SEC Form 4/A · accession 0001091667-16-000521
CHARTER COMMUNICATIONS, INC. /MO/ · CHTR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Thomas Rutledge
Officer — Chairman, President and CEO · Director
Period of report
Apr 25, 2016
Accepted (ET)
Jun 21, 2016 · 8:56 pm EDT
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Vesting Stock OptionsF1,F2,F3 | $201.56 | Apr 25, 2016 | A | 1,000,000 | A | — | Apr 25, 2026 | Class A Common Stock | 1,000,000 | 1,000,000 | D |
| Performance Vesting Stock OptionsF1,F2,F4 | $210.08 | Apr 26, 2016 | A | 800,000 | A | — | Apr 26, 2026 | Class A Common Stock | 800,000 | 800,000 | D |
Explanation of responses
- F1In connection with the closing of the Time Warner Cable Inc. transactions the merger exchange ratio of .9042 was applied to the exercise price and performance targets (divided by .9042) and the number of options (multiplied by .9042). As the grants occurred before the Time Warner Cable Inc. transactions, the number of shares, exercise prices and performance targets in this Form 4 were not adjusted for purposes of this filing.
- F2This award was incorrectly reported as 1,800,000 options granted on April 25, 2016. The actual award was 1,000,000 options granted on April 25, 2016 and 800,000 options granted on April 26, 2016.
- F3Stock options granted on April 25, 2016 under the Charter Communications, Inc. Amended and Restated 2009 Stock Incentive Plan; 200,000 shares subject to the attainment of a $262 per-share hurdle (with a 10-year term); 200,000 shares subject to the attainment of a $330 per-share hurdle (with a 10-year term); 200,000 shares subject to the attainment of a $412 per-share hurdle (with a 10-year term); 200,000 shares subject to the attainment of a $449 per-share hurdle (with a 10-year term); and 200,000 shares subject to the attainment of a $510 per-share hurdle (with a 10-year term). 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.
- F4Stock options granted on April 26, 2016 under the Charter Communications, Inc. Amended and Restated 2009 Stock Incentive Plan; 160,000 shares subject to the attainment of a $262 per-share hurdle (with a 10-year term); 160,000 shares subject to the attainment of a $330 per-share hurdle (with a 10-year term); 160,000 shares subject to the attainment of a $412 per-share hurdle (with a 10-year term); 160,000 shares subject to the attainment of a $449 per-share hurdle (with a 10-year term); and 160,000 shares subject to the attainment of a $510 per-share hurdle (with a 10-year term). 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.