NTELOS HOLDINGS CORP. 4

4 · NTELOS HOLDINGS CORP. · Filed May 6, 2016

Form 4

Period: 2016-05-06

Principal Accounting Officer

Transactions

Exercise/Conversion
Common Stock
2016-05-06+1,037→ 16,388 total
Exercise/Conversion
Common Stock
2016-05-06+243→ 16,631 total
Disposition to Issuer
Common Stock
2016-05-06$9.25/sh−29,882$276,409→ 0 total
Exercise/Conversion
Common Stock
2016-05-06+13,251→ 29,882 total
Disposition to Issuer
Common Stock, Par Value $0.01 Per Share
2016-05-06$9.25/sh−2,520$23,310→ 0 total(indirect: By 401(k))
Exercise/Conversion
Phantom Shares
2016-05-06−1,037→ 0 total
Exp: 2019-02-28→ Common Stock (1,037 underlying)
Award
Performance Stock Units
2016-05-06+186→ 243 total
Exp: 2016-12-31→ Common Stock (186 underlying)
Exercise/Conversion
Performance Stock Units
2016-05-06−243→ 0 total
Exp: 2016-12-31→ Common Stock (243 underlying)
Award
Performance Stock Units
2016-05-06+13,183→ 13,251 total
Exp: 2017-12-31→ Common Stock (13,183 underlying)
Exercise/Conversion
Performance Stock Units
2016-05-06−13,251→ 0 total
Exp: 2017-12-31→ Common Stock (13,251 underlying)

Footnotes (2)

[F1]Each Phantom Share is the economic equivalent of one share of Issuer's common stock. The vested Phantom Shares were settled for cash immediately prior to consummation of the merger at the value of the merger consideration, $9.25 per share, pursuant to the Agreement and Plan of Merger, dated as of August 10, 2015 among the Issuer, Shenandoah Telecommunications Company, and Gridiron Merger Sub., Inc.
[F2]Each earned Performance Stock Unit ("PSU") represents a right to receive a share, including accrued reinvested dividends, of Issuer's common stock upon a final vesting date pursuant to the terms of the award. Immediately prior to consummation of the merger, each earned PSU was settled for cash at the value of the merger consideration, $9.25 per share.

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