Shenandoah Telecommunications (SHEN) logs 9,863 RSU award, 4.1M shares held

Rhea-AI Filing Summary

GCM Grosvenor Inc. reported acquisition or exercise transactions in this Form 4 filing.

Shenandoah Telecommunications reported an indirect grant of 9,863 restricted stock units, each representing one share of common stock, in connection with director service. The units were awarded to director James DiMola but are held for the benefit of LIF Vista, LLC and related GCM Grosvenor entities, which collectively report indirect ownership of 4,116,050 common shares.

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
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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).

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^*

GCM Grosvenor Inc.

(Last) (First) (Middle)

900 NORTH MICHIGAN AVENUE

SUITE 1100

(Street)

CHICAGO IL 60611

(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)	X	Other (specify below)
			See Explanation of Responses

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)

	Form filed by One Reporting Person
X	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(1)								4,116,050	I	By LIF Vista, LLC(2)

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)	(3)	02/19/2026		A			9,863	02/19/2027	02/19/2027	Common Stock	9,863	$0	9,863	I	See footnote(4)

1. Name and Address of Reporting Person^*

GCM Grosvenor Inc.

(Last) (First) (Middle)

900 NORTH MICHIGAN AVENUE

SUITE 1100

(Street)

CHICAGO IL 60611

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

LIF Vista, LLC

(Last) (First) (Middle)

900 NORTH MICHIGAN AVENUE

SUITE 1100

(Street)

CHICAGO IL 60611

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

Labor Impact Fund, L.P.

(Last) (First) (Middle)

900 NORTH MICHIGAN AVENUE

SUITE 1100

(Street)

CHICAGO IL 60611

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

LIF AIV 1, L.P.

(Last) (First) (Middle)

900 NORTH MICHIGAN AVENUE

SUITE 1100

(Street)

CHICAGO IL 60611

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

GCM Investments GP, LLC

(Last) (First) (Middle)

900 NORTH MICHIGAN AVE

SUITE 1100

(Street)

CHICAGO IL 60611

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

Grosvenor Capital Management Holdings, LLLP

(Last) (First) (Middle)

900 NORTH MICHIGAN AVE

SUITE 1100

(Street)

CHICAGO IL 60611

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

GCM Grosvenor Holdings, LLC

(Last) (First) (Middle)

900 NORTH MICHIGAN AVENUE

SUITE 1100

(Street)

CHICAGO IL 60611

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

GCM V, LLC

(Last) (First) (Middle)

900 NORTH MICHIGAN AVENUE

SUITE 1100

(Street)

CHICAGO IL 60611

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

Sacks Michael Jay

(Last) (First) (Middle)

900 NORTH MICHIGAN AVENUE

SUITE 1100

(Street)

CHICAGO IL 60611

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

Explanation of Responses:

1. This Form 4 is filed jointly by LIF Vista, LLC ("LIF Vista"), Labor Impact Fund, L.P. ("Labor Fund"), LIF AIV 1, L.P. ("LIF AIV"), GCM Investments GP, LLC ("GCM GP"), Grosvenor Capital Management Holdings, LLLP ("Grosvenor Capital Holdings"), GCM Grosvenor Holdings, LLC ("GCM Holdings"), GCM Grosvenor Inc. ("GCM Grosvenor"), GCM V, LLC ("GCM V") and Michael J. Sacks (collectively, the "Reporting Persons"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

2. Securities owned directly by LIF Vista. Labor Fund and LIF AIV, as the owners of all the outstanding membership interests of LIF Vista, may be deemed to beneficially own such securities. GCM GP, as the managing member of LIF Vista and the general partner of each of Labor Fund and LIF AIV, may be deemed to beneficially own such securities. Grosvenor Capital Holdings, as the sole member of GCM GP, may be deemed to beneficially own such securities. GCM Holdings, as the general partner of Grosvenor Capital Holdings, may be deemed to beneficially own such securities. GCM Grosvenor, as the sole member of GCM Holdings, may be deemed to beneficially own such securities. GCM V, as a shareholder of GCM Grosvenor, may be deemed to beneficially own such securities. Mr. Sacks, as the manager of GCM V, may be deemed to beneficially own such securities.

