8-KMaterial AgreementsExhibits & Filings

CHARTER COMMUNICATIONS, INC. /MO/ 8-K Report, Material Agreement (Jul 13, 2005)

Filed July 13, 2005For Securities:CHTR

Summary

This 8-K filing by Charter Communications, Inc. reports on the entry into material definitive agreements related to executive compensation. Specifically, on July 13, 2005, the company formalized agreements with its Interim President and CEO, Robert P. May, and its Executive Vice President and COO, Michael J. Lovett. These agreements involve the granting of restricted shares of the company's Class A common stock to both executives. For Mr. May, 100,000 restricted shares were granted, vesting upon the termination of his interim service. For Mr. Lovett, 75,000 restricted shares were granted, vesting over three years. These grants are intended to align executive interests with shareholder value and reward performance within the framework of the company's 2001 Stock Incentive Plan.

Key Highlights

  • 1Charter Communications entered into material definitive agreements with key executives on July 13, 2005.
  • 2Robert P. May, Interim President and CEO, was granted 100,000 restricted shares of Class A common stock.
  • 3Michael J. Lovett, Executive Vice President and COO, was granted 75,000 restricted shares of Class A common stock.
  • 4The restricted shares for Mr. May are subject to vesting upon the termination of his interim service.
  • 5The restricted shares for Mr. Lovett will vest in one-third increments over the first three anniversaries of the grant date.
  • 6Both grants were made under the Company's 2001 Stock Incentive Plan.
  • 7Prior to vesting, the restricted shares are not transferable but entitle the holders to the rights and benefits of outstanding shares.

Frequently Asked Questions

The primary purpose of this 8-K filing is to report the company's entry into material definitive agreements concerning executive compensation, specifically the granting of restricted stock awards to its Interim President and CEO, Robert P. May, and its Executive Vice President and COO, Michael J. Lovett.

Robert P. May was granted 100,000 restricted shares of the Company's Class A common stock. These shares are set to vest upon the termination of his interim service as President and Chief Executive Officer, unless terminated for Cause.

Michael J. Lovett was granted 75,000 restricted shares of the Company's Class A common stock. These shares will vest over a three-year period, with one-third vesting on each of the first three anniversaries of the grant date, unless terminated for Cause.

Yes, prior to vesting, the restricted shares are entitled to the rights and benefits of outstanding shares of Class A common stock, which typically include voting rights and dividend entitlements.