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CHARTER COMMUNICATIONS, INC. /MO/ — Director's Dealing 2024
Jul 2, 2024
30080_dirs_2024-07-02_acb65546-3f08-4af5-aafa-f265b1fa677b.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: 2024-07-02
Reporting Person: Liberty Broadband Corp (Director, 10% Owner)
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2024-07-02 | 3.125% Exch. Senior Debentures due 2054 (obligation to sell) | $ | S | Disposed | Class A Common Stock (2188012) | Direct | ||
| 2024-07-02 | 3.125% Exch. Senior Debentures due 2053 (obligation to sell) | $ | P | Acquired | Class A Common Stock (567030) | Direct |
Footnotes
F1: On July 2, 2024, the reporting person sold, pursuant to a purchase agreement, $860,000,000 aggregate principal amount of its 3.125% exchangeable senior debentures due 2054 (the "Debentures") in a private sale pursuant to Rule 144A. Each $1,000 principal amount of Debentures is initially exchangeable for 2.5442 shares of the issuer's Class A common stock, par value $0.001 per share (the "Common Stock"). Upon exchange at the option of the holder or a purchase of the Debentures pursuant to a holder's put right, the reporting person may elect physical or cash settlement, or a combination thereof.
F2: Each Debenture is exchangeable at the option of the holder during specified periods as set forth in the Remarks section. Holders of the Debentures may put them to the reporting person on December 15, 2028, or prior thereto following the occurrence of a "fundamental change," and the Debentures may be redeemed by the reporting person, (i) in whole or in part, on or after December 15, 2028 at any time, or (ii) in whole or in part, prior to December 15, 2028, after the occurrence of certain conditions or events.
F3: The expiration date for the Debentures is June 30, 2054.
F4: Each $1,000 principal amount of 3.125% senior debentures due 2053 issued by the reporting person (the "3.125% Debentures") is exchangeable for 1.8901 shares of Common Stock, settled only in cash based on the value of the shares of Common Stock.
F5: Each 3.125% Debenture is exchangeable at the option of the holder during specified periods. Holders of the 3.125% Debentures may put them to the reporting person on April 6, 2026, or prior thereto following the occurrence of a "fundamental change," and the 3.125% Debentures may be redeemed by the reporting person, (i) in whole or in part, on or after April 6, 2026 at any time, or (ii) in whole, but not in part, prior to April 6, 2026, after the occurrence of certain conditions or events.
F6: The expiration date for the 3.125% Debentures is March 31, 2053.
F7: On July 2, 2024, the reporting person repurchased for cash $300,000,000 aggregate principal amount of the 3.125% Debentures. Holders of the 3.125% Debentures received payment of $960 for each $1,000 principal amount of the 3.125% Debentures accepted for purchase, plus accrued and unpaid interest.