| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ATUS | Variable Prepaid Forward Transaction | Other | +350K | 350K | Sep 19, 2022 | Class A common stock | 350K | Direct | F1, F2, F3 |
| Id | Content |
|---|---|
| F1 | On September 19, 2022, the reporting person amended the terms of a Variable Prepaid Forward Transaction (the "Transaction") entered into on September 19, 2019 with an unaffiliated bank (the "Bank") relating to 350,000 shares of Class A common stock of the Issuer (the "Shares") held by the reporting person. A portion of the Shares involved in the amendment of the Transaction are matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), with the reporting person's sale of Shares on September 13, 2022. The reporting person will disgorge to the Issuer the statutory "profits" pursuant to Section 16(b) of the Exchange Act that resulted from the amendment of the Transaction. |
| F2 | On the settlement date, the reporting person will be obligated to deliver to the Bank a number of Shares determined as follows (or, at the reporting person's election, an equivalent amount in cash): (a) if the closing price per share on March 19, 2024 (the "Settlement Price") is less than $29.95 (the "Floor Price"), 350,000 Shares (the "Number of Shares"); (b) if the Settlement Price is greater than the Floor Price but less than or equal to $37.44 (the "Cap Price"), the Number of Shares multiplied by the Floor Price divided by the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, the Number of Shares multiplied by (1 minus ((the Cap Price minus the Floor Price) divided by the Settlement Price). The purpose of the amendment is to change the settlement date from September 19, 2022 to March 19, 2024. |
| F3 | In exchange for assuming this obligation, the reporting person received a cash payment of $9,173,570 as of the date of entering into the Transaction. The reporting person pledged 350,000 Shares (the "Pledged Shares") to the Bank to secure the reporting person's obligations under the Transaction. The reporting person retained voting rights in the Pledged Shares during the term of the pledge, but the reporting person is obligated to share with the Bank certain economic benefits of dividends paid during the term of the pledge. |