CHENG ELAINE 4/A
4/A · SHENANDOAH TELECOMMUNICATIONS CO/VA/ · Filed Feb 17, 2026
Research Summary
AI-generated summary of this filing
Shenandoah (SHEN) SVP Elaine Cheng Receives 9,824 Shares, 3,480 Withheld
What Happened Elaine Cheng, SVP & Chief Information Officer of Shenandoah Telecommunications (SHEN), received 9,824 shares on February 2, 2026 through the vesting of performance- and retention-based restricted stock / performance share units (two awards: 6,262 and 3,562 shares). Simultaneously, 3,480 shares were disposed (code F) to satisfy tax withholding at $11.87 per share, totaling $41,308. The awards were reported as zero-cost acquisitions (code A).
Key Details
- Transaction date: February 2, 2026 (Form amended Feb 17, 2026; prior filings on Feb 5 and Feb 12 corrected clerical errors)
- Acquisitions: 6,262 shares (A) and 3,562 shares (A) at $0.00 (vested awards) — total 9,824 shares acquired
- Tax withholding/disposition: 3,480 shares (F) disposed at $11.87 = $41,308
- Net change to holdings: +6,344 shares (9,824 vested minus 3,480 withheld), per the transactions disclosed
- Shares owned after transaction: not included in the supplied excerpt — see the full Form 4/A for post-transaction beneficial ownership
- Footnotes: vesting tied to performance metrics — (F1) relative TSR vs. NASDAQ Telecom peers; (F2) Strategic Retention PSUs measured by FTTH passings, capex per incremental passings, and Adjusted EBITDA for the 3-year period ending 12/31/2025
- Filing notes: This is an amended filing to correct clerical errors (F3, F4). The original Form 4 was filed Feb 5, 2026 and subsequently amended.
Context
- The A transactions are grants/vestings of RSUs/PSUs (zero cash cost at vesting). The F-coded disposition reflects shares withheld to cover tax liability, a routine administrative step and not an open-market sale for investment purposes.
- Because these are vested performance and retention awards, they reflect compensation payout rather than a purchase decision by the insider. Amended filings and clerical corrections are common; check the full Form 4/A for exact post-transaction holdings and any filing-timeliness disclosures.
Insider Transaction Report
Form 4/AAmended
CHENG ELAINE
SVP & Chief Info Officer
Transactions
- Tax Payment
Common Stock
[F3]2026-02-02$11.87/sh−3,480$41,308→ 30,216 total - Award
Common Stock
[F1]2026-02-02+6,262→ 30,134 total - Award
Common Stock
[F2][F3][F4]2026-02-02+3,562→ 33,696 total
Footnotes (4)
- [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.
- [F4]Form 4/A filed on February 12, 2026 is being amended to correct a minor clerical error (the transaction code in Column 4 of Table 1 should be reported as "A"). The original Form 4 was filed on February 5, 2026.
Signature
Christopher E French Attorney in Fact for Elaine Cheng|2026-02-17