[Form 4] Cogent Communications Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Mark Andrew Harris, Vice President and Chief Revenue Officer of Cogent Communications Holdings, Inc. (CCOI), received an award of 668 shares of common stock on 09/02/2025 under Transaction Code A, increasing his beneficial ownership to 5,168 shares. The award is restricted stock that vests in two equal installments on May 1, 2028 and November 1, 2028. The Form 4 is signed by Mr. Harris on the transaction date. No derivative transactions or cash-paid open-market purchases are reported; the reported price is listed as $0, consistent with a restricted-share grant rather than a purchase.

Positive

• Received 668 restricted shares, indicating compensation tied to long-term retention
• Increased insider ownership to 5,168 shares, aligning executive interests with shareholders
• Clear multi-year vesting schedule (May 1 and November 1, 2028) which supports retention

Negative

• None.

Insights

Financial Analyst

TL;DR Insider received 668 restricted shares, modestly increasing ownership to 5,168 shares; this is a routine equity grant for an executive.

The grant of 668 restricted shares to the Chief Revenue Officer is a non-cash compensation event that increases his alignment with shareholder outcomes while diluting outstanding equity only marginally. The vesting schedule, split into two equal installments in 2028, ties retention to longer-term performance or tenure. There are no exercised options, no open-market trades, and no cash consideration reported, indicating this is a standard executive equity award rather than a sale or purchase that would signal a change in conviction.

Corporate Governance Expert

TL;DR This Form 4 documents a typical restricted stock grant with multi-year vesting, reflecting routine compensation governance practices.

The award vests in two equal installments in 2028, suggesting the company uses time-based vesting to retain senior management. The filing properly discloses the award, the reporting persons role as VP and Chief Revenue Officer, and the post-transaction beneficial ownership level. There are no indications of unusual timing or related-party transactions in the form text provided.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Harris Mark Andrew

(Last) (First) (Middle)

2450 N ST NW

(Street)

WASHINGTON DC 20037

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COGENT COMMUNICATIONS HOLDINGS, INC. [ CCOI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP & Chief Revenue Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
common stock	09/02/2025		A		668(1)	A	$0	5,168	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This award of restricted stock vests in two equal installments on May 1 and November 1, 2028.

	/s/ Mark Andrew Harris	09/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did Mark Andrew Harris report on Form 4 for CCOI?

The report discloses an award of 668 shares of common stock received on 09/02/2025 (Transaction Code A).

How many shares does the reporting person own after the transaction?

Following the reported transaction, Mark Andrew Harris beneficially owns 5,168 shares.

What is the vesting schedule for the awarded shares?

The restricted stock award vests in two equal installments on May 1, 2028 and November 1, 2028.

Was any cash paid for the shares reported on Form 4?

The reported price is listed as $0, consistent with a restricted-share grant rather than a cash purchase.

What role does the reporting person hold at Cogent Communications?

The Form 4 lists Mark Andrew Harris as VP & Chief Revenue Officer.