WideOpenWest (WOW) CFO Form 4 details $5.20 cash merger payout

Rhea-AI Filing Summary

WideOpenWest, Inc. insider Form 4 details merger-related equity payout. The company’s Chief Financial Officer reported equity transactions tied to the closing of the merger with Bandit Parent, LP and Bandit Merger Sub, Inc. On 12/29/2025, performance-based restricted stock units granted in 2023, 2024 and 2025 were determined to be earned in the amount of 137,412 shares. At the merger’s Effective Time on 12/31/2025, each outstanding share of WideOpenWest common stock was automatically converted into the right to receive $5.20 per share in cash, and the insider’s 311,110 shares were disposed of at that price, leaving no common stock beneficially owned. All restricted stock awards and PSUs were cancelled and converted into cash rights based on the same merger consideration, either payable shortly after closing or subject to the original vesting terms.

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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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^*

Rego John S

(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 Financial 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)		137,412(2)	A	$0	311,110	D
Common Stock	12/31/2025		D(1)(3)(4)		311,110(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/ Jeffrey H. Kuras, by Power of Attorney	12/31/2025
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did WOW’s Chief Financial Officer report on this Form 4?

The Chief Financial Officer of WideOpenWest, Inc. (WOW) reported merger-related equity activity, including 137,412 performance-based restricted stock units being earned and the disposition of 311,110 shares of common stock in connection with the closing of the merger with Bandit Parent, LP.

What cash consideration did WOW shareholders receive in the merger described in this Form 4?

At the Effective Time of the merger, each issued and outstanding share of WideOpenWest common stock (other than specified excluded and appraisal shares) 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 person dispose of in the merger transaction?

The reporting person disposed of 311,110 shares of WideOpenWest common stock on 12/31/2025 at a price of $5.20 per share, resulting in zero shares of common stock beneficially owned after the transaction.

What happened to WOW performance-based restricted stock units (PSUs) in this transaction?

On 12/29/2025, the Compensation Committee determined that performance-based restricted stock units granted in 2023, 2024 and 2025 were earned in the amount of 137,412 shares. At the merger’s Effective Time, each outstanding PSU was cancelled and converted into a right to receive cash based on the $5.20 merger consideration, either shortly after closing or subject to existing vesting terms.

How were WOW restricted stock awards (RSAs) and PSUs treated at the Effective Time of the merger?

At the Effective Time, each outstanding restricted stock award (RSA) and PSU was cancelled and converted into either (i) a right to receive the $5.20 per share merger consideration shortly after the Effective Time or (ii) a cash award based on the merger consideration that continues to vest according to the underlying award’s vesting schedule.

Did the reporting person have any WOW common stock beneficially owned after the merger transaction?

No. Following the disposition of 311,110 shares of common stock at $5.20 per share on 12/31/2025, the Form 4 reports that the amount of common stock beneficially owned by the reporting person was 0 shares, held directly.

What corporate transaction involving WOW is referenced in this Form 4 filing?

The Form 4 references the consummation of the transactions under the Agreement and Plan of Merger dated August 11, 2025 among WideOpenWest, Inc., Bandit Parent, LP, and Bandit Merger Sub, Inc., pursuant to which Merger Sub merged with and into WideOpenWest on December 31, 2025, with WideOpenWest becoming an indirect wholly owned subsidiary of Bandit Parent, LP.