Charter 2005 Annual Report Download - page 90

CHARTER COMMUNICATIONS, INC. 2005 FORM 10-K
2005 OPTION GRANTS
The following table shows individual grants of options made to individuals named in the Summary Compensation Table during
2005. All such grants were made under the 2001 Stock Incentive Plan and the exercise price was based upon the fair market value of
Charter’s Class A common stock on the respective grant dates.
Number of % of Potential Realizable Value at
Securities Total Assumed Annual Rate of
Underlying Options Stock Price Appreciation
Options Granted to Exercise For Option Term(2)
Granted Employees Price Expiration
Name (#)(1) in 2005 ($/Sh) Date 5% ($) 10% ($)
Neil Smit 3,333,333 30.83% $1.18 8/22/2015 $2,465,267 $6,247,470
Robert P. May ——— ———
Carl E. Vogel ——— ———
Michael J. Lovett 216,000 2.00% 1.30 4/26/2015 175,914 445,802
Paul E. Martin 83,700 0.77% 1.30 4/26/2015 68,430 173,415
Wayne H. Davis 145,800 1.35% 1.30 4/26/2015 118,742 300,916
Sue Ann R. Hamilton 97,200 0.90% 1.53 3/25/2015 93,221 236,240
47,800 0.44% 1.27 10/18/2015 38,208 96,826
(1) Options are transferable under limited conditions, primarily to accommodate estate planning purposes. These options generally vest in four equal installments
commencing on the first anniversary following the grant date.
(2) This column shows the hypothetical gains on the options granted based on assumed annual compound price appreciation of 5% and 10% over the full ten-year term of
the options. The assumed rates of 5% and 10% appreciation are mandated by the SEC and do not represent our estimate or projection of future prices.
2005 Aggregated Option Exercises and Option Value
The following table sets forth, for the individuals named in the Summary Compensation Table, (i) information concerning options
exercised during 2005, (ii) the number of shares of our Class A common stock underlying unexercised options at year-end 2005, and
(iii) the value of unexercised ‘‘in-the-money’’ options (i.e., the positive spread between the exercise price of outstanding options and
the market value of our Class A common stock) on December 31, 2005.
Number of Securities Underlying Value of Unexercised In-the
Unexercised Options at Money Options at
Shares
December 31, 2005 (#)(1) December 31, 2005 ($)(2)
Acquired on Value
Name Exercise (#) Realized ($) Exercisable Unexercisable Exercisable Unexercisable
Neil Smit —— —3,333,333 $ —$133,333
Robert P. May ——————
Carl E. Vogel(3) ——1,120,000 —— —
Michael J. Lovett ——93,000 395,000 ——
Paul E. Martin ——143,125 193,075 ——
Wayne H. Davis ——176,250 379,550 ——
Sue Ann R. Hamilton ——122,500 312,500 ——
(1) Options granted prior to 2001 and under the 1999 Charter Communications Option Plan, when vested, are exercisable for membership units of Charter Holdco which
are immediately exchanged on a one-for-one basis for shares of our Class A common stock upon exercise of the option. Options granted under the 2001 Stock Incentive
Plan and after 2000 are exercisable for shares of our Class A common stock.
(2) Based on a per share market value (closing price) of $1.22 as of December 31, 2005 for our Class A common stock.
(3) Mr. Vogel’s employment terminated on January 17, 2005. Under the terms of the separation agreement, his options will continue to vest until December 31, 2005, and all
vested options are exercisable until sixty (60) days thereafter.
LONG-TERM INCENTIVE PLANS — AWARDS IN LAST FISCAL YEAR
Estimated Future Payouts Under
Number of Performance or Non-Stock Price-Based Plans
Shares, Units or Other Period Until
Name Other Rights (#) Maturation or Payout Threshold (#) Target (#) Maximum (#)
Neil Smit —n/a —— —
Robert P. May —n/a —— —
Carl E. Vogel —n/a —— —
Michael J. Lovett 129,600 1 year performance cycle 90,720 129,600 259,200
3 year vesting
Paul E. Martin 40,500 1 year performance cycle 28,350 40,500 81,000
3 year vesting
Wayne H. Davis 83,700 1 year performance cycle 58,590 83,700 167,400
3 year vesting
Sue Ann R. Hamilton 83,700 1 year performance cycle 58,590 83,700 167,400
3 year vesting
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