$SHEN·8-K

SHENANDOAH TELECOMMUNICATIONS CO/VA/ · Apr 22, 7:53 PM ET

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SHENANDOAH TELECOMMUNICATIONS CO/VA/ 8-K

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Shenandoah Telecommunications Reports 2026 Annual Meeting Results

What Happened
Shenandoah Telecommunications Company (SHEN) filed an 8-K on April 23, 2026 reporting results from its April 21, 2026 annual meeting. Shareholders elected three director nominees—Matthew S. DeNichilo, Kenneth L. Quaglio and Michael A. Rhymes—to three-year terms expiring in 2029, ratified the selection of independent auditor RSM US LLP, and approved the non-binding vote on named executive officer compensation. After the formal meeting, Executive Chairman Christopher French, President & CEO Edward McKay and CFO James Volk presented to shareholders; those presentation materials are included as Exhibit 99.1.

Key Details

  • Annual meeting date: April 21, 2026; 8-K filed April 23, 2026.
  • Director election votes:
    • Matthew S. DeNichilo — For: 36,148,022; Against: 559,070; Abstentions: 79,070; Broker non-votes: 8,045,543.
    • Kenneth L. Quaglio — For: 35,884,385; Against: 813,946; Abstentions: 87,831; Broker non-votes: 8,045,543.
    • Michael A. Rhymes — For: 36,117,763; Against: 591,831; Abstentions: 76,568; Broker non-votes: 8,045,543.
  • Auditor ratification: RSM US LLP ratified — For: 44,613,720; Against: 79,837; Abstentions: 138,148.
  • Say-on-pay (non-binding) result: For: 35,844,332; Against: 790,299; Abstentions: 151,531; Broker non-votes: 8,045,543.
  • Presentation by management (French, McKay, Volk) attached as Exhibit 99.1.

Why It Matters
The election results confirm board continuity through 2029 and show substantial shareholder support for the nominated directors. Ratification of RSM US LLP means continuity in the company’s independent audit relationship. The non-binding approval of executive compensation indicates majority shareholder support for current pay practices (though it is advisory). Investors can review the attached presentation (Exhibit 99.1) for any operational or strategic updates provided by management.

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