SEC Form 4 · accession 0000899243-18-003079
CHARTER COMMUNICATIONS, INC. /MO/ · CHTR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
NEWHOUSE BROADCASTING CORP
10% Owner
ADVANCE PUBLICATIONS, INC
10% Owner
ADVANCE/NEWHOUSE PARTNERSHIP
Director · 10% Owner
ADVANCE LONG-TERM MANAGEMENT TRUST
10% Owner
NEWHOUSE FAMILY HOLDINGS, L.P.
10% Owner
Period of report
Feb 7, 2018
Accepted (ET)
Feb 7, 2018 · 3:47 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001091667
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common Units of Charter Communications Holdings, LLCF2,F3,F1 | — | Feb 7, 2018 | D | 112,122 | D | May 18, 2016 | — | Charter Communications Class A Common Stock | 112,122 | 22,039,410 | I |
Explanation of responses
- F1The Class B Common Units of Charter Communications Holdings, LLC ("Charter Holdings") are exchangeable by Advance/Newhouse Partnership, a New York partnership ("A/N") at any time into either, at the Issuer's option, (i) shares of Class A Common Stock of the Issuer on a one-for-one basis or (ii) an amount of cash based on the volume-weighted average price of the Class A Common Stock for the two consecutive trading days prior to the date of delivery of A/N's Exchange Notice (as such term is defined under and pursuant to that certain exchange agreement, dated as of May 18, 2016, between, among others, the Issuer, Charter Holdings and A/N) per Class B Common Unit exchanged and have no expiration date.
- F2Sold to the Issuer in an exempt transaction pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
- F3Represents the Average Public Per Share Repurchase Price (as such term is defined in Annex A to that certain letter agreement, dated as of December 23, 2016, between the Issuer, Charter Holdings and A/N).
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 Class B Common Units held by A/N due to their control of A/N.