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Newhouse Michael A's Form 4 filing

Charter Communications, Inc. (CHTR) · filed Mar 21, 2023

Accession no.
0001839882-23-007220
Filed
Mar 21, 2023
Trade date
Mar 17, 2023
Filing delay
4 days
Rule 10b5-1 plan
Not checked

This filing lists 2 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.

Reporting owners on this filing
OwnerRelationship to the company
Newhouse Michael ACIK 0001675262Director

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.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
Mar 17, 2023Common StockPPurchaseDisposed−1,000,000–F1,F2–0Indirect
Mar 17, 2023Common StockSSaleDisposed−1,000,000–F1,F2–0Indirect

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 February 4, 2020, Advance/Newhouse Partnership ("A/N") established a credit facility backed by an equity collar transaction and an aggregate of 4,000,000 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 4,000,000 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 2 transactions in Table II.

F2

On March 17, 2023, A/N early terminated a portion of the Transactions, with expiration dates running from August 12, 2024 to September 5, 2024, inclusive, and an equivalent portion of the corresponding credit facility. The terminated Transactions covered 1,000,000 shares of Class A Common Stock, and, in connection with this termination, 1,000,000 Units were released from the related pledge. Pursuant to this termination, the unaffiliated bank counterparty paid $93,694,100.00 in cash to A/N.

Referenced by the price of 2 transactions in Table II.

Read the full filing on SEC EDGAR (opens in a new tab)