[Form 4] COGENT COMMUNICATIONS HOLDINGS, INC. Insider Trading Activity

Rhea-AI Filing Summary

Sheryl Lynn Kennedy, a director of Cogent Communications Holdings, Inc. (CCOI), reported receiving 2,395 shares of the issuer's common stock as a quarterly director payment for Q3 2025. The transaction was recorded on 09/30/2025 at a reported price of $0, indicating the shares were issued as compensation rather than purchased. Following the issuance, Ms. Kennedy directly beneficially owned 12,412 shares. The filing is signed and dated 10/01/2025 by the reporting person.

Positive

• 2,395 shares issued to the director as compensation, demonstrating alignment of director pay with shareholder interests
• Timely disclosure with transaction dated 09/30/2025 and Form 4 signed 10/01/2025

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director compensation in shares; non-cash issuance increases director ownership modestly.

This Form 4 documents a standard, non-cash issuance of 2,395 common shares to a director as a quarterly fee. The reported $0 price aligns with equity compensation rather than an open-market trade. Such grants are common for boards that use equity to align director incentives with shareholders. The post-transaction direct ownership of 12,412 shares is modest and, based on the filing alone, does not indicate a material change in control or stake concentration.

Securities Compliance Analyst

TL;DR: Filing appears complete and routine, documenting timely disclosure of director equity compensation.

The Form 4 includes the transaction date (09/30/2025), reporting person details, and an explanatory note that the shares reflect a quarterly director payment. The signature and date (10/01/2025) are provided. From a compliance perspective, the form provides the essential elements required under Section 16 for a director receiving equity as compensation.

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

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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).

1. Name and Address of Reporting Person^*

Kennedy Sheryl Lynn

(Last) (First) (Middle)

2450 N ST NW

4TH FLOOR

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

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	09/30/2025		A		2,395(1)	A	$0	12,412	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. The shares of common stock reported reflects a quarterly payment to directors for Q3 2025 service. All shares are owned directly by Ms. Kennedy, a director of Cogent Communications Holdings, Inc.

	/s/ Sheryl Kennedy	10/01/2025
	** 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 Sheryl Lynn Kennedy report on Form 4 for CCOI?

She reported receiving 2,395 shares of common stock as a quarterly director payment, recorded on 09/30/2025.

Was the director's share issuance a purchase or compensation?

The filing reports a price of $0, indicating the shares were issued as compensation, not purchased.

How many CCOI shares does Ms. Kennedy own after the transaction?

Following the reported issuance, she beneficially owned 12,412 shares directly.

When was the Form 4 signed and filed?

The reporting person signed the form on 10/01/2025 and the transaction date listed is 09/30/2025.

Does the Form 4 indicate indirect ownership or other relationships?

The filing states the shares are owned directly by Ms. Kennedy and identifies her role as a director of CCOI.