FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Fischer Jessica M
2. Issuer Name and Ticker or Trading Symbol

CHARTER COMMUNICATIONS, INC. /MO/ [ CHTR ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Chief Financial Officer
(Last)          (First)          (Middle)

C/O CHARTER COMMUNICATIONS, INC., 400 WASHINGTON BLVD.
3. Date of Earliest Transaction (MM/DD/YYYY)

2/22/2023
(Street)

STAMFORD, CT 06902
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options $380.53 2/22/2023  A   171048 (1)    (1)2/22/2033 Class A Common Stock 171048.0 $0 171048 D  
Restricted Stock Units  (2)2/22/2023  A   19005 (3)    (3) (2)Class A Common Stock 19005.0 $0 19005 D  

Explanation of Responses:
(1) Stock options granted on February 22, 2023 under the Charter Communications, Inc. 2019 Stock Incentive Plan (with a 10-year term) as follows: 34,209 shares subject to the attainment of a $507.00 per-share hurdle; 34,209 shares subject to the attainment of a $639.00 per-share hurdle; 34,210 shares subject to the attainment of $798.00 per-share hurdle; 34,210 shares subject to the attainment of a $870.00 per-share hurdle; 17,105 shares subject to the attainment of a $988.00 per-share hurdle; and 17,105 shares subject to the attainment of a $1,000.00 per-share hurdle. One third of the stock options are first eligible to vest on each of the third, fourth and fifth anniversaries of the date of grant subject to achievement of the applicable per-share price hurdles. Any options that have not vested within 6 years from the date of grant will be cancelled.
(2) Restricted Stock Unit Grant - price and expiration date not applicable.
(3) Restricted Stock Units granted on February 22, 2023 under the Charter Communications, Inc. 2019 Stock Incentive Plan; 6,335 shares subject to the attainment of a $798.00 per-share hurdle; 6,335 shares subject to the attainment of a $870.00 per-share hurdle; 3,167 shares subject to the attainment of a $988.00 per-share hurdle; and 3,168 shares subject to the attainment of $1,000.00 per-share hurdle. One third of the Restricted Stock Units are first eligible to vest on each of the third, fourth and fifth anniversaries of the date of grant subject to achievement of the applicable per-share price hurdles. Any Restricted Stock Units that have not vested within 6 years from the date of grant will be cancelled.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Fischer Jessica M
C/O CHARTER COMMUNICATIONS, INC.
400 WASHINGTON BLVD.
STAMFORD, CT 06902


Chief Financial Officer

Signatures
/s/Jennifer A. Smith as attorney-in-fact for Jessica M. Fischer2/24/2023
**Signature of Reporting PersonDate


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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