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CHARTER COMMUNICATIONS, INC. /MO/ — Director's Dealing 2023
Nov 2, 2023
30080_dirs_2023-11-02_6eef072b-80a6-4db7-b163-c203efeb0b9a.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: CHARTER COMMUNICATIONS, INC. /MO/ (CHTR)
CIK: 0001091667
Period of Report: 2023-10-31
Reporting Person: ADVANCE/NEWHOUSE PARTNERSHIP (Director, 10% Owner)
Reporting Person: ADVANCE LONG-TERM MANAGEMENT TRUST (Director, 10% Owner)
Reporting Person: NEWHOUSE BROADCASTING CORP (Director, 10% Owner)
Reporting Person: ADVANCE PUBLICATIONS, INC (Director, 10% Owner)
Reporting Person: NEWHOUSE FAMILY HOLDINGS, L.P. (Director, 10% Owner)
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2023-10-31 | Call option (obligation to sell) | $643.0830 | P | 624239 | Disposed | Common Stock (624239) | Direct | |
| 2023-10-31 | Put option (right to sell) | $445.4935 | S | 624239 | Disposed | Common Stock (624239) | Direct | |
| 2023-11-01 | Call option (obligation to sell) | $643.0830 | P | 300000 | Disposed | Common Stock (300000) | Direct | |
| 2023-11-01 | Put option (right to sell) | $445.4935 | S | 300000 | Disposed | Common Stock (300000) | Direct |
Footnotes
F1: On February 4, 2020, Advance/Newhouse Partnership ("A/N") established a credit facility backed by an equity collar transaction and an aggregate of 4,000,000 Class B Common Units of Charter Communications Holdings, LLC ("Units") to provide financial flexibility to support its ongoing estate planning and its investment program and for other general corporate purposes. A/N entered into Share Collar Transactions (the "Transactions") with unaffiliated banks, pursuant to which A/N wrote European call options and purchased European put options over an aggregate of 4,000,000 shares of Class A common stock (the "Common Stock") of Charter Communications, Inc. (the "Issuer"). Under the agreement, the Transactions may be settled in cash unless A/N elects physical settlement, in which case it expects to exchange Units for Class A Common Stock sufficient to satisfy its obligations under the Transactions. A portion of the Transactions was previously unwound.
F2: A/N early terminated the remainder of the Transactions, with expiration dates running from August 12, 2024 to September 5, 2024, inclusive, and an equivalent portion of the corresponding credit facility. The terminated Transactions covered 924,239 shares of Class A Common Stock, and, in connection with these terminations, 924,239 Units were released from the related pledge. Pursuant to these terminations, the unaffiliated bank counterparties paid approximately $54.7 million in cash to A/N.