charter Communications, Inc. Amended and Restated 2009 Stock Incentive Plan; 360,000 shares subject to the attainment of a $262 per-share hurdle (with a 10-year term); 360,000 shares subject to the attainment of a $330 per-share hurdle (with a 10-year term); 360,000 shares subject to the attainment of a $412 per-share hurdle (with a 10-year term); 360,000 shares subject to the attainment of a $449 per-share hurdle (with a 10-year term); and 360,000 shares subject to the attainment of a $510 per-share hurdle (with a 10-year term). One third of the stock options will be first eligible to vest on each of the third, fourth and fifth anniversaries of the date of grant subject to achievement of the applicable per-share price hurdles. Any options that have not vested within 6 years from the date of grant will be cancelled.

F2: Restricted Stock Unit Grant - not applicable

F3: Restricted Stock Units granted on April 25, 2016 under the Charter Communications, Inc. Amended and Restated 2009 Stock Incentive Plan; 66,666 shares subject to the attainment of a $412 per-share hurdle; 66,666 shares subject to the attainment of a $449 per-share hurdle; and 66,667 shares subject to the attainment of a $510 per-share hurdle (each with a six-year term). One third of the Restricted Stock Units will be first eligible to vest on each of the third, fourth and fifth anniversaries of the date of grant subject to achievement of the applicable per-share price hurdles. Any Restricted Stock Units that have not vested within 6 years from the date of grant will be cancelled.