8-KMaterial AgreementsExhibits & Filings

CHARTER COMMUNICATIONS, INC. /MO/ 8-K Report, Material Agreement (Jan 10, 2006)

Filed January 10, 2006For Securities:CHTR

Summary

Charter Communications, Inc. (CHTR) filed an 8-K on January 10, 2006, to report a material definitive agreement regarding a retention agreement with its Senior Vice President and Interim Chief Financial Officer, Paul E. Martin. The agreement aims to retain Mr. Martin in his interim CFO role until at least March 31, 2006, or until his employment is terminated or reassigned. This is a key development for the company as it ensures continuity in financial leadership during a critical period. The retention agreement includes a special bonus for Mr. Martin and outlines specific severance conditions. Investors should note that the bonus is in addition to existing bonus plan entitlements and potential severance. The agreement also clarifies the terms under which Mr. Martin's employment termination would be treated as a "termination without Cause," affecting his severance calculation. The company is seeking to secure its financial operations by maintaining experienced personnel.

Key Highlights

  • 1Charter Communications entered into a retention agreement with its Interim CFO, Paul E. Martin, effective January 9, 2006.
  • 2The agreement ensures Mr. Martin will continue as Interim CFO until at least March 31, 2006, or until his employment is otherwise terminated or reassigned.
  • 3Mr. Martin will receive a special retention bonus of $116,200 upon the termination date defined in the agreement.
  • 4The bonus is separate from any amounts due under the 2005 Executive Bonus Plan and other severance provisions.
  • 5Specific conditions for termination without Cause are outlined, impacting severance calculations should Mr. Martin's employment end under these terms after January 1, 2006.
  • 6Mr. Martin will not participate in 2006 executive incentive or bonus plans unless otherwise agreed.
  • 7The full text of the retention agreement is filed as Exhibit 99.1 to the 8-K.

Frequently Asked Questions

Charter Communications entered into this retention agreement to ensure continuity and stability in its financial leadership. By retaining Paul E. Martin as Interim Chief Financial Officer until at least March 31, 2006, the company aims to maintain experienced personnel during a potentially critical period, especially given his roles as Senior Vice President, Interim CFO, Principal Accounting Officer, and Corporate Controller.

Mr. Martin will receive a special retention bonus of $116,200, payable as a lump sum on the termination date specified in the agreement. This bonus is in addition to any amounts he is entitled to under the 2005 Executive Bonus Plan and any other severance benefits.

The agreement specifies that if Charter terminates Mr. Martin's employment without Cause (as defined in his existing employment agreement), or if he resigns for any reason after April 1, 2006, his termination will be treated as a "termination without Cause." In such cases, severance will be calculated based on his base salary as Controller, not including the additional compensation he received as interim CFO. He will also receive three months of outplacement assistance.

Generally, Mr. Martin will not participate in any executive incentive or bonus plan for 2006 unless explicitly agreed upon by both parties. This indicates a specific focus on his retention for the interim CFO role rather than broader participation in 2006 incentive programs.