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SEC Filings

SC 13D/A
ALLEN PAUL G filed this Form SC 13D/A on 12/20/1999
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     Thomas R. Jokerst, Senior Vice President -- Advanced Technology development
of CII, directly owns 15,000 shares of Class A Common Stock. Mr. Jokerst
beneficially owns 0.0% of the Issuer and 0.0% of the voting power of the Issuer.
 
     Kent D. Kalkwarf, Senior Vice President and Chief Financial Officer of CII,
directly owns 2,500 shares of Class A Common Stock. Mr. Kalkwarf beneficially
owns 0.0% of the Issuer and 0.0% of the voting power of the Issuer.
 
     Ralph G. Kelly, Senior Vice President -- Treasurer of CII, beneficially
owns 13,000 shares of Class A Common Stock, which consists of (a) 5,000 shares
of Class A Common Stock owned by a revocable trust of which he is the
beneficiary and a co-trustee with his wife, (b) 5,000 shares of Class A Common
Stock owned by a revocable trust of which his wife is the beneficiary and of
which he is a co-trustee with his wife and (c) 3,000 shares of Class A Common
Stock equally held in three custodial accounts over which he exercises custodial
control. Mr. Kelly beneficially owns 0.0% of the Issuer and 0.0% of the voting
power of the Issuer.
 
     David L. McCall, Senior Vice President of Operations -- Eastern Division of
CII, beneficially owns 3,700 shares of Class A Common Stock, which consists of
(a) 2,500 shares of Class A Common Stock directly owned by him and (b) 1,200
shares of Class A Common Stock held by a minor child. Mr. McCall beneficially
owns 0.0% of the Issuer and 0.0% of the voting power of the Issuer.
 
     John C. Pietri, Senior Vice President -- Engineering of CII, directly owns
5,000 shares of Class A Common Stock. Mr. Pietri beneficially owns 0.0% of the
Issuer and 0.0% of the voting power of the Issuer.
 
     Steve A. Schumm, Executive Vice President of Operations of CII,
beneficially owns 3,700 shares of Class A Common Stock, which consists of (a)
1,200 shares of Class A Common Stock directly owned by him, (b) 1,500 shares of
Class A Common Stock equally held in three custodial accounts over which he
exercises custodial control and (c) 1,000 shares of Class A Common Stock held in
an irrevocable trust for which he is a trustee. Mr. Schumm beneficially owns
0.0% of the Issuer and 0.0% of the voting power of the Issuer.
 
     Curtis S. Shaw, Senior Vice President and General Counsel of CII, directly
owns 5,000 shares of Class A Common Stock. Mr. Shaw beneficially owns 0.0% of
the Issuer and 0.0% of the voting power of the Issuer.
 
     Stephen E. Silva, Senior Vice President -- Corporate Development of CII,
directly owns 42,000 shares of Class A Common Stock. Mr. Silva beneficially
owns 0.0% of the Issuer and 0.0% of the voting power of the Issuer.
 
     William D. Savoy, President of Vulcan, beneficially owns 429,184 shares of
Class A Common Stock by reason of his ownership of (a) vested options granted
under the Charter Holdco Option Plan (as described in Item 6) covering 40,000
membership units in Charter Holdco automatically exchangeable upon their
exercise into Class A Common Stock and (b) vested and unvested options that will
vest in 60 days covering 389,184 shares of Class A Common Stock, from Vulcan, as
more fully described in Item 6 below. Mr. Savoy beneficially owns 0.0% of the
Issuer and 0.0% of the voting power of the Issuer.
 
     To the best knowledge of Vulcan, CII and Mr. Allen, except as otherwise
provided in this Item 5 none of the other parties named in Item 2 beneficially
owns any of the Issuer's Class A or Class B Common Stock.
 
     (b) Mr. Allen has sole voting and dispositive power with respect to the
324,320,544 shares of Class A Common Stock that he beneficially owns. Vulcan and
Mr. Allen may also be deemed to have shared voting and dispositive power over
the 106,685,298 shares of Class A Common Stock beneficially owned by Vulcan
through its ownership of 106,685,298 Class A Common Membership Units of Charter
Holdco. CII and Mr. Allen may also be deemed to have shared voting and
dispositive power over the 217,585,246 shares of Class A Common Stock
beneficially owned by CII through its ownership of 217,585,246 Class A Common
Membership Units of Charter Holdco.

     To the knowledge of the Reporting Persons, except as otherwise specified
herein, each of the persons disclosed in Item 5 has sole dispositive and voting
power with respect to the shares of Class A Common Stock actually held by the
persons. With respect to the option granted to Mr. Savoy by Vulcan, until such
time as Mr. Savoy exercises his option (at which time, to the knowledge of the
Reporting Persons, he will have sole voting and dispositive power of his
shares). Mr. Allen retains sole voting and dispositive power and Vulcan and Mr.
Allen may be deemed to share voting and dispositive power with respect to the
shares of Class A Common Stock covered by the option.
 
     (c) See Item 3.
 
     (d) Vulcan, CII and Mr. Allen are not aware of any other person who has the
right to receive or the power to direct the receipt of dividends from or the
proceeds from the sale of any common stock beneficially owned by Vulcan, CII or
Mr. Allen.
 
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