McKay Edward H 4
4 · SHENANDOAH TELECOMMUNICATIONS CO/VA/ · Filed Feb 5, 2026
Research Summary
AI-generated summary of this filing
SHEN CEO Edward McKay Receives RSU Awards; Shares Withheld
What Happened
Edward H. McKay, President and CEO of Shenandoah Telecommunications (SHEN), had two awards vest on Feb 2, 2026 totaling 22,241 shares (12,204 and 10,037) reported as acquisitions at $0.00. To satisfy tax withholding obligations, 7,228 shares were surrendered/disposed at $11.87 per share, generating proceeds of about $85,796. This was an award/vesting event with shares withheld for taxes, not an open-market sale for investment reasons.
Key Details
- Transaction date: Feb 2, 2026; Form 4 filed Feb 5, 2026 (appears to be within the normal reporting window).
- Awards: 12,204 shares and 10,037 shares reported as acquired at $0.00 (vesting).
- Withholding/disposition: 7,228 shares at $11.87, total value reported $85,796 (code F — payment of tax liability).
- Shares owned after transaction: Not specified in the filing.
- Footnotes:
- F1 — Vesting of performance-based Restricted Stock Units granted Feb 22, 2023; performance measured by relative total shareholder return vs a NASDAQ Telecom Index peer group.
- F2 — Vesting of Strategic Retention Performance Share Units granted Feb 22, 2023; performance measured by FTTH passings, capex per incremental passings, and Adjusted EBITDA for the three-year period ending Dec 31, 2025.
Context
This filing reflects the vesting of performance and retention equity awards and a standard tax-withholding procedure (shares surrendered to cover taxes), not an open-market sale. Such withholding is routine after equity awards vest and does not necessarily signal management buying or selling for investment reasons.
Insider Transaction Report
- Award
Common Stock
[F1]2026-02-02+12,204→ 114,381 total - Award
Common Stock
[F2]2026-02-02+10,037→ 124,418 total - Tax Payment
Common Stock
2026-02-02$11.87/sh−7,228$85,796→ 117,190 total
Footnotes (2)
- [F1]Represents vesting of performance-based Restricted Stock Units granted February 22, 2023. Performance for this award was measured on the Issuer's relative total return (TSR) compared to the TSR of a group of companies in the NASDAQ Telecom Index with a Market Cap between 100 million and 100 billion, above and below the Issuer's then current Market Cap.
- [F2]Represents the vesting Strategic Retention Performance Share Units granted February 22, 2023. Performance for this award was measured based on the number of Fiber-To-The-Home passings, capital expenditure per incremental passings, and Adjusted Earnings Before Interest Taxes, Depreciation and Amortization for the three-year period ending December 31, 2025.