CHARTER COMMUNICATIONS, INC. /MO/ — Director's Dealing 2018

Jan 17, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CHARTER COMMUNICATIONS, INC. /MO/ (CHTR)
CIK: 0001091667
Period of Report: 2018-01-15

Reporting Person: Bickham John (President and COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-12	Class A Common Stock	G	6212	—	Disposed	29276	Direct
2018-01-15	Class A Common Stock	M	2844	$356.32	Acquired	32120	Direct
2018-01-15	Class A Common Stock	F	990	$356.32	Disposed	31130	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-31	Performance Vesting Stock Options	$221.25	J	352638	Disposed	2026-06-17	Class A common stock (352638)	Direct
2017-03-31	Performance Vesting Stock Options	$221.25	J	352638	Acquired	2026-06-17	Class A common stock (352638)	Indirect
2018-01-15	Restricted Stock Units	$	M	2844	Disposed		Class A Common Stock (2844)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	6212	Indirect

Footnotes

F1: Transferred shares to a trust.

F2: Includes shares held jointly with Kathy L. Bickham.

F3: Restricted Stock Units convert into common stock on a one-for-one basis.

F4: Withholding of securities for the purpose of paying taxes.

F5: Stock options granted on June 17, 2016 under the Charter Communictions, Inc. Amended and Restated 2009 Stock Incentive Plan: 117,546 shares subject to the attainment of $455.66 per-share hurdle (with a 10-year term) ("Tranche III Options"); 117,546 shares subject to the attainment of a $496.58 per-share hurdle (with a 10-year term) ("Tranche IV Options"); and 117,546 shares subject to the attainment of a $564.04 per-share hurdle (with a 10-year term) ("Tranche V Options"). 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.

F6: Mr. Bickham transferred the Tranche III Performance Options, the Tranche IV Performance Options and the Tranche V Performance Options to The Bickham Family 2016 Irrevocable Trust in exchange for a promissory note in the amount of $30,733,185, the appraised value of the options.

F7: On 1/15/2015 the reporting person was granted 3,146 Restricted Stock Units to vest on 1/15/2018. In connection with the closing of the Time Warner Cable Inc. transactions the merger exchange ratio of .9042 was applied to the number of unvested Restricted Stock Units.