Cable One (CABO) reports 33.4% participation in MBI Term Loan Exchange Offer

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Cable One, Inc. provided an interim update on its MBI Term Loan Exchange Offer. As of 5:00 p.m. New York City time on June 22, 2026, the exchange agent had received irrevocable acceptances from lenders holding approximately 33.4% of all outstanding MBI Term Loans.

Under the offer, lenders who respond after 3:00 p.m. on June 22, 2026 may receive, on a first-come first-served basis, either a mix of 50.0% cash and 50.0% new first lien “first out” term loans or, once participation exceeds 50.01% of outstanding principal, 100% in new first lien “second out” term loans. The exchange offer is scheduled to expire at 5:00 p.m. New York City time on June 23, 2026, unless extended or earlier terminated.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Interim participation level: 33.4% of outstanding MBI Term Loans Cash component: 50.0% of aggregate principal First out loan component: 50.0% of aggregate principal +3 more

6 metrics

Interim participation level 33.4% of outstanding MBI Term Loans Irrevocable lender acceptances as of June 22, 2026, 5:00 p.m. NYC time

Cash component 50.0% of aggregate principal Portion of participating MBI Lender loans exchanged into cash before 50.01% threshold

First out loan component 50.0% of aggregate principal Portion exchanged into new first lien “first out” term loans before 50.01% threshold

Second out loan option 100% of aggregate principal Consideration in new first lien “second out” term loans once 50.01% participation is exceeded

Participation threshold 50.01% of outstanding principal Level at which consideration shifts from mixed cash/first out to second out loans

Offer expiration time 5:00 p.m. New York City time Scheduled expiration on June 23, 2026, unless extended or terminated earlier

Key Terms

MBI Term Loan Exchange Offer, first lien "first out" term loans, first lien "second out" term loans, Offer Notice, +1 more

5 terms

MBI Term Loan Exchange Offer financial

"the Company’s previously announced offer (the “MBI Term Loan Exchange Offer”) to lenders"

first lien "first out" term loans financial

"50.0% ... in new first lien “first out” term loans of the Company"

first lien "second out" term loans financial

"otherwise, 100% ... in new first lien “second out” term loans of the Company"

Offer Notice regulatory

"the offer materials distributed to eligible MBI Lenders (the “Offer Notice”)"

irrevocable lender acceptances financial

"had received irrevocable lender acceptances from MBI Lenders holding approximately 33.4%"

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Understanding 8-K Material Events →

Available on EDGAR 06/23/2026 - 09:06 AM Accepted by SEC EDGAR 06/23/2026 - 09:06 AM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): June 23, 2026

Cable One, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	001-36863	13-3060083
(State or Other Jurisdiction of Incorporation or Organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

210 E. Earll Drive, Phoenix, Arizona	85012
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s Telephone Number, Including Area Code: (602) 364-6000

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Common Stock, par value $0.01 per share		CABO		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01

Other Events

MBI Term Loan Exchange Offer — Interim Participation Update

On June 23, 2026, Cable One, Inc. (the “Company”) announced that, as of 5:00 p.m., New York City time, on June 22, 2026, the designated exchange agent for the Company’s previously announced offer (the “MBI Term Loan Exchange Offer”) to lenders (the “MBI Lenders”) of the senior secured term loans (the “MBI Term Loans”) outstanding under that certain Credit Agreement, dated as of November 12, 2020 (as amended, amended and restated, supplemented or otherwise modified from time to time), among Mega Broadband Investments Holdings LLC, as borrower, the lenders from time to time party thereto and Truist Bank, as administrative agent, had received irrevocable lender acceptances from MBI Lenders holding approximately 33.4% of all outstanding MBI Term Loans.

