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Ownership Document
|
| Schema Version: X0306 |
| Document Type: 4 |
| Period of Report: 3/9/20 |
| Not Subject to Section 16: 0 |
| Issuer: |
| Issuer CIK: 1091667 |
| Issuer Name: CHARTER COMMUNICATIONS, INC. /MO/ |
| Issuer Trading Symbol: CHTR |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1675262 |
| | Owner Name: Newhouse Michael A |
| Reporting Owner Address: |
| | Owner Street 1: C/O CHARTER COMMUNICATIONS, INC. |
| | Owner Street 2: 400 ATLANTIC STREET |
| | Owner City: STAMFORD |
| | Owner State: CT |
| | Owner ZIP Code: 06901 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? No |
| | Is Ten Percent Owner? No |
| | Is Other? No |
| Derivative Table: |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Class B Common Units of Charter Communications Holdings, LLC |
| | Conversion or Exercise Price: |
| | | Footnote ID: F1 |
| | Transaction Date: |
| | | Value: 3/9/20 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: D |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 130,853 |
| Footnote ID: F2 |
| | | Transaction Price Per Share: |
| Value: 524.78 |
| Footnote ID: F3 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Exercise Date: |
| | | Value: 5/18/16 |
| | Expiration Date: |
| | | Footnote ID: F1 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Charter Communications Class A Common Stock |
| | | Underlying Security Shares: |
| Value: 130,853 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 17,130,668 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: Indirect Interest in a Partnership |
| Footnote ID: F4 |
| Footnote ID: F5 |
| Footnotes: |
| Footnote - F1: The Class B Common Units of Charter Communications Holdings, LLC ("Charter Holdings") are exchangeable by Advance/Newhouse Partnership, a New York partnership ("A/N") at any time into either, at the Issuer's option, (i) shares of Class A Common Stock of the Issuer on a one-for-one basis or (ii) an amount of cash based on the volume-weighted average price of the Class A Common Stock for the two consecutive trading days prior to the date of delivery of A/N's Exchange Notice (as such term is defined under and pursuant to that certain exchange agreement, dated as of May 18, 2016, between, among others, the Issuer, Charter Holdings and A/N) per Class B Common Unit exchanged and have no expiration date. |
| Footnote - F2: Sold to the Issuer in an exempt transaction pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended. |
| Footnote - F3: Represents the Average Public Per Share Repurchase Price (as such term is defined in Annex A to that certain letter agreement, dated as of December 23, 2016, between the Issuer, Charter Holdings and A/N). |
| Footnote - F4: The Reporting Person, by virtue of his affiliations with Advance Long-Term Management Trust, a New Jersey trust ("ALTMT"), Advance Publications, Inc., a New York corporation ("API"), and Newhouse Broadcasting Corporation ("NBCo"), and affiliation with and interest in other non-controlling holders of equity of API and NBCo, may be deemed to beneficially own the shares of Class A Common Stock of the Issuer and Class B Common Units of Charter Holdings owned directly by A/N. ALTMT is the general partner of Newhouse Family Holdings, L.P., a Delaware limited partnership, which owns all of the voting shares of API. API and NBCo indirectly own all of the partnership interests of A/N. |
| Footnote - F5: The Reporting Person disclaims beneficial ownership of the shares of Class A Common Stock of the Issuer and Class B Common Units of Charter Holdings owned by A/N and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose. |
| Remarks: |
| Owner Signature: |
| Signature Name: /s/ Michael A. Newhouse |
| Signature Date: 3/10/20 |
