CHARTER COMMUNICATIONS, INC. /MO/ — Director's Dealing 2020

Feb 6, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CHARTER COMMUNICATIONS, INC. /MO/ (CHTR)
CIK: 0001091667
Period of Report: 2020-02-04

Reporting Person: Winfrey Christopher L (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-04	Class A Common Stock	M	81378	$36.17	Acquired	91156	Direct
2020-02-04	Class A Common Stock	F	21352	$528.64	Disposed	69804	Direct
2020-02-04	Class A Common Stock	F	21346	$528.85	Disposed	48458	Direct
2020-02-04	Class A Common Stock	S	19337	$523.77	Disposed	29121	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-02-04	Stock Options	$36.17	M	81378	Disposed	2020-11-01	Class A Common Stock (81378.0)	Direct
2020-01-28	Stock Options	$221.25	J	99461	Disposed	2026-06-17	Class A Common Stock (99461.0)	Direct
2020-01-28	Stock Options	$221.25	J	99461	Acquired	2026-06-17	Class A Common Stock (99461.0)	Indirect
2020-01-28	Stock Options	$150.88	J	24064	Disposed	2026-01-15	Class A Common Stock (24064.0)	Direct
2020-01-28	Stock Options	$150.88	J	24064	Acquired	2026-01-15	Class A Common Stock (24064.0)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	27126	Indirect
Class A Common Stock	34908	Indirect
Class A Common Stock	34909	Indirect
Class A Common Stock	945	Indirect

Footnotes

F1: Pursuant to a 10b5-1 plan entered into in 2019 to address ten-year options to expire in 2020, the reporting person exercised 81,378 stock options granted in 2010 under the Charter Communications, Inc. 2009 Stock Incentive Plan.

F2: Withholding of securities for the purpose of paying the exercise price and paying taxes from the transactions pursuant to the 10b5-1 plan reported in footnote #1.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions pursuant to the 10b5-1 plan reported in footnote #1 at prices ranging from $519.85 to $528.31, inclusive. The reporting person undertakes to provide Charter Communications, Inc., any security holder of Charter Communications, Inc., or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F4: Stock options granted on June 17, 2016 under the Charter Communictions, Inc. Amended and Restated 2009 Stock Incentive Plan: 99,461 shares subject to the attainment of a $289.76 per-share hurdle (with a 10-year term); 99,462 shares subject to the attainment of a $364.97 per-share hurdle (with a 10-year term); 99,462 shares subject to the attainment of $455.66 per-share hurdle (with a 10-year term); 99,462 shares subject to the attainment of a $496.58 per-share hurdle (with a 10-year term); and 99,462 shares subject to the attainment of a $564.04 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.

F5: On January 28, 2020 the reporting person transferred 99,461 stock options to the Christopher L. Winfrey 2019 GRAT I.

F6: Stock options granted on January 15, 2016 under the Charter Communications, Inc. 2009 Stock Incentive Plan. The options became fully exercisable on January 15, 2019.

F7: On January 28, 2020, the reporting person transferred 24,064 stock options to the Christopher L. Winfrey 2019 GRAT I.