LESLIE DARA 4/A

What Happened

• Leslie Dara, Senior VP Sales & Marketing at Shenandoah Telecommunications (SHEN), had performance- and retention-based restricted stock units vest on 2026-02-02. A total of 7,251 shares vested (4,809 shares + 2,442 shares) reported as awards at $0.00.
• To satisfy tax withholding related to the vesting, 2,528 shares were disposed (reported under code F) at $11.87 per share for proceeds of $30,007. Net new shares retained from the vesting = 7,251 − 2,528 = 4,723 shares.

Key Details

• Transaction date: February 2, 2026.
• Awards: 4,809 shares and 2,442 shares reported as acquired at $0.00 (vested RSUs).
• Tax withholding/disposition: 2,528 shares disposed at $11.87, totaling $30,007.
• Shares owned after transaction: Not specified in this filing.
• Footnotes:
  • F1: Vesting of performance-based RSUs granted 2/22/2023, measured by relative total shareholder return vs. NASDAQ Telecom peers.
  • F2: Vesting of Strategic Retention Performance Share Units (granted 2/22/2023) measured by FTTH passings, capex per incremental passings, and Adjusted EBITDA for 3‑year period ending 12/31/2025.
  • F3: This Form 4/A corrects an immaterial clerical error in the number of shares reported as vesting in the Form 4 filed on Feb 5, 2026.
• Filing status: Amended filing to correct a clerical error; no other changes noted.

Context

• The disposal reported under code F indicates shares were withheld/sold to cover tax liabilities on vested awards (a routine administrative action), not an open-market sale expressing investment sentiment.
• These awards stem from multi-year performance metrics; vesting reflects achievement (partial or full) of those metrics measured through 2025 and relative TSR vs. peers.