VOLK JAMES J 4

What Happened James J. Volk, SVP Finance & Chief Financial Officer of Shenandoah Telecommunications (SHEN), converted/ exercised derivative awards and received a restricted stock unit (RSU) award. On Feb 19, 2026 he (1) converted/exercised derivatives totaling 21,236 shares, (2) had a total of 27,058 shares surrendered/withheld (including 5,822 shares withheld to cover taxes at $13.18/share for $76,734), and (3) was granted 31,950 RSUs. After accounting for the withholdings and conversions, the filing shows a net increase of 26,128 shares attributable to these transactions. Several derivative conversions and the RSU award involved no cash proceeds (reported at $0.00).

Key Details

• Transaction date: 2026-02-19; Form 4 filed: 2026-02-23.
• Reported actions and codes: M = exercise/conversion of derivative; F = tax withholding; A = grant/award.
• Share movements: +21,236 (conversion/acquisition), +31,950 (RSU award); -21,236 (derivative disposals reported at $0.00), -5,822 (tax withholding at $13.18/share = $76,734). Net change = +26,128 shares.
• Price details: Tax withholding shares sold/disposed at $13.18 each; other conversions/dispositions reported at $0.00 (non‑cash conversions/settlements).
• Shares owned after the transaction: not specified in the provided filing summary.
• Footnotes: Each RSU equals a contingent right to one share; the RSU award vests one-fourth annually over four years and is subject to the company’s executive compensation recovery (clawback) policy.

Context This filing reflects a standard equity award and derivative conversion with tax-withholding shares surrendered — common for executive RSU grants and option/RSU settlements. It is not an open-market sale or purchase; the net effect is an acquisition (more shares issued to the insider than were surrendered). The filing does not provide additional explanation of the conversions beyond the SEC codes and footnotes.