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

4. Represents securities awarded to James DiMola in his capacity as a director of the Issuer. Mr. DiMola currently serves as LIF Vista's director designee on the Board of Directors of the Issuer. In connection with this arrangement, any equity-based securities awarded to Mr. DiMola in his capacity as a director of the Issuer will be held by Mr. DiMola on behalf of LIF Vista or its affiliates, transferred by Mr. DiMola to LIF Vista or its affiliates, and/or sold by Mr. DiMola, with the proceeds of such sale to be remitted to LIF Vista or its affiliates, in each case as directed by LIF Vista. Accordingly, LIF Vista and the other Reporting Persons may be deemed to have a pecuniary interest in these securities when awarded to Mr. DiMola for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.

Remarks:

The Reporting Persons may be deemed to be directors by deputization for purposes of Section 16 under the Securities Exchange Act of 1934, as amended, by virtue of the fact that James DiMola, a managing director of GCM Grosvenor L.P., an affiliate of the Reporting Persons, currently serves on the board of directors of the Issuer.

	GCM Grosvenor Inc., By: /s/ Burke J. Montgomery, Authorized Signatory	02/23/2026
	LIF Vista, LLC, By: /s/ Burke J. Montgomery, Authorized Signatory	02/23/2026
	Labor Impact Fund, L.P., By: /s/ Burke J. Montgomery, Authorized Signatory	02/23/2026
	LIF AIV 1, L.P., By: /s/ Burke J. Montgomery, Authorized Signatory	02/23/2026
	GCM Investments GP, LLC, By: /s/ Burke J. Montgomery, Authorized Signatory	02/23/2026
	Grosvenor Capital Management Holdings, LLLP, By: /s/ Burke J. Montgomery, Authorized Signatory	02/23/2026
	GCM Grosvenor Holdings, LLC, By: /s/ Burke J. Montgomery, Authorized Signatory	02/23/2026
	GCM V, LLC, By: /s/ Burke J. Montgomery, Authorized Signatory	02/23/2026
	/s/ Michael J. Sacks	02/23/2026
	** 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.
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FAQ

What insider transaction did SHEN report for GCM Grosvenor-related entities?

The filing reports an indirect grant of 9,863 restricted stock units tied to Shenandoah Telecommunications common stock. These RSUs relate to director service and are held for the benefit of LIF Vista, LLC and affiliated GCM Grosvenor entities.

How many Shenandoah Telecommunications shares are indirectly owned after this Form 4?

After the reported transactions, 4,116,050 shares of Shenandoah Telecommunications common stock are shown as indirectly owned through LIF Vista, LLC. This reflects holdings attributed through the ownership structure described among the GCM Grosvenor-related reporting entities.

Who received the 9,863 RSU award related to SHEN and who benefits economically?

The 9,863 restricted stock units were awarded to James DiMola as a director of Shenandoah Telecommunications. Under an arrangement, he holds them on behalf of LIF Vista, LLC or its affiliates, which are entitled to the related economic benefits.

What does each restricted stock unit reported by SHEN represent?

Each restricted stock unit reported in the filing represents a contingent right to receive one share of Shenandoah Telecommunications common stock. This links the director compensation directly to the company’s equity on a one-for-one share basis.

How do GCM Grosvenor-related entities report beneficial ownership of SHEN shares?

The entities, including LIF Vista and several GCM Grosvenor affiliates, may be deemed to beneficially own the shares through layered ownership interests. However, each reporting person formally disclaims beneficial ownership beyond their pecuniary interest in the securities.

Does this SHEN Form 4 show a buy or sell of common stock on the market?

The Form 4 does not report an open-market buy or sell. It shows a grant of 9,863 restricted stock units related to director compensation and an updated indirect holding of 4,116,050 shares through LIF Vista, LLC.