SHENANDOAH TELECOMMUNICATIONS CO/VA/·4/A

Feb 12, 7:16 PM ET

MASON RICHARD W JR 4/A

4/A · SHENANDOAH TELECOMMUNICATIONS CO/VA/ · Filed Feb 12, 2026

Research Summary

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Shenandoah (SHEN) SVP Richard W. Mason Jr Receives Award

What Happened
Richard W. Mason Jr, Senior VP of Engineering & Operations at Shenandoah Telecommunications (SHEN), received 11,149 shares on February 2, 2026 through the vesting of equity awards. The filing reports two awards vesting: 6,340 performance-based restricted stock units and 4,809 Strategic Retention Performance Share Units. The reported acquisition price is $0.00 (these were vested equity awards, not a cash purchase).

Key Details

  • Transaction date: February 2, 2026 (reported on Form 4/A filed February 12, 2026).
  • Transaction type/code: A — Award/Grant/Acquisition (vesting). Reported consideration: $0.00.
  • Shares received: 6,340 (performance RSUs) + 4,809 (strategic retention PSUs) = 11,149 total.
  • Shares owned after transaction: Not disclosed in the supplied filing excerpt.
  • Footnotes:
    • F1: 6,340 shares = performance-based RSUs (granted 2/22/2023) measured by relative TSR vs. NASDAQ Telecom Index peers.
    • F2: 4,809 shares = Strategic Retention Performance Share Units (granted 2/22/2023) measured by FTTH passings, capex per incremental passings, and adjusted EBITDA for the three years ending 12/31/2025.
    • F3: This is an amended Form 4 correcting an immaterial clerical error in the Feb 5, 2026 filing; no other changes.
  • Timeliness: The amendment was filed 10 days after the transaction date; the report is marked as an amendment to a prior Form 4.

Context
These were vesting compensation awards (not open-market purchases or sales), so they reflect payroll/equity-plan settlement rather than a direct trading decision. Performance conditions tied to relative TSR and operational metrics governed the awards; the strategic retention units were measured over a three-year performance period ending 12/31/2025. Amended filing corrects a clerical error and does not indicate additional transactions.

Insider Transaction Report

Form 4/AAmendedExit
Period: 2026-02-02
MASON RICHARD W JR
SVP Engineering & Operations
Transactions
  • Award

    Common Stock

    [F1]
    2026-02-02+6,34037,881 total
  • Award

    Common Stock

    [F2][F3]
    2026-02-02+4,80942,690 total
Footnotes (3)
  • [F1]Represents vesting of performance-based Restricted Stock Units granted February 22, 2023. Performance for this award was measured on the Issuer's relative total return (TSR) compared to the TSR of a group of companies in the NASDAQ Telecom Index with a Market Cap between 100 million and 100 billion, above and below the Issuer's then current Market Cap.
  • [F2]Represents the vesting Strategic Retention Performance Share Units granted February 22, 2023. Performance for this award was measured based on the number of Fiber-To-The-Home passings, capital expenditure per incremental passings, and Adjusted Earnings Before Interest Taxes, Depreciation and Amortization for the three-year period ending December 31, 2025.
  • [F3]This Form 4/A is being filed to correct an immaterial clerical error in the number of shares reported as vesting pursuant to Strategic Retention Performance Share Units in the Form 4 filed on February 5, 2026. No other changes have been made.
Signature
/s/ Christopher E French Attorney in Fact for Richard W Mason Jr|2026-02-12

Documents

1 file
  • 4
    form4.xml