Charter Communications (CHTR) Form 4 CHARTER COMMUNICATIONS / Thomas Rutledge ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Rutledge Thomas

(Last) (First) (Middle)

C/O CHARTER COMMUNICATIONS, INC.

400 WASHINGTON BLVD.

(Street)

STAMFORD CT 06902

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CHARTER COMMUNICATIONS, INC. /MO/ [ CHTR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
01/17/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	12/07/2022		J	V	81,945.833(1)	D	$0	0	I	By 2020 GRAT
Class A Common Stock	12/07/2022		J	V	81,945.833(1)	A	$0	165,145.0038	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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	$150.88	05/25/2022		J	V		147,905(2)	01/15/2017	01/15/2024	Class A Common Stock	147,905	$0	0	D
Stock Options	$150.88	05/25/2022		J	V	147,905(2)		01/15/2017	01/15/2024	Class A Common Stock	147,905	$0	147,905	I	By Rutledge 2022 GRAT I
Stock Options	$175.76	05/25/2022		J	V		136,188(3)	01/15/2018	01/15/2025	Class A Common Stock	136,188	$0	0	D
Stock Options	$175.76	05/25/2022		J	V	136,188(3)		01/15/2018	01/15/2025	Class A Common Stock	136,188	$0	136,188	I	By Rutledge 2022 GRAT I
Stock Options	$387.375	01/17/2023		A		110,225(4)		01/17/2026	01/17/2033	Class A Common Stock	110,225	$0	110,225	D

Explanation of Responses:

1. On December 7, 2023, the reporting person transferred 81,945.833 shares from the 2020 GRAT to the reporting person.

2. On May 25, 2022, the reporting person transferred 147,905 stock options to the Rutledge 2022 GRAT I. The stock options were granted on January 15, 2014 under the Charter Communications, Inc. 2009 Stock Incentive Plan; 100% of the grant vested on the third anniversary of the grant date, January 15, 2017. Such options will terminate 10 years from the date of grant unless terminated sooner in accordance with the plan or grant agreement.

3. On May 25, 2022, the reporting person transferred 136,188 stock options to the Rutledge 2022 GRAT I. The stock options were granted on January 15, 2015 under the Charter Communications, Inc. 2009 Stock Incentive Plan; 100% of the grant vested on the third anniversary of the grant date, January 15, 2018. Such options will terminate 10 years from date of grant unless terminated sooner in accordance with the plan or grant agreement.

4. Stock options granted on January 17, 2023 under the Charter Communications, Inc. 2019 Stock Incentive Plan; 100% of the grant will vest on the third anniversary of the grant date, January 17, 2026. Such options will terminate 10 years from the date of grant unless terminated sooner in accordance with the plan or grant agreement.

Remarks:

	/s/Jennifer A. Smith as attorney-in-fact for Thomas M. Rutledge	01/19/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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