McKay Edward H 4/A

What Happened

• Edward H. McKay, President & CEO of Shenandoah Telecommunications Co. (SHEN), received two awards that vested on Feb 2, 2026: 12,204 shares (performance-based RSUs) and 10,007 shares (Strategic Retention PSUs), both reported as acquired at $0.00. To cover related tax liabilities, 7,228 shares were surrendered/withheld (reported as disposed) at $11.87 per share for a value of $85,796.

Key Details

• Transaction dates: Vesting and withholding occurred on 2026-02-02; this filing is an amendment (Form 4/A) filed 2026-02-17. The original Form 4 was filed 2026-02-05 and was later amended (see notes).
• Prices and values: Acquired awards reported at $0.00 (vesting). Tax withholding: 7,228 shares × $11.87 = $85,796.
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Footnotes:
  • Vesting reflects (1) performance-based RSUs measured by relative total shareholder return vs. a Nasdaq Telecom Index peer group (grants dated Feb 22, 2023) and (2) Strategic Retention PSUs measured on fiber passings, capex per incremental passings, and adjusted EBITDA over the three-year period ending Dec 31, 2025.
  • This Form 4/A corrects prior clerical errors in earlier filings (original Form 4 filed Feb 5; amended Feb 12 and Feb 17).
• Transaction codes: "A" = award/grant; "F" = payment of exercise price or tax liability (shares withheld).

Context

• The acquisitions were vesting of performance-based equity — not open-market purchases. The 7,228-share disposition is a tax-withholding transaction (common when restricted shares vest) rather than a typical sale for cash proceeds.
• The filing has been amended to correct clerical items; the original Form 4 was filed one business day after the Feb 2 transaction (noted in the filing corrections).