Christopher L. Winfrey - Feb 22, 2023 Form 4 Insider Report for CHARTER COMMUNICATIONS, INC. /MO/ (CHTR)

Role: President and CEO
Signature: /s/Jennifer A. Smith as attorney-in-fact for Christopher L. Winfrey
Stock symbol: CHTR
Transactions as of: Feb 22, 2023
Transactions value $: $0
Form type: 4
Date filed: 2/24/2023, 03:12 PM
Previous filing: Jan 19, 2023
Next filing: Nov 21, 2023

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	CHTR	Stock Options	Other	$0	-180K	-60.06%	$0.00	120K	Jan 28, 2023	Class A Common Stock	180K	$221.25	Direct	F1
transaction	CHTR	Stock Options	Other	$0	+180K	+91.08%	$0.00	378K	Jan 28, 2023	Class A Common Stock	378K	$221.25	Held by GRAT	F1
transaction	CHTR	Stock Options	Other	$0	-64.1K	-16.96%	$0.00	314K	Jan 28, 2023	Class A Common Stock	64.1K	$221.25	Held by GRAT	F2
transaction	CHTR	Stock Options	Other	$0	+64.1K	+53.52%	$0.00	184K	Jan 28, 2023	Class A Common Stock	64.1K	$221.25	Direct	F2
transaction	CHTR	Stock Options	Award	$0	+532K		$0.00	532K	Feb 22, 2023	Class A Common Stock	532K	$380.53	Direct	F3
transaction	CHTR	Restricted Stock Units	Award	$0	+59.1K		$0.00	59.1K	Feb 22, 2023	Class A Common Stock	59.1K		Direct	F4, F5

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

Explanation of Responses:

Id	Content
F1	On January 28, 2023, the reporting person transferred 180,000 stock options to a grantor retained annuity trust. The stock options were granted on June 17, 2016 under the Charter Communications, Inc. 2009 Stock Incentive Plan (with a 10-year term) as follows: 99,461 shares subject to the attainment of a $289.76 per-share hurdle; 99,462 shares subject to the attainment of a $364.97 per-share hurdle; 99,462 shares subject to the attainment of $455.66 per-share hurdle; 99,462 shares subject to the attainment of a $496.58 per-share hurdle; and 99,462 shares subject to the attainment of a $564.04 per-share hurdle. One third of the stock options were 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 options that had not vested within 6 years from the date of grant would have been cancelled. All options were fully exercisable as of June 17, 2021.
F2	On January 28, 2023, the reporting person transferred 64,052 stock options from a grantor retained annuity trust to his personal account. The stock options were granted on June 17, 2016 under the Charter Communications, Inc. 2009 Stock Incentive Plan (with a 10-year term) as follows: 99,461 shares subject to the attainment of a $289.76 per-share hurdle; 99,462 shares subject to the attainment of a $364.97 per-share hurdle; 99,462 shares subject to the attainment of $455.66 per-share hurdle; 99,462 shares subject to the attainment of a $496.58 per-share hurdle; and 99,462 shares subject to the attainment of a $564.04 per-share hurdle. One third of the stock options were 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 options that had not vested within 6 years from the date of grant would have been cancelled. All options were fully exercisable as of June 17, 2021.
F3	Stock options granted on February 22, 2023 under the Charter Communications, Inc. 2019 Stock Incentive Plan (with a 10-year term) as follows: 106,368 shares subject to the attainment of a $564.00 per-share hurdle; 106,368 shares subject to the attainment of a $639.00 per-share hurdle; 106,368 shares subject to the attainment of $798.00 per-share hurdle; 106,368 shares subject to the attainment of a $870.00 per-share hurdle; 53,184 shares subject to the attainment of a $988.00 per-share hurdle; and 53,184 shares subject to the attainment of a $1,000.00 per-share hurdle. One third of the stock options are 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 options that have not vested within 6 years from the date of grant will be cancelled.
F4	Restricted Stock Unit Grant - price and expiration date not applicable.
F5	Restricted Stock Units granted on February 22, 2023 under the Charter Communications, Inc. 2019 Stock Incentive Plan; 19,697 shares subject to the attainment of a $798.00 per-share hurdle; 19,698 shares subject to the attainment of a $870.00 per-share hurdle; 9,849 shares subject to the attainment of a $988.00 per-share hurdle; and 9,849 shares subject to the attainment of $1,000.00 per-share hurdle. One third of the Restricted Stock Units are 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.