CHARTER COMMUNICATIONS, INC. /MO/ — Director's Dealing 2023

Jan 19, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CHARTER COMMUNICATIONS, INC. /MO/ (CHTR)
CIK: 0001091667
Period of Report: 2023-01-17

Reporting Person: Winfrey Christopher L (President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-01-17	Class A Common Stock	M	1758	—	Acquired	51014	Direct
2023-01-17	Class A Common Stock	F	911	$386.82	Disposed	50103	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-01-05	Stock Options	$221.248	J	50536	Disposed	2026-06-17	Class A Common Stock (50536.0)	Indirect
2023-01-05	Stock Options	$221.248	J	50536	Acquired	2026-06-17	Class A Common Stock (50536.0)	Direct
2023-01-17	Restricted Stock Units	$	M	1758	Disposed		Class A Common Stock (1758.0)	Direct
2023-01-17	Stock Options	$387.375	A	124922	Acquired	2033-01-17	Class A Common Stock (124922.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	82518	Indirect
Class A Common Stock	34909	Indirect
Class A Common Stock	945	Indirect
Class A Common Stock	20674	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options	$221.248	2026-06-17	Class A Common Stock (53247.0)	53247	Indirect
Stock Options	$221.248	2026-06-17	Class A Common Stock (80329.0)	80329	Indirect
Stock Options	$221.248	2026-06-17	Class A Common Stock (64052.0)	64052	Indirect

Footnotes

F1: Restricted Stock Units granted on January 15, 2020 under the Charter Communications, Inc. 2019 Stock Incentive Plan; 100% of the grant vested on the third anniversary of the grant date, with an effective date of January 17, 2023.

F2: Restricted Stock Unit grant - price and expiration date not applicable

F3: Withholding of securities for the purpose of paying taxes.

F4: On January 5, 2023 the Christopher L. Winfrey 2020 GRAT II transferred 50,536 stock options to the reporting person. The stock options were granted June 17, 2016 under the Charter Communications, Inc. 2009 Stock Incentive Plan (with a 10-year term) as follows: 99,461 shares subject to the attainment of a $289.76 per-share hurdle; 99,462 shares subject to the attainment of a $364.97 per-share hurdle; 99,462 shares subject to the attainment of $455.66 per-share hurdle; 99,462 shares subject to the attainment of a $496.58 per-share hurdle; and 99,462 shares subject to the attainment of a $564.04 per-share hurdle. One third of the stock options were 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 had not vested within 6 years from the date of grant would have been cancelled. All options were fully exercisable as of June 17, 2021.

F5: Stock Options granted on January 17, 2023 under the Charter Communications, Inc. 2019 Stock Incentive Plan; 100% of the grant will vest on the third anniversary of the grant date, January 17, 2026. Such options will terminate 10 years from the date of grant unless terminated sooner in accordance with the plan or grant agreement.

F6: Stock options granted on June 17, 2016 under the Charter Communications, Inc. 2009 Stock Incentive Plan (with a 10-year term) as follows: 99,461 shares subject to the attainment of a $289.76 per-share hurdle; 99,462 shares subject to the attainment of a $364.97 per-share hurdle; 99,462 shares subject to the attainment of $455.66 per-share hurdle; 99,462 shares subject to the attainment of a $496.58 per-share hurdle; and 99,462 shares subject to the attainment of a $564.04 per-share hurdle. One third of the stock options were 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 had not vested within 6 years from the date of grant would have been cancelled. All options were fully exercisable as of June 17, 2021.