As previously disclosed, subject to the terms of the MBI Term Loan Exchange Offer, any MBI Lender that delivers a lender acceptance to the designated exchange agent after 3:00 p.m. (New York City time) on June 22, 2026 will receive, in exchange for its MBI Term Loans, on a first-come first-served basis, (1) if, and solely to the extent that, the aggregate principal amount of MBI Term Loans of such participating MBI Lender, together with all MBI Term Loans of all earlier participating MBI Lenders, does not exceed 50.01% of the outstanding principal amount of MBI Term Loans, a combination of (i) 50.0% of the aggregate principal amount of the MBI Term Loans of such participating MBI Lender in cash and (ii) 50.0% of the aggregate principal amount of the MBI Term Loans of such participating MBI Lender in new first lien “first out” term loans of the Company; and/or (2) otherwise, 100% of the aggregate principal amount of the MBI Term Loans of such participating MBI Lender in new first lien “second out” term loans of the Company.

The MBI Term Loan Exchange Offer is scheduled to expire at 5:00 p.m., New York City time, on June 23, 2026, unless extended or earlier terminated by the Company in accordance with the terms of the Offer Notice (as defined below).

The Company is making the MBI Term Loan Exchange Offer pursuant to the offer materials distributed to eligible MBI Lenders. The foregoing is a summary of certain terms of the MBI Term Loan Exchange Offer and does not purport to be complete, and is subject to, and qualified by, the offer materials distributed to eligible MBI Lenders (the “Offer Notice”), a copy of which was filed as Exhibit 99.1 to the Company’s Current Report on Form 8-K filed on June 22, 2026 and is incorporated herein by reference.

This Current Report on Form 8-K does not constitute an offer to purchase or a solicitation of an offer to sell any securities, nor shall there be any sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Item 9.01

Financial Statements and Exhibits.

The following Exhibits are filed as part of this Current Report on Form 8-K.

Exhibit No.	Description
99.1	Exchange Offer Notice, dated as of June 22, 2026, relating to the MBI Term Loan Exchange Offer (incorporated herein by reference to Exhibit 99.1 of the Current Report on Form 8-K filed by the Company with the SEC on June 22, 2026).
104	Cover Page Interactive Data File - The cover page interactive data file does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Cable One, Inc.


By:	/s/ Christopher J. Arntzen
	Name:	Christopher J. Arntzen
	Title:	Senior Vice President, General Counsel and Secretary

Date: June 23, 2026

Source: View Original Filing on SEC EDGAR

FAQ

What did Cable One (CABO) announce about the MBI Term Loan Exchange Offer?

Cable One announced an interim participation update for its MBI Term Loan Exchange Offer. By 5:00 p.m. New York City time on June 22, 2026, lenders holding about 33.4% of outstanding MBI Term Loans had submitted irrevocable acceptances to the exchange agent.

How many MBI Term Loan lenders have participated in Cable One’s exchange offer so far?

Lenders holding approximately 33.4% of all outstanding MBI Term Loans had participated as of 5:00 p.m. New York City time on June 22, 2026. These lenders submitted irrevocable acceptances to exchange their existing loans under the terms outlined in the offer materials.

What consideration can MBI Lenders receive in Cable One’s exchange offer?

Participating MBI Lenders may receive 50.0% of their exchanged MBI Term Loans in cash and 50.0% in new first lien “first out” term loans, until total participating principal reaches 50.01%. After that threshold, additional participating lenders receive 100% in new first lien “second out” term loans.

When does Cable One’s MBI Term Loan Exchange Offer expire?

The MBI Term Loan Exchange Offer is scheduled to expire at 5:00 p.m. New York City time on June 23, 2026. Cable One may extend or terminate the offer earlier in accordance with the terms described in the Offer Notice provided to eligible lenders.

Who is eligible to participate in Cable One’s MBI Term Loan Exchange Offer?

Eligible participants are lenders under the MBI Term Loans governed by the Credit Agreement dated November 12, 2020. The company is conducting the exchange pursuant to offer materials, referred to as the Offer Notice, that were distributed specifically to these eligible MBI Lenders.

Does Cable One’s update create any new offer to purchase or sell securities?

The update does not create a new offer to purchase or sell securities. It states that no sale will occur where it would be unlawful before registration or qualification, and that the transaction is governed solely by the existing Offer Notice provided to eligible lenders.

Filing Exhibits & Attachments

3 documents