Shenandoah (SHEN) director adds stock through RSU grant and exercise

Rhea-AI Filing Summary

Shenandoah Telecommunications director Richard L. Koontz Jr. reported equity compensation and related share activity. On February 19, 2026, he acquired 9,863 Restricted Stock Units (RSUs) in a grant with no cash exercise price. Each RSU represents a contingent right to receive one share of common stock.

On February 18, 2026, he exercised 10,924 RSUs, converting them into 10,924 shares of common stock at a stated price of $0.00 per share, a non-cash derivative exercise. Following these transactions, he directly owns 71,606.1136 shares of common stock, and no RSUs remain from the exercised award.

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).

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)
02/18/2026

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
Common Stock	02/18/2026		M		10,924	A	(1)	71,606.1136	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
Restricted Stock Unit	(1)	02/18/2026		M			10,924	02/18/2026	02/18/2026	Common Stock	10,924	$0	0	D
Restricted Stock Unit	(1)	02/19/2026		A		9,863		02/19/2027	02/19/2027	Common Stock	9,863	$0	9,863	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of common stock.

	/s/ Christopher E French Attorney in Fact for Richard L Koontz Jr	02/20/2026
	** 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 insider transactions did SHEN director Richard L. Koontz Jr. report?

He reported three acquisition-type transactions: a grant of 9,863 Restricted Stock Units and a same-day exercise of 10,924 RSUs into 10,924 shares of common stock, all at a stated price of $0.00 per share, reflecting equity compensation rather than open-market buying.

How many Restricted Stock Units did SHEN grant to Richard L. Koontz Jr.?

He received a grant of 9,863 Restricted Stock Units on February 19, 2026. Each RSU represents a contingent right to receive one share of Shenandoah Telecommunications common stock, providing additional equity-based compensation linked directly to the company’s share performance over time.

What RSU exercise did Richard L. Koontz Jr. complete at Shenandoah Telecommunications (SHEN)?

On February 18, 2026, he exercised 10,924 Restricted Stock Units, converting them into 10,924 shares of common stock at a stated price of $0.00 per share. This was a derivative exercise, not an open-market stock purchase or sale transaction.

How many SHEN common shares does Richard L. Koontz Jr. own after these transactions?

After the reported transactions, he directly owns 71,606.1136 shares of Shenandoah Telecommunications common stock. This total reflects the addition of 10,924 shares received from the RSU exercise and incorporates his previously held directly owned common share balance.

Were any Shenandoah Telecommunications (SHEN) shares sold in this Form 4 filing?

No shares were sold in this filing. All reported transactions are acquisitions through an RSU grant and the exercise of derivative securities into common stock, both recorded at a stated price of $0.00 per share, indicating non-cash equity compensation movements.

What does each SHEN Restricted Stock Unit represent for Richard L. Koontz Jr.?

Each Restricted Stock Unit represents a contingent right to receive one share of Shenandoah Telecommunications common stock. This means RSUs are a promise of future share delivery, typically subject to vesting conditions or service requirements defined in the company’s equity plan.