Liberty Broadband Corp's Form 4 filing
Charter Communications, Inc. (CHTR) · filed Mar 1, 2023
- Accession no.
- 0001104659-23-027343
- Filed
- Mar 1, 2023, 4:31 PM ET
- Trade date
- Feb 28, 2023
- Filing delay
- 1 day
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 4 derivative transactions. It was filed 1 day after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Liberty Broadband CorpCIK 0001611983 | Director, 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
This filing has no transactions of this kind.
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Feb 28, 2023 | Class A Common Stock | SSaleDisposed | −2,390,977 | $1,265,000,000.00 | – | – | Direct | Price outlier |
| Feb 28, 2023 | Class A Common Stock | PPurchaseAcquired | +914,428 | $822,994,000.00F6 | – | – | Direct | Price outlier |
| Feb 28, 2023 | Class A Common Stock | PPurchaseAcquired | +39,231 | $14,536,000.00F9 | – | – | Indirect | Price outlier |
| Feb 28, 2023 | Class A Common Stock | PPurchaseAcquired | +670,507 | $575,000,000.00F12 | – | – | Direct | Price outlier |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F6
On February 28, 2023, the reporting person repurchased, pursuant to a cash tender offer, $822,994,000 aggregate principal amount of the 1.25% Debentures. Holders of the 1.25% Debentures received payment of $1,000 for each $1,000 principal amount of the 1.25% Debentures accepted for purchase, plus accrued and unpaid interest.
Referenced by the price of 1 transaction in Table II.
- F9
On February 28, 2023, the reporting person repurchased, pursuant to a cash tender offer, $14,536,000 aggregate principal amount of the 1.75% Debentures. Holders of the 1.75% Debentures received payment of $1,137.50 for each $1,000 principal amount of the 1.75% Debentures accepted for purchase, plus accrued and unpaid interest.
Referenced by the price of 1 transaction in Table II.
- F12
On February 28, 2023, the reporting person repurchased, pursuant to a cash tender offer, $575,000,000 aggregate principal amount of the 2.75% Debentures. Holders of the 2.75% Debentures received payment of $1,000 for each $1,000 principal amount of the 2.75% Debentures accepted for purchase, plus accrued and unpaid interest.
Referenced by the price of 1 transaction in Table II.
Remarks
Each Debenture is exchangeable at the option of the holder, subject to certain terms and conditions, during specified periods after: (i) the calendar quarter ending September 30, 2023, if the market value of the underlying Common Stock exceeds 130% of the adjusted principal amount of the Debenture; (ii) September 30, 2023, if the trading price of a Debenture is less than 98% of the market value of the underlying Common Stock; (iii) the occurrence of a "fundamental change" or a "make-whole fundamental change" with respect to a significant reference company prior to April 6, 2026; (iv) the Debenture is called for redemption; and (v) the issuer of the Common Stock declares or makes a dividend or distribution that, pursuant to the terms of the Debentures, would reduce the principal amount of the Debentures to $0.00 or such principal amount is otherwise reduced to $0.00. The Debentures are also exchangeable at any time after January 1, 2026 until the close of business on the second scheduled trading day immediately preceding April 6, 2026, and at any time after January 1, 2053 until the close of business on the second scheduled trading day immediately preceding the maturity date of the Debentures.