Advance/Newhouse Partnership - Aug 19, 2021 Form 4 Insider Report for CHARTER COMMUNICATIONS, INC. /MO/ (CHTR)

Role
Director, 10%+ Owner
Signature
Advance/Newhouse Partnership, /s/ Oren Klein, Chief Financial Officer
Stock symbol
CHTR
Transactions as of
Aug 19, 2021
Transactions value $
$166,180,165
Form type
4
Date filed
8/23/2021, 09:12 PM
Previous filing
Aug 18, 2021
Next filing
Aug 26, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CHTR Common Stock Exercise of in-the-money or at-the-money derivative security -$24.4M -65.8K -2.1% $371.52 3.07M Aug 19, 2021 Direct F1, F2, F3
transaction CHTR Common Stock Other $51.6M +65.8K +2.14% $783.59 3.14M Aug 19, 2021 Direct F1, F2, F3
transaction CHTR Common Stock Exercise of in-the-money or at-the-money derivative security -$24.4M -65.8K -2.1% $371.52 3.07M Aug 19, 2021 Direct F1, F2, F3
transaction CHTR Common Stock Other $51.6M +65.8K +2.14% $783.59 3.14M Aug 19, 2021 Direct F1, F2, F3
transaction CHTR Common Stock Exercise of in-the-money or at-the-money derivative security -$24.4M -65.8K -2.1% $371.52 3.07M Aug 20, 2021 Direct F1, F2, F3
transaction CHTR Common Stock Other $52.3M +65.8K +2.14% $794.99 3.14M Aug 20, 2021 Direct F1, F2, F3
transaction CHTR Common Stock Exercise of in-the-money or at-the-money derivative security -$24.4M -65.8K -2.1% $371.52 3.07M Aug 20, 2021 Direct F1, F2, F3
transaction CHTR Common Stock Other $52.3M +65.8K +2.14% $794.99 3.14M Aug 20, 2021 Direct F1, F2, F3
transaction CHTR Common Stock Exercise of in-the-money or at-the-money derivative security -$24.4M -65.8K -2.1% $371.52 3.07M Aug 23, 2021 Direct F1, F2, F3
transaction CHTR Common Stock Other $52.6M +65.8K +2.14% $798.78 3.14M Aug 23, 2021 Direct F1, F2, F3
transaction CHTR Common Stock Exercise of in-the-money or at-the-money derivative security -$24.4M -65.8K -2.1% $371.52 3.07M Aug 23, 2021 Direct F1, F2, F3
transaction CHTR Common Stock Other $52.6M +65.8K +2.14% $798.78 3.14M Aug 23, 2021 Direct F1, F2, F3

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 Call option (obligation to sell) Exercise of in-the-money or at-the-money derivative security $0 -65.8K -11.11% $0.00 526K Aug 19, 2021 Common Stock 65.8K $371.52 Direct F1, F2, F3
transaction CHTR Put option (right to sell) Other $0 -65.8K -11.11% $0.00 526K Aug 19, 2021 Common Stock 65.8K $247.49 Direct F1, F2, F3
transaction CHTR Call option (obligation to sell) Exercise of in-the-money or at-the-money derivative security $0 -65.8K -11.11% $0.00 526K Aug 19, 2021 Common Stock 65.8K $371.52 Direct F1, F2, F3
transaction CHTR Put option (right to sell) Other $0 -65.8K -11.11% $0.00 526K Aug 19, 2021 Common Stock 65.8K $247.49 Direct F1, F2, F3
transaction CHTR Call option (obligation to sell) Exercise of in-the-money or at-the-money derivative security $0 -65.8K -12.5% $0.00 461K Aug 20, 2021 Common Stock 65.8K $371.52 Direct F1, F2, F3
transaction CHTR Put option (right to sell) Other $0 -65.8K -12.5% $0.00 461K Aug 20, 2021 Common Stock 65.8K $247.49 Direct F1, F2, F3
transaction CHTR Call option (obligation to sell) Exercise of in-the-money or at-the-money derivative security $0 -65.8K -12.5% $0.00 461K Aug 20, 2021 Common Stock 65.8K $371.52 Direct F1, F2, F3
transaction CHTR Put option (right to sell) Other $0 -65.8K -12.5% $0.00 461K Aug 20, 2021 Common Stock 65.8K $247.49 Direct F1, F2, F3
transaction CHTR Call option (obligation to sell) Exercise of in-the-money or at-the-money derivative security $0 -65.8K -14.29% $0.00 395K Aug 23, 2021 Common Stock 65.8K $371.52 Direct F1, F2, F3
transaction CHTR Put option (right to sell) Other $0 -65.8K -14.29% $0.00 395K Aug 23, 2021 Common Stock 65.8K $247.49 Direct F1, F2, F3
transaction CHTR Call option (obligation to sell) Exercise of in-the-money or at-the-money derivative security $0 -65.8K -14.29% $0.00 395K Aug 23, 2021 Common Stock 65.8K $371.52 Direct F1, F2, F3
transaction CHTR Put option (right to sell) Other $0 -65.8K -14.29% $0.00 395K Aug 23, 2021 Common Stock 65.8K $247.49 Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 As previously disclosed, on August 6, 2018, Advance/Newhouse Partnership ("A/N") established a credit facility backed by an equity collar transaction and an aggregate of 6,000,000 Class B Common Units of Charter Communications Holdings, LLC ("Units") to provide financial flexibility to support its ongoing estate planning and its investment program and for other general corporate purposes. A/N entered into Share Collar Transactions (the "Transactions") with unaffiliated banks (each, a "Bank"), under which A/N wrote European call options and purchased European put options over an aggregate of 6,000,000 shares of Class A common stock (the "Common Stock") of Charter Communications, Inc. (the "Issuer"), half of which were scheduled to expire in 2021 and half of which were scheduled to expire in 2023. A portion of the 2021 Transactions was previously unwound and the remaining 2021 Transactions expire evenly over a series of expiration dates from August 16 to August 31, 2021, inclusive.
F2 Pursuant to the Transaction with the relevant Bank, on the transaction date listed above, the Bank's call option was automatically exercised with respect to the portion of the Transaction expiring on such date, and, because the relevant Transaction is cash settled, in lieu of delivering Common Stock to the Bank, A/N paid to the Bank, for each share of Common Stock underlying such call options, the excess of the volume weighted average price of the Common Stock on the relevant transaction date over the strike price of $371.5202 with respect to such call option. On the same date, the related put option with respect to an equal number of shares of Common Stock expired unexercised.
F3 The settlement of the Transactions occurred pursuant to the formulas set forth in the Transaction agreements at the time they were entered into, and the reported sales of the Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-6(b) thereunder.

Remarks:

Each of Newhouse Broadcasting Corporation, Advance Publications, Inc., Newhouse Family Holdings, L.P. and Advance Long-Term Management Trust may be deemed to beneficially own the shares of Common Stock beneficially owned by A/N and reported in Table I and the call options and put options held by A/N and reported in Table II due to their control of A/N. Each reporting person disclaims beneficial ownership except to the extent of its pecuniary interest.