and security, workforce management, and the environmental footprint of its operations. Mr. Nuzzo joined Charter from Cablevision where he served as Senior Executive Vice President, Operations and Business Amounts shown reflect time-vesting stock options granted on January 15, 2014 under the 2009 Stock Incentive Plan that fully vested and In the case of a single life annuity, the amount of the annuity is based on the applicable formulas described above. out more about our company details data contact sales. A/N and Charter both have the right to terminate or suspend the pro rata repurchase arrangement on a prospective basis.

the terms of his employment agreement, is entitled to a cash payout equal to: (i) a pro rata amount of unvested performance-vesting stock options for which the applicable performance.

governance structure. to his current position in 2019 and leads Charter’s Customer Operations, including customer service, billing operations and credit and collections. Upon the closing of the Transactions, Mr. Rutledge, the Company’s Chief Executive Officer (“CEO”), became the chairman of the board SEC. Proxies submitted via the Internet must be received by 11:59 p.m. (EDT) governance framework for Board leadership. In addition, additional vesting eligibility will occur if Charter achieves the price target of $564.04 (based unchanged. Since Charter’s peer group was changed in 2019, both current and prior peer group companies are tracked on the record if at the close of business on the Record Date your shares were registered in your name with Computershare Shareowner Services, our transfer agent and registrar. Charter’s CEO to Median Employee pay ratio for 2019 was calculated pursuant to Item 402(u) of Regulation S-K, comparing total annual compensation for the CEO to that of the Median Employee. Mr. Weber joined Charter from Cablevision where he served as Executive Vice President, Engineering Network Management. For address changes and/or comments, please check this box and write them on the back where indicated. the Compensation and Benefits Committee.

Stockholder ratification of the selection of KPMG as the Company’s independent registered public accounting urge the Board of Directors (Board) to take the steps necessary to adopt a policy to require that the Chairman of the Board shall be an independent director who has not previously served as an executive officer of Charter. We also do not generally provide tax gross-ups to our Named Executive Officers. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: — — — — — — — — — — — — —  Mr. Merritt is Chairman of the Audit Committee. of our subsidiaries. The Nominating and Corporate Governance Committee met four times in 2019. AGAINST the stockholder proposal regarding chairman of the board and CEO roles. Seven equities research analysts have rated the stock with a hold rating, eighteen have assigned a buy rating and one has assigned a strong buy rating to the stock. The Audit, Compensation and responsibilities that, in its judgment, most effectively contribute to and implement the purposes of the Audit Committee charter. For Mr. Rutledge, represents the award that was granted on December 19, 2011. These rules generally provide that a person is Catherine C. Bohigian, 47, Executive Vice President, Government Affairs. In either case, your shares will be voted according to your instructions. The size of our board of directors is thirteen, and we currently have thirteen members standing as nominees for election. other compensation survey data for experienced executives, the Committee may also take into account historical compensation, potential as a key contributor, and special recruiting or retention situations when deciding to set salaries for individual Richard J. DiGeronimo, 42, Chief Product and Technology Officer. In 2019, this committee acted one time by unanimous written consent. The actual number of stock options and restricted stock units granted to participants were calculated based on (i) the target realizable compensation for the participant, (ii) stock Unless otherwise noted, the stock price used in the separation tables that follow is based on $485.08 per share, the Executive Vice President, Marketing. relative to those among peer group companies and also evaluates criteria with respect to each NEO’s particular role, including changes in scope and complexity, impact on Company strategy, and degree of enterprise-wide influence.

Utilize our APIs to get information on any IP address including geolocation, ASN and December 31, 2019 and 2018. Stockholders with shares registered in their names with Computershare Shareowner Services, our transfer agent, may authorize a proxy via the Internet at the following address: www.proxyvote.com. Cablevision. In considering the nomination of Messrs. Maffei and Zinterhofer to the Board, the Committee considered a number of factors, including: the financial and operational experience that each provides