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WideOpenWest (WOW) merger pays $5.20 per share as officer exits equity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

WideOpenWest, Inc. completed a merger in which each share of its common stock was converted into the right to receive $5.20 per share in cash, turning the company into an indirect wholly owned subsidiary of Bandit Parent, LP. The reporting person, who serves as Chief Customer Experience Officer, reported that performance-based restricted stock units granted in 2023, 2024 and 2025 were determined to be earned, resulting in an acquisition of 75,974 shares of common stock on 12/29/2025 at no cost. On 12/31/2025, a total of 288,032 shares of common stock were disposed of at $5.20 per share in connection with the merger, leaving the officer with no beneficially owned common stock. Restricted stock awards and PSUs were cancelled at the merger’s effective time and converted into cash rights based on the same $5.20 merger consideration, either payable shortly after closing or continuing as cash awards subject to vesting.

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Insights

Officer equity is cashed out at $5.20 per share in a going‑private merger.

The content describes how a merger converted all outstanding WideOpenWest common shares into cash at $5.20 per share, with the company becoming an indirect wholly owned subsidiary of Bandit Parent, LP. The reporting officer’s performance-based restricted stock units granted in 2023, 2024 and 2025 were certified as earned, adding 75,974 common shares on December 29, 2025 at no cost.

At the merger’s effective time on December 31, 2025, 288,032 common shares held by the officer were disposed of at $5.20 per share under the merger terms, reducing reported beneficial ownership to zero. The filing also explains that restricted stock awards and PSUs across the company were cancelled and converted into cash rights or cash-based awards using the same merger consideration, aligning employee equity treatment with the cash-out transaction.

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
X
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*
Schena Don

(Last) (First) (Middle)
C/O WIDEOPENWEST, INC.
7887 EAST BELLEVIEW AVENUE, SUITE 1000

(Street)
ENGLEWOOD CO 80111

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WideOpenWest, Inc. [ WOW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Customer Exper. Officer
3. Date of Earliest Transaction (Month/Day/Year)
12/29/2025
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 12/29/2025 A(1) 75,974(2) A $0 288,032 D
Common Stock 12/31/2025 D(1)(3)(4) 288,032(5) D $5.2 0 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. In connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of August 11, 2025 (the "Merger Agreement"), by and among WideOpenWest, Inc. (the "Issuer"), Bandit Parent, LP, a Delaware limited partnership ("Parent"), and Bandit Merger Sub, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer on December 31, 2025, with the Issuer continuing after the merger as a wholly owned indirect subsidiary of Parent (the effective time of such merger, the "Effective Time").
2. Pursuant to the Merger Agreement, on December 29, 2025, the Compensation Committee determined the performance-based restricted stock units ("PSUs") granted in 2023, 2024 and 2025 under the Company's equity incentive plan were earned in the amount set forth above.
3. At the Effective Time, in accordance with the terms set forth in the Merger Agreement, each issued and outstanding share of common stock of the Company, par value $0.01 per share ("Company Common Stock") (except for shares directly owned by the Company as treasury stock or otherwise, or by Parent or Merger Sub immediately prior to the Effective Time, including any shares of Company Common Stock which were contributed to Parent by certain stockholders of the Company (the "Rollover Stockholders") in accordance with the voting, (continued on footnote 4).
4. (continued from footnote 3) support and rollover agreement by and among the Rollover Stockholders, the Company and Parent, dated as of the date of the Merger Agreement (the "Support and Rollover Agreement," and such shares, the "Rollover Shares"), or by any holder who was entitled to demand appraisal and properly exercised such appraisal rights pursuant to Section 262 of the General Corporation Law of the State of Delaware, which, in each case, were treated as described in the Merger Agreement), was automatically converted into the right to receive $5.20 per share in cash, without interest (the "Merger Consideration"), subject to any required tax withholding.
5. At the Effective Time, in accordance with the terms set forth in the Merger Agreement, each outstanding restricted stock award ("RSA") and PSU was cancelled and converted into either, as applicable, (i) the right to receive the Merger Consideration shortly after the Effective Time or (ii) a cash award based on the Merger Consideration subject to vesting in accordance with the underlying equity award's vesting terms.
/s/ Don Schena 12/31/2025
** 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 transaction involving WideOpenWest, Inc. (WOW) is described here?

The content describes a merger in which Bandit Merger Sub, Inc. merged with and into WideOpenWest, Inc., making WideOpenWest an indirect wholly owned subsidiary of Bandit Parent, LP at the effective time on December 31, 2025.

What cash price per share did WOW stockholders receive in the merger?

Each issued and outstanding share of WideOpenWest common stock was automatically converted into the right to receive $5.20 per share in cash, without interest and subject to any required tax withholding.

How many WOW shares did the reporting officer dispose of and at what price?

On December 31, 2025, the reporting officer disposed of 288,032 shares of common stock at a price of $5.20 per share in connection with the merger, leaving zero shares beneficially owned after the transaction.

What performance-based equity awards did the WOW officer earn before the merger?

On December 29, 2025, the Compensation Committee determined that performance-based restricted stock units granted in 2023, 2024 and 2025 were earned, resulting in the officer acquiring 75,974 shares of common stock at a price of $0 per share.

How were WOW restricted stock awards and PSUs treated at the merger’s effective time?

At the effective time, each outstanding restricted stock award and PSU was cancelled and converted into either (i) the right to receive the $5.20 per‑share merger consideration shortly after closing or (ii) a cash award based on the same merger consideration, subject to the original vesting terms.

What is the reporting person’s role at WideOpenWest, Inc. (WOW)?

The reporting person is an officer of WideOpenWest, Inc. serving as the Chief Customer Experience Officer and filed the transaction as a single reporting person.
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