TORMEY HEATHER K 4

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

AI-generated summary of this filing

Updated Feb 23, 2026

SHEN VP Heather Tormey Receives 13,820 RSUs; 3,050 Withheld

What Happened

Heather K. Tormey, Vice President & Chief HRO of Shenandoah Telecommunications Co. (SHEN), was granted 13,820 restricted stock units (RSUs) on February 19, 2026. The filing also reports exercise/conversion activity and share disposals in connection with those derivatives.
The company withheld 3,050 shares to cover tax withholding at $13.18 per share, totaling $40,199. The filing also shows conversion/exercise entries totaling 9,266 shares (and corresponding disposals of 9,266 shares reported at $0.00). After the reported award and the reported withholding/disposals (3,050 + 9,266 = 12,316), 1,504 shares remain from this grant based on the filing amounts. The report does not state total shares owned by Tormey after the transactions.

Key Details

Transaction date: 2026-02-19; Form 4 filed 2026-02-23 (timely, not flagged late).
Award: 13,820 RSUs (code A) — restricted stock units convert to one share each (footnote F1).
Conversions/exercises: entries coded M show 9,266 shares exercised/converted and corresponding disposals of 9,266 shares at $0.00.
Tax withholding: 3,050 shares withheld (code F) at $13.18/share = $40,199.
Net from this grant (per the filing): 13,820 awarded − 12,316 withheld/disposed = 1,504 shares retained from this award.
Footnotes: RSUs represent contingent rights to receive one share (F1). The RSU award vests one-fourth each year over four years and is subject to the company’s executive compensation recovery (clawback) policy (F2).
Filing does not indicate a 10b5-1 plan or that the filing was late.

Context

These transactions are primarily an award of RSUs (an acquisition), with associated conversions/exercises and tax withholding—common administrative actions when equity awards vest. RSU awards and withholding to cover taxes are routine and don't by themselves indicate insider buying or selling for investment purposes.
Code meanings: A = award/grant (acquisition), M = exercise or conversion of derivatives, F = payment of exercise price or tax liability (withholding).
The filing provides the award and the related withholding/settlement detail, but does not list Tormey’s total beneficial ownership after these transactions.

Form 4

Period: 2026-02-19

VP Chief HRO

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-19+9,266→ 28,586 total
Tax Payment
Common Stock
2026-02-19$13.18/sh−3,050$40,199→ 25,536 total
Exercise/Conversion
Restricted Stock Unit
[F1][F2]
2026-02-19−1,739→ 24,049 total
Exp: 2026-02-19→ Common Stock (1,447 underlying)
Exercise/Conversion
Restricted Stock Unit
[F1][F2]
2026-02-19−2,054→ 21,995 total
Exp: 2027-02-18→ Common Stock (2,054 underlying)
Exercise/Conversion
Restricted Stock Unit
[F1][F2]
2026-02-19−1,952→ 20,043 total
Exp: 2028-02-17→ Common Stock (1,952 underlying)
Exercise/Conversion
Restricted Stock Unit
[F1][F2]
2026-02-19−3,521→ 16,522 total
Exp: 2029-02-15→ Common Stock (3,521 underlying)
Award
Restricted Stock Unit
[F1][F2]
2026-02-19+13,820→ 30,342 total
Exp: 2030-02-21→ Common Stock (13,820 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/ Heather K Tormey|2026-02-23

1 file