SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* CHARTER COMMUNICATIONS, INC. /MO/ (Last) (First) (Middle) 400 ATLANTIC STREET (Street) STAMFORD CT 06901 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 03/10/2021	3. Issuer Name and Ticker or Trading Symbol COMSCORE, INC. [ SCOR ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series B Convertible Preferred Stock	(1)	(1)	Common Stock	27,509,203(2)	2.4719(3)	I	See Footnote(4)

1. Name and Address of Reporting Person* CHARTER COMMUNICATIONS, INC. /MO/ (Last) (First) (Middle) 400 ATLANTIC STREET (Street) STAMFORD CT 06901 (City) (State) (Zip)

1. Name and Address of Reporting Person* Charter Communications Holding Company, LLC (Last) (First) (Middle) 400 ATLANTIC STREET (Street) STAMFORD CT 06901 (City) (State) (Zip)

1. Name and Address of Reporting Person* SPECTRUM MANAGEMENT HOLDING COMPANY, LLC (Last) (First) (Middle) 400 ATLANTIC STREET (Street) STAMFORD CT 06901 (City) (State) (Zip)

Explanation of Responses:

1. Shares of Series B Convertible Preferred Stock of Comscore, Inc. (the "Company") are convertible, at the holder's election, at the conversion rate (as defined in the Company's certificate of designation of Series B Convertible Preferred Stock (the "Certificate of Designation")), which will initially be one-to-one; provided that the holder receives cash in lieu of fractional shares (if any). The Series B Convertible Preferred Stock have no expiration date.

2. Represents the amount of Common Stock initially issuable upon conversion of the Series B Preferred Stock on the date of event requiring this report. The holders of Series B Preferred Stock are entitled to participate in all dividends declared on the Common Stock on an as-converted basis and are also entitled to a cumulative dividend at the rate of 7.5% per annum.

3. Subject to adjustment, as described in the Certificate of Designation.

4. Charter Communications Holding Company, LLC ("Holdings") is the record holder of the reported shares. Spectrum Management Holding Company, LLC ("Spectrum Management") is the controlling parent company of Holdings. Charter Communications Holdings, LLC ("CCH") is the controlling parent company of Spectrum Management. CCH II, LLC ("CCH II") is the controlling parent company of CCH. Charter Communications, Inc. is the controlling parent company of CCH II.

	Charter Communications, Inc. By: Daniel Bollinger, Vice President /s/ Daniel Bollinger	03/12/2021
	Charter Communications Holding Company, LLC By: Daniel Bollinger, Vice President /s/ Daniel Bollinger	03/12/2021
	CCH II, LLC By: Daniel Bollinger, Vice President /s/ Daniel Bollinger	03/12/2021
	Charter Communications Holdings, LLC By: Daniel Bollinger, Vice President /s/ Daniel Bollinger	03/12/2021
	Spectrum Management Holding Company, LLC By: Daniel Bollinger, Vice President /s/ Daniel Bollinger	03/12/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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