MASON RICHARD W JR 4

4 · SHENANDOAH TELECOMMUNICATIONS CO/VA/ · Filed Feb 23, 2026

AI-generated summary of this filing

Updated Feb 23, 2026

SHEN SVP Richard W. Mason Jr. Receives 21,692 RSUs; Converts 12,249

What Happened

Richard W. Mason Jr., Senior Vice President, Engineering & Operations of Shenandoah Telecommunications (SHEN), received a grant of 21,692 restricted stock units (RSUs) on 2026-02-19. These RSUs are recorded as an award (code A) at $0 per share.
On the same date Mason had 12,249 derivative units converted/exercised (code M). Those 12,249 shares were disposed at $0 in several lots (2,282; 2,717; 2,570; 4,680), which the filing treats as derivative dispositions—consistent with shares being withheld to satisfy tax withholding obligations rather than market sales. No cash proceeds are reported.

Key Details

Transaction date: 2026-02-19; filing date: 2026-02-23 (appears to be a late Form 4 filing).
Award: 21,692 RSUs granted (recorded at $0 per share).
Conversion/exercise: 12,249 units converted and 12,249 shares disposed at $0 (listed in multiple lots).
Shares owned after the transactions: not specified in the provided filing excerpt.
Footnotes: F1 — each RSU represents a contingent right to one common share. F2 — the RSU award vests one-fourth on each of the first four anniversaries and is subject to the company’s executive compensation recovery (clawback) policy.
Filing timeliness: The Form 4 was filed more than two business days after the 2/19 transactions, so it appears late.

Context

These transactions involve RSUs (derivative awards), not open-market purchases or sales. The conversion/exercise and immediate $0 disposals typically reflect vesting and share withholding to cover tax obligations (a routine administrative step), not a market sale indicating sentiment.
The new RSU award vests over four years (25% per year) and remains subject to forfeiture under the company’s recovery policy.

Form 4

Period: 2026-02-19

SVP Engineering & Operations

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-19+12,249→ 54,939 total
Exercise/Conversion
Restricted Stock Unit
[F1][F2]
2026-02-19−2,282→ 31,868 total
Exp: 2026-02-19→ Common Stock (2,282 underlying)
Exercise/Conversion
Restricted Stock Unit
[F1][F2]
2026-02-19−2,717→ 29,151 total
Exp: 2027-02-18→ Common Stock (2,717 underlying)
Exercise/Conversion
Restricted Stock Unit
[F1][F2]
2026-02-19−2,570→ 26,581 total
Exp: 2028-02-17→ Common Stock (2,570 underlying)
Exercise/Conversion
Restricted Stock Unit
[F1][F2]
2026-02-19−4,680→ 21,901 total
Exp: 2029-02-15→ Common Stock (4,680 underlying)
Award
Resticted Stock Unit
[F1][F2]
2026-02-19+21,692→ 43,593 total
Exp: 2030-02-21→ Common Stock (21,692 underlying)

Footnotes (2)

[F1]Each restricted stock unit represents a contingent right to receive one share of common stock.
[F2]The restricted stock unit award vests one-fourth on each the first, second, third and fourth anniversary. The restricted stock unit award (and shares issuable upon exercise of the restricted stock unit award) are subject to cancellation and forfeiture in accordance with the Company's executive compensation recovery policy.

Signature

/s/ Christopher E French Attorney in Fact for Richard W Mason Jr|2026-02-23

1 file