Statement of Changes in Beneficial Ownership (4)
January 20 2021 - 4:34PM
Edgar (US Regulatory)
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
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1. Name and Address of Reporting Person
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Winfrey Christopher L |
2. Issuer Name and Ticker or Trading Symbol
CHARTER COMMUNICATIONS, INC. /MO/
[
CHTR
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Financial Officer |
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(Last)
(First)
(Middle)
C/O CHARTER COMMUNICATIONS, INC., 400 ATLANTIC STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/15/2021 |
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(Street)
STAMFORD, CT 06901
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Class A Common Stock | 12/9/2020 | | J |
V
| 9973 (1) | D | (1) | 47610 | I | Shares held by Christopher L. Winfrey 2018 GRAT II |
| Class A Common Stock | 12/9/2020 | | J |
V
| 9973 (1) | A | (1) | 37107 | D | |
| Class A Common Stock | 12/31/2020 | | J |
V
| 47610 (2) | D | (2) | 0 | I | Shares held by Christopher L. Winfrey 2018 GRAT II |
| Class A Common Stock | 12/31/2020 | | J |
V
| 47610 (2) | A | (2) | 82518 | I | Shares held by Winfrey Dynasty Trust |
| Class A Common Stock | | | | | | | | 34909 | I | Shares held by Yeniley L Winfrey Irrevocable Trust |
| Class A Common Stock | | | | | | | | 945 | I | Shares held by Yeniley Lorenzo Winfrey Rev Tr U/A DTD 07/27/2001 |
| Class A Common Stock | | | | | | | | 20674 | I | Shares held by Atalaya Management, LLC |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. 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 Date | 7. 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) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Stock Options | $625.55 | 1/15/2021 | | A | | 31819 (3) | | 1/15/2024 (3) | 1/15/2031 | Class A Common Stock | 31819.0 | $625.55 | 31819 | D | |
| Restricted Stock Units | (4) | 1/15/2021 | | A | | 959 (5) | | 1/15/2024 (5) | (4) | Class A Common Stock | 959.0 | (4) | 959 | D | |
| Stock Options | $150.88 | 1/15/2021 | | J | | | 2098 (6) | (6) | 1/15/2024 | Class A Common Stock | 2098.0 (7) | (7) | 10151 | I | Held by Christopher L. Winfrey 2018 GRAT I |
| Stock Options | $150.88 | 1/15/2021 | | J | | 2098 (6) | | (6) | 1/15/2024 | Class A Common Stock | 2098.0 (7) | (7) | 26825 | D | |
| Explanation of Responses: |
| (1) | On December 9, 2020 the Christopher L. Winfrey 2018 GRAT II transferred 9,973 shares to the Christopher L. Winfrey Revocable Trust. |
| (2) | On December 31, 2020 the Christopher L. Winfrey 2018 GRAT II transferred 47,610 shares to the Winfrey Dynasty Trust. |
| (3) | Stock Options granted on January 15, 2021 under the Charter Communications, Inc. 2019 Stock Incentive Plan; 100% of the grant will vest on the third anniversary of the grant date, January 15, 2024. Such options will terminate 10 years from the date of grant unless terminated sooner in accordance with the plan or grant agreement. |
| (4) | Restricted Stock Unit grant - price and expiration date not applicable. |
| (5) | Restricted Stock Units granted on January 15, 2021, under the Charter Communications, Inc. 2019 Stock Incentive Plan; 100% of the grant will vest on the third anniversary of the grant date, January 15, 2024. |
| (6) | Time-vesting stock options granted on January 15, 2014 under the Charter Communications, Inc. 2009 Stock Incentive Plan. The options became exercisable on January 15, 2017. |
| (7) | On January 15, 2021 the Christopher L. Winfrey 2018 GRAT I transferred 2,098 options to the reporting person. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Winfrey Christopher L
C/O CHARTER COMMUNICATIONS, INC.
400 ATLANTIC STREET
STAMFORD, CT 06901 |
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| Chief Financial Officer |
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Signatures
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| /s/Daniel J. Bollinger as attorney-in-fact for Christopher L. Winfrey | | 1/20/2021 |
| **Signature of Reporting Person | Date |
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