CHENG ELAINE 4/A
4/A · SHENANDOAH TELECOMMUNICATIONS CO/VA/ · Filed Feb 12, 2026
Research Summary
AI-generated summary of this filing
Shenandoah (SHEN) SVP Elaine Cheng Receives Award; Shares Withheld
What Happened
Elaine Cheng, Senior Vice President & Chief Information Officer of Shenandoah Telecommunications (SHEN), reported vesting of equity awards on Feb 2, 2026. The filing shows 6,262 shares acquired as awards (vesting). The report also lists disposals of 3,562 shares at $0.00 and 3,480 shares withheld to satisfy tax obligations at $11.87 per share, yielding $41,308 in value. This Form 4/A amends a prior Form 4 to correct a clerical error in the number of shares reported as vesting.
Key Details
- Transaction date: February 2, 2026 (Form 4/A filed February 12, 2026; prior Form 4 filed February 5, 2026). This filing is an amendment to correct the reported vesting amount.
- Acquired: 6,262 shares (award/vesting) reported with $0.00 per-share purchase price (award).
- Disposed: 3,562 shares reported at $0.00 (no cash proceeds shown).
- Tax withholding: 3,480 shares withheld to cover tax liability at $11.87 per share = $41,308 (coded F).
- Shares owned after transaction: Not specified in the supplied filing excerpt.
- Footnotes: F1 = performance-based RSUs (TSR vs. peers in NASDAQ Telecom Index). F2 = Strategic Retention PSUs (measured by FTTH passings, capex per incremental passings, and Adjusted EBITDA for the 3-year period ending Dec 31, 2025). F3 = amendment to correct an immaterial clerical error in previously reported vesting.
Context
- The core event is vesting of performance-based and retention share units; the withholding of shares to cover taxes is a common administrative result of vesting (net settlement/cashless withholding) and does not represent an open-market sale.
- The awards’ performance conditions were tied to relative total shareholder return and operational/financial targets (FTTH expansion, capex efficiency, and Adjusted EBITDA) over the multi-year performance period noted in the footnotes.
- This is an amended filing to correct the reported amount of shares vesting; investors should treat these entries as administrative vesting and tax withholding rather than a directional buy/sell signal.
Insider Transaction Report
Form 4/AAmended
CHENG ELAINE
SVP & Chief Info Officer
Transactions
- Award
Common Stock
[F1]2026-02-02+6,262→ 30,134 total - Award
Common Stock
[F2][F3]2026-02-02−3,562→ 33,696 total - Tax Payment
Common Stock
[F3]2026-02-02$11.87/sh−3,480$41,308→ 30,216 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
Christopher E French Attorney in Fact for Elaine Cheng|2026-02-12