Newhouse Michael A's Form 4 filing
Charter Communications, Inc. (CHTR) · filed Feb 15, 2022
- Accession no.
- 0001387131-22-002017
- Filed
- Feb 15, 2022
- Trade date
- Feb 11, 2022
- Filing delay
- 4 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 6 derivative transactions. It was filed 4 days 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 |
|---|---|
| Newhouse Michael ACIK 0001675262 | Director |
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 11, 2022 | Common Stock | PPurchaseDisposed | −129,166 | –F1,F2 | – | 1,787,085 | Indirect | |
| Feb 11, 2022 | Common Stock | PPurchaseDisposed | −96,875 | –F1,F3 | – | 1,340,313 | Indirect | |
| Feb 11, 2022 | Common Stock | PPurchaseDisposed | −32,292 | –F1,F4 | – | 446,770 | Indirect | |
| Feb 11, 2022 | Common Stock | SSaleDisposed | −129,166 | –F1,F2 | – | 1,787,085 | Indirect | |
| Feb 11, 2022 | Common Stock | SSaleDisposed | −96,875 | –F1,F3 | – | 1,340,313 | Indirect | |
| Feb 11, 2022 | Common Stock | SSaleDisposed | −32,292 | –F1,F4 | – | 446,770 | Indirect |
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.
- F1
On July 30, 2019, Advance/Newhouse Partnership ("A/N") established a credit facility backed by an equity collar transaction and an aggregate of 3,950,000 Class B Common Units of Charter Communications Holdings, LLC ("Units") to provide financial flexibility to support its ongoing estate planning and its investment program and for other general corporate purposes. A/N entered into Share Collar Transactions (the "Transactions") with unaffiliated banks, pursuant to which A/N wrote European call options and purchased European put options over an aggregate of 3,950,000 shares of Class A common stock (the "Common Stock") of Charter Communications, Inc. (the "Issuer"). Under the agreement, the Transactions may be settled in cash unless A/N elects physical settlement, in which case it expects to exchange Units for Class A Common Stock sufficient to satisfy its obligations under the Transactions.
Referenced by the price of 6 transactions in Table II.
- F2
On February 11, 2022, A/N early terminated a portion of the Transactions, with expiration dates running from August 15, 2022 to September 6, 2022, inclusive, and an equivalent portion of the corresponding credit facility. The terminated Transactions covered 129,166 shares of Class A Common Stock, and, in connection with this termination, 129,166 Units were released from the related pledge. Pursuant to this termination, A/N paid $18,916,138.63 in cash to the unaffiliated bank counterparty.
Referenced by the price of 2 transactions in Table II.
- F3
Also on February 11, 2022, A/N early terminated an additional portion of the Transactions, with expiration dates running from August 15, 2022 to September 6, 2022, inclusive, and an equivalent portion of the corresponding credit facility. The terminated Transactions covered 96,875 shares of Class A Common Stock, and, in connection with this termination, 96,875 Units were released from the related pledge. Pursuant to this termination, A/N paid $14,187,179.06 in cash to the unaffiliated bank counterparty.
Referenced by the price of 2 transactions in Table II.
- F4
Also on February 11, 2022, A/N early terminated an additional portion of the Transactions, with expiration dates running from August 15, 2022 to September 6, 2022, inclusive, and an equivalent portion of the corresponding credit facility. The terminated Transactions covered 32,292 shares of Class A Common Stock, and, in connection with this termination, 32,292 Units were released from the related pledge. Pursuant to this termination, A/N paid $4,729,108.50 in cash to the unaffiliated bank counterparty.
Referenced by the price of 2 transactions in Table II.