Director at Shenandoah (SHEN) receives RSU grant and exercises units

Rhea-AI Filing Summary

Shenandoah Telecommunications director Kenneth L. Quaglio reported several equity-related transactions. He received a grant of 9,863 Restricted Stock Units on February 19, 2026, each RSU representing a contingent right to one share of common stock. On February 18, 2026, he exercised 10,924 RSUs, acquiring the same number of common shares at $0.00 per share, then disposed of 3,031 common shares at $13.01 per share to cover tax obligations. After these transactions, he directly owned 34,534.7194 common shares and 9,863 RSUs.

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

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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^*

QUAGLIO KENNETH L

(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)	37,565.7194	D
Common Stock	02/18/2026		F		3,031	D	$13.01	34,534.7194	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 Kenneth L Quaglio	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 Kenneth L. Quaglio report for SHEN?

Kenneth L. Quaglio reported a grant of 9,863 Restricted Stock Units, the exercise of 10,924 RSUs into common stock, and a tax-withholding disposition of 3,031 common shares at $13.01 per share, all in connection with Shenandoah Telecommunications equity awards.

How many Shenandoah Telecommunications RSUs did Kenneth Quaglio receive?

Kenneth Quaglio received 9,863 Restricted Stock Units, each representing a contingent right to one share of Shenandoah Telecommunications common stock. This award increased his derivative holdings and reflects equity-based director compensation rather than an open-market stock purchase.

What RSU exercise did Kenneth Quaglio report for Shenandoah Telecommunications (SHEN)?

He reported exercising 10,924 Restricted Stock Units on February 18, 2026, converting them into 10,924 shares of Shenandoah Telecommunications common stock at $0.00 per share, consistent with a standard equity award vesting and settlement rather than a cash-funded stock purchase.

Did Kenneth Quaglio sell Shenandoah Telecommunications shares on the open market?

The filing shows a disposition of 3,031 common shares at $13.01 per share coded as a tax-withholding transaction. This indicates shares were surrendered to satisfy tax obligations on the RSU vesting, not an open-market sale to third-party investors.

What are Kenneth Quaglio’s SHEN share holdings after these transactions?

Following the reported transactions, Kenneth Quaglio directly owned 34,534.7194 shares of Shenandoah Telecommunications common stock and 9,863 Restricted Stock Units, reflecting both vested shares and additional contingent equity rights under the company’s compensation programs.

What does each Shenandoah Telecommunications Restricted Stock Unit represent?

Each Shenandoah Telecommunications Restricted Stock Unit reported by Kenneth Quaglio represents a contingent right to receive one share of common stock. The units typically convert into shares upon vesting, subject to the company’s equity plan terms and any applicable service or performance conditions.