VOLK JAMES J 4

What Happened

• James J. Volk, SVP Finance & Chief Financial Officer of Shenandoah Telecommunications Co. (SHEN), received two award/acquisition transactions that vested on Feb 2, 2026: 11,141 shares (award A) and 2,053 shares (award A), for a total of 13,194 shares. Each award is reported at $0.00 per share on the Form 4 (typical for awards/vesting), so the reported acquisition value is $0.

Key Details

• Transaction date: 2026-02-02; reported on Form 4 filed 2026-02-05.
• Price: $0.00 per share (award/vesting), total reported acquisition value $0.
• Shares owned after the transaction: not specified in the provided filing excerpt.
• Footnotes:
  • F1: 11,141 shares represent vesting Strategic Retention Performance Share Units granted Feb 22, 2023 (performance measured by FTTH passings, capex per incremental passings, and Adjusted EBITDA for the 3-year period ending Dec 31, 2025).
  • F2: 2,053 shares represent vesting performance-based Restricted Stock Units granted Feb 22, 2023 (performance measured by relative total shareholder return vs. a peer group in the NASDAQ Telecom Index).
  • F3: filing notes 32.473 shares acquired via dividend reinvestment on 12-1-2025 (small fractional shares included in holdings).
• Timeliness: Form 4 was filed on Feb 5, 2026. The filing does not indicate a late-report designation in the provided excerpt.

Context

• These transactions are vesting of performance-based and retention equity awards (not open-market purchases or sales). Such vesting is part of executive compensation tied to multi-year performance goals and does not necessarily signal the insider buying or selling based on near-term company outlook.
• For retail investors, vested awards increase insider shareholdings but are routine compensation events; they should be considered alongside other insider activity and company fundamentals.