Director Richard Koontz reports 37.7358 SHEN shares issued for fees

Rhea-AI Filing Summary

Richard L. Koontz Jr., a director of Shenandoah Telecommunications Co. (SHEN), reported acquiring 37.7358 shares of the issuer on 09/02/2025. The shares were issued in lieu of director fees at a reported price of $13.25 per share under a transaction checked as made pursuant to a written plan intended to satisfy Rule 10b5-1(c).

After the transaction Mr. Koontz beneficially owned 59,884.1475 shares (reported as direct ownership). The Form 4 was signed by Christopher E. French as attorney-in-fact for Mr. Koontz.

Positive

• Transaction disclosed transparently with Form 4 reporting details of shares issued in lieu of director fees
• Use of a 10b5-1(c) plan was indicated, which supports procedural safeguards around transaction timing

Negative

• None.

Insights

Corporate Governance Expert

TL;DR Director received shares for fees under a documented plan; disclosure is routine and transparent.

This Form 4 discloses a small director compensation settlement in equity rather than cash. The transaction was reported as pursuant to a written plan meeting Rule 10b5-1(c) conditions, which helps insulate against questions of timing. The beneficial ownership level after the issuance is disclosed, and the filing was executed by an attorney-in-fact, indicating standard administrative handling. There are no indications of unusual trading volumes or changes to board composition in this filing.

Securities Analyst

TL;DR Minor share issuance for director compensation; immaterial to company valuation.

The report shows an issuance of 37.7358 shares at a price of $13.25 as payment for director fees, which is a routine non-cash compensation event. Given the reported post-transaction ownership of 59,884.1475 shares, the incremental change is de minimis relative to typical public company share counts. The 10b5-1(c) plan checkbox suggests pre-established execution terms, reducing concerns about opportunistic timing. No derivative transactions or other material events are disclosed.

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

X

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^*

Koontz Richard L Jr

(Last) (First) (Middle)

PO BOX 459

(Street)

EDINBURG VA 22824

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SHENANDOAH TELECOMMUNICATIONS CO/VA/ [ SHEN ]

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)
09/02/2025

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(1)		37.7358	A	$13.25	59,884.1475	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. Shares received in lieu of director fees.

	/s/ Christopher E French Attorney in Fact for Richard L Koontz Jr	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 did SHEN director Richard L. Koontz Jr. report on Form 4?

He reported acquiring 37.7358 shares of Shenandoah Telecommunications Co. on 09/02/2025, issued in lieu of director fees at $13.25 per share.

How many SHEN shares does Richard L. Koontz Jr. beneficially own after the transaction?

The Form 4 reports 59,884.1475 shares beneficially owned following the reported transaction.

Was the transaction by Richard L. Koontz Jr. part of a 10b5-1 plan?

Yes. The filing includes a checked box indicating the transaction was made pursuant to a written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

What was the reported price per share for the issuance?

The Form 4 shows a reported price of $13.25 per share for the shares issued in lieu of director fees.

Who signed the Form 4 filing for Richard L. Koontz Jr.?

The Form 4 is signed by Christopher E. French as attorney-in-fact for Richard L. Koontz Jr. on 09/02/2025.