CROWN CASTLE INTERNATIONAL CORP : Entry into a Material Definitive Agreement, Change in Directors or Principal Officers, Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits (form 8-K)

ITEM 1.01-ENTRY INTO MATERIAL DEFINITIVE AGREEMENT

As disclosed in Item 5.07 below, on May 19, 2022 ("2022 LTIP Effective Date"),
at the 2022 annual meeting of stockholders ("Annual Meeting") of Crown Castle
International Corp. ("Company"), the Company's stockholders approved the
Company's 2022 Long-Term Incentive Plan ("2022 LTIP"). A description of the
material terms of the 2022 LTIP, as well as a copy of the 2022 LTIP, were
included in the Company's Definitive Proxy Statement on Schedule 14A filed with
the Securities and Exchange Commission on April 4, 2022 ("Proxy Statement"). The
foregoing is qualified in its entirety by reference to the 2022 LTIP previously
filed by the Company as Appendix A to the Proxy Statement, which is incorporated
herein by reference.

A form of the Restricted Stock Unit Agreement to be used in connection with certain awards under the 2022 LTIP, effective May 19, 2022, is filed herewith as Exhibit 10.2.

In addition, as previously disclosed, upon the approval of the 2022 LTIP by the
stockholders at the Annual Meeting, the Company amended its 2013 Long-Term
Incentive Plan, as amended ("2013 LTIP"), effective May 19, 2022, to provide
that no further awards will be granted under the 2013 LTIP on or after the 2022
LTIP Effective Date ("2013 LTIP Amendment"). The foregoing is qualified in its
entirety by reference to the 2013 LTIP Amendment, which is filed herewith as
Exhibit 10.3 and incorporated herein by reference.

ITEM 5.02-DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

(e) The information in Item 1.01 above is incorporated herein by reference.

ITEM 5.03-AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR

As disclosed in Item 5.07 below, at the Annual Meeting, the Company's
stockholders approved an amendment to Article IV of the Company's Restated
Certificate of Incorporation ("Charter") to increase the number of authorized
shares of the Company's common stock, par value $0.01 ("Common Stock"), from
600,000,000 to 1,200,000,000. The Charter amendment became effective upon the
filing of the Certificate of Amendment of the Charter with the Secretary of
State of the State of Delaware on May 20, 2022. The foregoing is qualified in
its entirety by reference to the Certificate of Amendment of the Charter, which
is filed herewith as Exhibit 3.1 and incorporated herein by reference.

ITEM 5.07-SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

At the Annual Meeting held on May 19, 2022, the Company's stockholders (1)
elected each of the ten nominees for director, to serve until the Company's next
Annual Meeting and until their respective successors are duly elected and
qualified, (2) ratified the appointment of PricewaterhouseCoopers LLP as the
Company's independent registered public accountants for fiscal year 2022, (3)
approved the 2022 LTIP, (4) approved an amendment to the Charter to increase the
number of authorized shares of Common Stock and (5) approved, on a non-binding,
advisory basis, the compensation of the Company's named executive officers as
described in the Company's Proxy Statement for the Annual Meeting. The final
voting results for each proposal submitted to a vote are set forth below:

1) Election of Directors:

 Name                      Votes For     Votes Against    Abstentions     Broker Non-Votes
 P. Robert Bartolo        368,268,236      3,654,313        211,797          19,773,970
 Jay A. Brown             370,097,578      1,864,586        172,182          19,773,970
 Cindy Christy            358,852,411     13,088,480        193,455          19,773,970
 Ari Q. Fitzgerald        357,140,907     14,780,679        212,760          19,773,970
 Andrea J. Goldsmith      366,355,659      5,592,335        186,352          19,773,970
 Tammy K. Jones           345,889,368     26,052,375        192,603          19,773,970
 Anthony J. Melone        361,260,857     10,082,420        791,069          19,773,970
 W. Benjamin Moreland     369,336,282      2,623,667        174,397          19,773,970
 Kevin A. Stephens        370,980,930       947,834         205,582          19,773,970
 Matthew Thornton, III    370,905,576      1,020,008        208,762          19,773,970

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2) The ratification of appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accountants for fiscal year 2022:

              Votes For     Votes Against    Abstentions     Broker Non-Votes
             388,237,045      2,946,152        725,119              0

3) A proposal to approve the 2022 LTIP:

              Votes For     Votes Against    Abstentions     Broker Non-Votes
             360,695,707     11,210,362        228,277          19,773,970



4) An amendment to the Charter to increase the number of authorized shares of
Common Stock:

              Votes For     Votes Against    Abstentions     Broker Non-Votes
             376,970,373     14,700,812        237,131              0



5) The non-binding, advisory vote to approve the compensation of the Company's
named executive officers:

              Votes For     Votes Against    Abstentions     Broker Non-Votes
             358,130,677     13,365,409        638,260          19,773,970

ITEM 9.01-FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

                                 Exhibit Index

Exhibit No.                                              Description
3.1*                      Certificate of Amendment of Restated Certificate

of Incorporation of Crown

Castle International Corp., effective May 20, 2022
                          Crown Castle International Corp. 2022 Long-Term Incentive Plan (incorporated
10.1                    by reference to Appendix A to the Company's 

Definitive Proxy Statement on

                        Schedule 14A filed on April 4, 2022)
10.2*                     Form of Restricted Stock Unit Agreement (effective May 19, 2022)
10.3*                     Amendment to Crown Castle International Corp.

2013 Long-Term Incentive Plan,

                        as amended
104                     Cover Page Interactive Data File - the cover page XBRL tags are embedded
                        within the Inline XBRL document



* Filed herewith.

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