FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Bickham John
2. Issuer Name and Ticker or Trading Symbol

CHARTER COMMUNICATIONS, INC. /MO/ [ CHTR ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
President and COO
(Last)          (First)          (Middle)

C/O CHARTER COMMUNICATIONS, INC., 400 ATLANTIC STREET
3. Date of Earliest Transaction (MM/DD/YYYY)

2/21/2020
(Street)

STAMFORD, CT 06901
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 2/21/2020  M  7256 (1)A$533.84 38386 (2)D  
Class A Common Stock 2/21/2020  F  3082 (3)D$533.84 35304 (2)D  
Class A Common Stock 2/21/2020  M  1674 (4)A$533.84 36978 (2)D  
Class A Common Stock 2/21/2020  F  776 (3)D$533.84 36202 (2)D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units  (5)2/21/2020  M     7256   (1) (1)Class A Common Stock 7256.0 $0 50792 D  
Restricted Stock Units  (5)2/21/2020  M     1674   (4) (4)Class A Common Stock 1674.0 $0 11722 D  

Explanation of Responses:
(1) Vesting of a portion of Restricted Stock Units granted on June 17, 2016 under the Charter Communications, Inc. Amended and Restated 2009 Stock Incentive Plan; 21,767 shares subject to the attainment of a $455.66 per-share hurdle; 21,768 shares subject to the attainment of a $496.58 per-share hurdle; and 21,768 shares subject to the attainment of a $564.04 per-share hurdle (each with a six-year term). One third of the Restricted Stock Units 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 Restricted Stock Units that have not vested within 6 years from the date of grant will be cancelled.
(2) Includes shares held jointly with Kathy L. Bickham.
(3) Withholding of securities for the purpose of paying taxes.
(4) Vesting of a portion of Restricted Stock Units granted on July 25, 2016 under the Charter Communications, Inc. Amended and Restated 2009 Stock Incentive Plan; 5,023 shares subject to the attainment of a $455.66 per-share hurdle; 5,023 shares subject to the attainment of a $496.58 per-share hurdle; and 5,024 shares subject to the attainment of a $564.04 per-share hurdle (each with a six-year term). One third of the Restricted Stock Units 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 Restricted Stock Units that have not vested within 6 years from the date of grant will be cancelled.
(5) Restricted Stock Units convert into common stock on a one-for-one basis.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Bickham John
C/O CHARTER COMMUNICATIONS, INC.
400 ATLANTIC STREET
STAMFORD, CT 06901


President and COO

Signatures
/s/Daniel J. Bollinger as attorney-in-fact for John Bickham2/25/2020
**Signature of Reporting PersonDate

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