TORMEY HEATHER K 4/A

What Happened
Heather K. Tormey, VP & Chief HRO of Shenandoah Telecommunications Co. (SHEN), had performance- and retention-based restricted stock units vest on Feb 2, 2026. Two awards totaling 5,604 shares vested (4,793 shares and 811 shares; awarded at $0.00 per share). To satisfy tax withholding, 1,983 of the vested shares were disposed/withheld at $11.87 each, representing proceeds of $23,538.

Key Details

• Transaction date: 2026-02-02 (reported via Form 4/A filed 2026-02-12; this is an amended filing to correct a clerical error).
• Awards: 4,793 shares (A) and 811 shares (A) granted/vested at $0.00 (total vested = 5,604).
• Tax/payment withholding: 1,983 shares (F) disposed at $11.87 each for $23,538 to satisfy tax liability.
• Shares owned after the transaction: not disclosed in the provided filing.
• Footnotes:
  • F1 — Vesting of performance-based RSUs granted Feb 22, 2023; performance measured by relative TSR vs. NASDAQ Telecom Index peers.
  • F2 — Vesting of Strategic Retention Performance Share Units (granted Feb 22, 2023) measured by FTTH passings, capex per incremental passings, and Adjusted EBITDA over the 3-year period ending Dec 31, 2025.
  • F3 — This Form 4/A corrects an immaterial clerical error in the Feb 5, 2026 Form 4; no other changes.

Context

• These were vesting awards (not open-market purchases or option exercises). The disposal of 1,983 shares reflects withholding to cover tax obligations rather than a discretionary sale.
• Awards tied to multi-year performance metrics mean the shares reflect achievement of pre-set goals; such vestings are routine compensation events for insiders and do not, by themselves, indicate a personal market view.