McKay Edward H 4/A
4/A · SHENANDOAH TELECOMMUNICATIONS CO/VA/ · Filed Feb 12, 2026
Research Summary
AI-generated summary of this filing
Shenandoah Telecom CEO Edward McKay Receives Vesting Awards, Shares Withheld
What Happened
- Edward H. McKay, President & CEO of Shenandoah Telecommunications Co. (SHEN), reported the vesting of incentive awards on Feb 2, 2026. The filing shows 22,211 shares related to performance- and retention-based awards (12,204 and 10,007) and the withholding of 7,228 shares to satisfy tax liability valued at $11.87 per share (total ~$85,796).
- Transaction types: awards/acquisitions (code A) for the vested shares and a tax-withholding disposition (code F) for the 7,228 shares.
Key Details
- Transaction date: 2026-02-02.
- Awarded/vested shares reported: 12,204 (A, acquired) and 10,007 (A, reported as disposed at $0.00 in the filing); total shown = 22,211 shares.
- Tax withholding: 7,228 shares (F) disposed at $11.87 each, totaling $85,796 to cover tax liability.
- Shares owned after the transaction: not stated in the provided filing.
- Footnotes:
- F1: Vesting includes performance-based RSUs granted Feb 22, 2023, measured by relative total shareholder return versus peers in the NASDAQ Telecom Index.
- F2: Vesting also includes Strategic Retention Performance Share Units (granted Feb 22, 2023) measured by FTTH passings, capex per incremental passings, and adjusted EBITDA for the three-year period ending Dec 31, 2025.
- F3: This is an amended Form 4 correcting an immaterial clerical error in the previously filed Form 4 (filed Feb 5, 2026); no other changes were made.
Context
- Code A indicates awards/acquisitions (vesting of restricted/ performance stock units); code F indicates shares disposed to satisfy tax withholding — a routine administrative step rather than an open-market sale.
- The filing is an amended report to correct previously reported vesting figures; the amendment does not indicate a change in the economic substance of the transaction.
Insider Transaction Report
Form 4/AAmended
McKay Edward H
President & CEO
Transactions
- Award
Common Stock
[F1]2026-02-02+12,204→ 114,381 total - Award
Common Stock
[F2][F3]2026-02-02−10,007→ 124,388 total - Tax Payment
Common Stock
[F3]2026-02-02$11.87/sh−7,228$85,796→ 117,160 total
Footnotes (3)
- [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.
- [F3]This Form 4/A is being filed to correct an immaterial clerical error in the number of shares reported as vesting pursuant to Strategic Retention Performance Share Units in the Form 4 filed on February 5, 2026. No other changes have been made.
Signature
Edward H McKay|2026-02-12