Energy Capital Partners Management, LP receives 9,863 SHEN RSUs in Form 4 award

Rhea-AI Filing Summary

Energy Capital Partners Management, LP reported acquisition or exercise transactions in this Form 4 filing.

Shenandoah Telecommunications granted 9,863 restricted stock units to Energy Capital Partners Management, LP. Each restricted stock unit represents a contingent right to receive one share of Shenandoah Telecommunications common stock. The award increased the holder’s balance to 9,863 restricted stock units held directly.

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).

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^*

Energy Capital Partners Management, LP

(Last) (First) (Middle)

40 BEECHWOOD ROAD

(Street)

SUMMIT NJ 07901

(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)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Member of Section 13(d) Group

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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

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
Restricted Stock Units	(1)	02/19/2026		A		9,863		02/19/2027	02/19/2027	Common Stock	9,863	$0	9,863(2)	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.

2. The securities are held of record by Energy Capital Partners Management, LP ("ECP Management"). ECP Management is controlled by its business unit committee, which consists of Douglas Kimmelman, Peter Labbat, Tyler Reeder, Murray Karp, Raoul Hughes and Xavier Robert, all of whom collectively share the power to vote and dispose of the securities held of record by ECP Management. As a result of these relationships, each of the foregoing individuals may be deemed to share beneficial ownership of the securities held of record by ECP Management. Each such individual disclaims beneficial ownership of these securities except to the extent of their pecuniary interest therein. By virtue of certain relationships among them, ECP Management may be deemed a group under Section 13(d) of the Exchange Act with ECP ControlCo, LLC. Each of them disclaims any such group membership.

	Energy Capital Partners Management, LP, By: /s/ Jennifer Gray, General Counsel	02/23/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did SHEN report for Energy Capital Partners Management, LP?

Shenandoah Telecommunications reported a grant of 9,863 restricted stock units to Energy Capital Partners Management, LP. This equity award was recorded as an acquisition of derivative securities with no cash price per unit disclosed in the filing.

What does each restricted stock unit granted by SHEN represent?

Each restricted stock unit represents a contingent right to receive one share of Shenandoah Telecommunications common stock. This means the holder may receive an equivalent number of common shares if the RSU vesting and other conditions are satisfied.

How many SHEN restricted stock units does Energy Capital Partners Management, LP hold after the transaction?

After the reported grant, Energy Capital Partners Management, LP holds 9,863 restricted stock units of Shenandoah Telecommunications. The total reflects the full amount acquired in this award, as there were no prior units reported in this Form 4 transaction summary.

Was the SHEN restricted stock unit grant to Energy Capital Partners Management, LP a purchase or an award?

The transaction was an award, not an open-market purchase. It is coded as a grant or other acquisition, with a transaction price per unit of zero, indicating it was issued as compensation or incentive rather than bought for cash.

Who may be deemed to share beneficial ownership of the SHEN RSUs held by Energy Capital Partners Management, LP?

The business unit committee members of Energy Capital Partners Management, LP may be deemed to share beneficial ownership. The filing lists Douglas Kimmelman, Peter Labbat, Tyler Reeder, Murray Karp, Raoul Hughes and Xavier Robert, while each disclaims beneficial ownership beyond any pecuniary interest.

How is Energy Capital Partners Management, LP’s ownership of SHEN securities characterized?

The securities are held of record by Energy Capital Partners Management, LP, which is controlled by its business unit committee. Due to certain relationships, it may be deemed part of a Section 13(d) group with ECP ControlCo, LLC, although any such group membership is expressly disclaimed.