Sec Form 4 Filing - Winfrey Christopher L @ CHARTER COMMUNICATIONS, INC. /MO/ - 2022-09-22

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Winfrey Christopher L
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)
Chief Operating Officer
(Last) (First) (Middle)
C/O CHARTER COMMUNICATIONS, INC., 400 WASHINGTON BLVD.
3. Date of Earliest Transaction (MM/DD/YY)
09/22/2022
(Street)
STAMFORD, CT06902
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
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
Stock Options $ 183.87 04/08/2022 J V 489( 1 ) 01/15/2019 01/15/2026 Class A Common Stock 489 $ 0 0 I Held by Christopher L. Winfrey 2019 GRAT I
Stock Options $ 183.87 04/08/2022 J V 489( 1 ) 01/15/2019 01/15/2026 Class A Common Stock 489 $ 0 24,064 D
Stock Options $ 221.248 04/08/2022 J V 35,409( 2 ) ( 2 ) 06/17/2026 Class A Common Stock 35,409 $ 0 64,052 I Held by Christopher L. Winfrey 2019 GRAT I
Stock Options $ 221.248 04/08/2022 J V 35,409( 2 ) ( 2 ) 06/17/2026 Class A Common Stock 35,409 $ 0 83,162 D
Stock Options $ 221.248 08/23/2022 J V 80,542( 3 ) ( 3 ) 06/17/2026 Class A Common Stock 80,542 $ 0 53,247 I Held by Christopher L. Winfrey 2020 GRAT I
Stock Options $ 221.248 08/23/2022 J V 80,542( 3 ) ( 3 ) 06/17/2026 Class A Common Stock 80,542 $ 0 163,704 D
Stock Options $ 221.248 08/23/2022 J V 85,441( 4 ) ( 4 ) 06/17/2026 Class A Common Stock 85,441 $ 0 80,329 I Held by Christopher L. Winfrey 2021 GRAT I
Stock Options $ 221.248 08/23/2022 J V 85,441( 4 ) ( 4 ) 06/17/2026 Class A Common Stock 85,441 $ 0 249,145 D
Stock Options $ 221.248 ( 5 ) 06/17/2026 Class A Common Stock 50,536 50,536 I Held by Christopher L. Winfrey 2020 GRAT II
Stock Options $ 342.235 09/22/2022 A 17,073( 6 ) 09/20/2025( 6 ) 09/22/2032( 6 ) Class A Common Stock 17,073 $ 0 17,073 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Winfrey Christopher L
C/O CHARTER COMMUNICATIONS, INC.
400 WASHINGTON BLVD.
STAMFORD, CT06902
Chief Operating Officer
Signatures
/s/Jennifer A. Smith as attorney-in-fact for Christopher L. Winfrey 09/26/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On April 8, 2022 the Christopher L. Winfrey 2019 GRAT I transferred 489 stock options to the reporting person. The stock options were granted on January 15, 2016 under the Charter Communications, Inc. 2009 Stock Incentive Plan (the "Plan") and the options became fully exercisable on January 15, 2019.
( 2 )On April 8, 2022 the Christopher L. Winfrey 2019 GRAT I transferred 35,409 stock options to the reporting person. The stock options were granted on June 17, 2016 under the 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.
( 3 )On August 23, 2022 the Christopher L. Winfrey 2020 GRAT I transferred 80,542 stock options to the reporting person. The stock options were granted on June 17, 2016 under the 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 t he date of grant would have been cancelled. All options were fully exercisable as of June 17, 2021.
( 4 )On August 23, 2022 the Christopher L. Winfrey 2021 GRAT I transferred 85,441 stock options to the reporting person. The stock options were granted on June 17, 2016 under the 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.
( 5 )The stock options were granted on June 17, 2016 under the 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.
( 6 )Stock Options granted on September 22, 2022, under the Charter Communications, Inc. 2019 Stock Incentive Plan; 100% of the grant will vest on September 20, 2025. Such options will terminate 10 years from the date of the grant unless terminated sooner in accordance with the plan or grant agreement.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.