Sec Form 4 Filing - Bickham John @ CHARTER COMMUNICATIONS, INC. /MO/ - 2018-01-15

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Bickham John
2. Issuer Name and Ticker or Trading Symbol
CHARTER COMMUNICATIONS, INC. /MO/ [ CHTR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and COO
(Last) (First) (Middle)
C/O CHARTER COMMUNICATIONS, INC., 400 ATLANTIC STREET
3. Date of Earliest Transaction (MM/DD/YY)
01/15/2018
(Street)
STAMFORD, CT06901
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 05/12/2017 G V 6,212 ( 1 ) D $ 0 29,276 ( 2 ) D
Class A Common Stock 01/15/2018 M 2,844 A $ 356.32 ( 3 ) 32,120 D
Class A Common Stock 01/15/2018 F 990 ( 4 ) D $ 356.32 31,130 D
Class A Common Stock 6,212 I Shares held by trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Performance Vesting Stock Options $ 221.25 03/31/2017 J V 352,638 ( 5 ) 06/17/2026 Class A common stock 352,638 ( 6 ) ( 6 ) 235,092 D
Performance Vesting Stock Options $ 221.25 03/31/2017 J V 352,638 ( 5 ) 06/17/2026 Class A common stock 352,638 ( 6 ) ( 6 ) 352,638 I By Trust
Restricted Stock Units ( 3 ) 01/15/2018 M 2,844 ( 7 ) ( 7 ) Class A Common Stock 2,844 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bickham John
C/O CHARTER COMMUNICATIONS, INC.
400 ATLANTIC STREET
STAMFORD, CT06901
President and COO
Signatures
/s/Daniel J. Bollinger as attorney-in-fact for John Bickham 01/17/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Transferred shares to a trust.
( 2 )Includes shares held jointly with Kathy L. Bickham.
( 3 )Restricted Stock Units convert into common stock on a one-for-one basis.
( 4 )Withholding of securities for the purpose of paying taxes.
( 5 )Stock options granted on June 17, 2016 under the Charter Communictions, Inc. Amended and Restated 2009 Stock Incentive Plan: 117,546 shares subject to the attainment of $455.66 per-share hurdle (with a 10-year term) ("Tranche III Options"); 117,546 shares subject to the attainment of a $496.58 per-share hurdle (with a 10-year term) ("Tranche IV Options"); and 117,546 shares subject to the attainment of a $564.04 per-share hurdle (with a 10-year term) ("Tranche V Options"). One third of the stock options will be 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.
( 6 )Mr. Bickham transferred the Tranche III Performance Options, the Tranche IV Performance Options and the Tranche V Performance Options to The Bickham Family 2016 Irrevocable Trust in exchange for a promissory note in the amount of $30,733,185, the appraised value of the options.
( 7 )On 1/15/2015 the reporting person was granted 3,146 Restricted Stock Units to vest on 1/15/2018. In connection with the closing of the Time Warner Cable Inc. transactions the merger exchange ratio of .9042 was applied to the number of unvested Restricted Stock Units.

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