Catherine Piche - Feb 17, 2022 Form 4 Insider Report for CROWN CASTLE INTERNATIONAL CORP (CCI)

Role: EVP & COO-Towers
Signature: /s/ Catherine Piche
Stock symbol: CCI
Transactions as of: Feb 17, 2022
Transactions value $: $0
Form type: 4
Date filed: 2/22/2022, 05:34 PM
Previous filing: Sep 3, 2021
Next filing: Feb 23, 2022

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	CCI	Time RSUs	Award	$0	+8.03K		$0.00	8.03K	Feb 17, 2022	Common Stock	8.03K		Direct	F1, F2
transaction	CCI	Performance RSUs	Award	$0	+6.38K		$0.00	6.38K	Feb 17, 2022	Common Stock	6.38K		Direct	F1, F3
transaction	CCI	Performance RSUs	Award	$0	+9.3K		$0.00	9.3K	Feb 17, 2022	Common Stock	9.3K		Direct	F1, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each Restricted Stock Unit ("RSU") is issued pursuant to the Company's 2013 Long-Term Incentive Plan and represents a contingent right to receive one share of common stock, and vesting (i.e., forfeiture restriction termination) generally is subject to (i) the reporting person remaining an employee or director of the Company or its affiliates and (ii) the other criteria described in the footnotes below.
F2	33 1/3% of the Time RSUs vest on February 19 of each of 2023, 2024 and 2025.
F3	0% to 150% of these Relative TSR Performance RSUs may vest on February 19, 2025 based on the Company's annualized total stockholder return ("TSR") performance ranking ("TSR Rank") relative to the constituent companies of the Standard & Poor's 500 Index for the three-year period ending December 31, 2024. The percentage of Relative TSR Performance RSUs that may vest will be (a) 0% if the TSR Rank is below the 30th percentile; (b) 50% if the TSR Rank is at the 30th percentile; (c) 100% if the TSR Rank is at the 55th percentile; and (d) 150% if the TSR Rank is at the 90th percentile or greater. If the TSR Rank is between the 30th and 55th percentiles or between the 55th and 90th percentiles, the percentage of Relative TSR Performance RSUs that may vest is determined using linear interpolation.
F4	0% to 150% of these Absolute TSR Performance RSUs may vest on February 19, 2025 based on the Company's annualized TSR for the three-year period ending December 31, 2024. The percentage of Absolute TSR Performance RSUs that may vest will be (a) 0% if TSR is below 6.5%; (b) 50% if TSR is 6.5%; (c) 100% if TSR is 11.5%; and (d) 150% if TSR is 16.5% or greater. If TSR is between 6.5% and 11.5% or between 11.5% and 16.5%, the percentage of Absolute TSR Performance RSUs that may vest is determined using linear interpolation.