Washington, D.C. 20549




Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934



Filed by the Registrant  ☒                            Filed by a Party other than the Registrant  ☐

Check the appropriate box:


  Preliminary Proxy Statement
  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
  Definitive Proxy Statement
  Definitive Additional Materials
  Soliciting Material Pursuant to §240.14a-12

Charter Communications, Inc.

(Name of Registrant as Specified in its Charter)

Not Applicable

(Name of Person(s) Filing Proxy Statement if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

  No fee required.
  Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

Title of each class of securities to which transaction applies:




Aggregate number of securities to which transaction applies:




Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined):




Proposed maximum aggregate value of transaction:




Total fee paid:



  Fee paid previously with preliminary materials.
  Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

Amount previously paid:




Form, Schedule or Registration Statement No.:




Filing Party:




Date Filed:






*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on April 23, 2019.



Meeting Information


  CHARTER COMMUNICATIONS, INC.        Meeting Type: Annual Meeting    
    For holders as of: February 22, 2019    
    Date: April 23, 2019         Time: 8:30 AM MDT    

Location:  6350 S Fiddler’s Green Circle

        2nd Floor (Room C)

        Greenwood Village, CO 80111









You are receiving this communication because you hold shares in the company named above.


This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at or easily request a paper copy (see reverse side).


We encourage you to access and review all of the important information contained in the proxy materials before voting.




See the reverse side of this notice to obtain proxy materials and voting instructions.



  Before You Vote  

How to Access the Proxy Materials



Proxy Materials Available to VIEW or RECEIVE:





How to View Online:





Have the information that is printed in the box marked by the arrow LOGO (located on the following page) and visit:


How to Request and Receive a PAPER or E-MAIL Copy:


If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:

                           1) BY INTERNET:     
      2) BY TELEPHONE:    1-800-579-1639     
      3) BY E-MAIL*:     


* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow LOGO (located on the following page) in the subject line.


Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 9, 2019 to facilitate timely delivery.




    How To Vote  



Please Choose One of the Following Voting Methods



Vote In Person: Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.


Vote By Internet: To vote now by Internet, go to Have the information that is printed in the box marked by the arrow LOGO (located on the following page) available and follow the instructions.


Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.



  Voting Items      
  The Board of Directors recommends you vote FOR the following:    The Board of Directors recommends you vote FOR proposals 2 and 3:



Election of Directors




1a.     W. Lance Conn


1b.     Kim C. Goodman


1c.     Craig A. Jacobson


1d.     Gregory B. Maffei


1e.     John D. Markley, Jr.


1f.     David C. Merritt


1g.     James E. Meyer


1h.     Steven A. Miron


1i.     Balan Nair


1j.     Michael A. Newhouse


1k.     Mauricio Ramos


1l.     Thomas M. Rutledge


1m.   Eric L. Zinterhofer



2.  Proposal to approve the Charter Communications, Inc. 2019 Stock Incentive Plan


3.  The ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for the year ended December 31, 2019


The Board of Directors recommends you vote AGAINST proposals 4 and 5:


4.  Stockholder proposal regarding proxy access


5.  Stockholder proposal regarding sustainability reporting


NOTE: Such other business as may properly come before the meeting or any adjournment thereof in accordance with Charter's bylaws.