8-KMaterial AgreementsExhibits & Filings

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

Filed December 13, 2005For Securities:CHTR

Summary

Charter Communications, Inc. (CHTR) filed an 8-K on December 13, 2005, to report a material definitive agreement: an employment agreement with Robert A. Quigley, effective December 9, 2005. This filing provides details on Mr. Quigley's executive role, compensation, and severance terms, which are important for understanding the company's executive compensation structure and potential liabilities in case of termination. The agreement specifies a two-year term for Mr. Quigley's employment in an executive capacity, reporting to the CEO. His compensation includes a base salary of $450,000, eligibility for bonuses and stock options, and other senior executive benefits. The severance package is detailed and includes salary continuation, pro-rata bonus, COBRA payments, and accelerated vesting of equity awards under specific termination scenarios, alongside non-compete and non-solicitation clauses.

Key Highlights

  • 1Charter Communications entered into a material definitive agreement on December 9, 2005.
  • 2The agreement is an employment contract with Robert A. Quigley for an executive position.
  • 3Mr. Quigley's annual salary is set at $450,000.
  • 4The employment agreement has a two-year term.
  • 5Severance provisions are included for termination without cause or resignation for good reason, with terms for salary, bonus, COBRA, and stock option vesting.
  • 6The agreement includes a one-year non-compete clause and two-year non-solicitation clauses.

Frequently Asked Questions

The primary purpose of this 8-K filing is to disclose a material definitive agreement entered into by Charter Communications, Inc., specifically an employment agreement with Robert A. Quigley.

Mr. Quigley's compensation includes a base salary of $450,000 per year, eligibility for incentive bonuses, stock options, and other benefits available to senior executives. The agreement also details severance packages in specific termination scenarios.

If terminated by Charter without 'cause' or by Mr. Quigley for 'good reason', he is entitled to his salary for the remainder of the two-year term or 12 months' salary (whichever is greater), a pro-rata bonus, COBRA payment coverage for up to 12 months or the remainder of the term, and accelerated vesting of stock options and restricted stock during the severance payment period.

Yes, the agreement includes a one-year non-compete provision in a 'Competitive Business' and two-year non-solicitation clauses.