Wideopenwest SEC Filings

WideOpenWest, Inc. disclosed an insider stock transaction by its Chief Technology Officer in connection with the company’s merger with Bandit Parent, LP. On December 29, 2025, the compensation committee determined that performance-based restricted stock units granted in 2023, 2024 and 2025 were earned in the amount of 77,856 common shares, which were acquired at a price of $0 per share.

At the merger’s effective time on December 31, 2025, each outstanding share of Company common stock was automatically converted into the right to receive $5.20 per share in cash, without interest, subject to tax withholding. In line with this, the reporting person disposed of 202,834 common shares at $5.20 per share, reducing their directly held common stock to zero. All restricted stock awards and PSUs were cancelled and converted into either cash based on the $5.20 merger consideration or cash awards that follow the original vesting terms.

WideOpenWest, Inc. (WOW) is the subject of an updated Schedule 13D filing by Crestview investment entities following the closing of a go-private merger. Crestview reports beneficial ownership of 31,856,414 common shares, representing approximately 37.170% of the 85,703,763 outstanding common shares as of October 29, 2025. The filing explains that on December 31, 2025, a merger between Bandit Merger Sub, Inc. and WideOpenWest closed, with WideOpenWest continuing as the surviving corporation. As a result of the merger, the company’s shares were delisted from the New York Stock Exchange, its periodic reporting obligations under the Exchange Act were terminated, and it became privately held by the Crestview reporting persons and DigitalBridge Investments, LLC. The filing also describes how various Crestview-controlled entities share voting and dispositive power over the shares and notes that each reporting person disclaims beneficial ownership except to the extent of its economic interest.

WideOpenWest, Inc. filed a post-effective amendment to end the effectiveness of a prior shelf registration that covered the resale of 55,905,512 shares of common stock. That registration, originally declared effective in August 2018, allowed named selling stockholders to resell shares, rather than raising new capital for the company.

The company explains that on December 21, 2025, Bandit Merger Sub, Inc. merged with and into WideOpenWest under a Merger Agreement with Bandit Parent, LP, leaving WideOpenWest as an indirect wholly owned subsidiary of Bandit Parent. In connection with this completed merger, WideOpenWest is terminating all offers and sales under its existing Securities Act registration statements and is now formally deregistering all shares that remained unsold or unissued under this particular resale registration.

WideOpenWest, Inc. completed its previously announced merger with Bandit Merger Sub, Inc., an indirect wholly owned subsidiary of Bandit Parent, LP, on December 31, 2025. At the merger’s effective time, each share of WideOpenWest common stock was converted into the right to receive $5.20 per share in cash, without interest and subject to tax withholding, except for treasury shares, certain rollover shares and validly perfected appraisal shares, which were treated as described in the merger agreement.

Following the merger, WideOpenWest became an indirect wholly owned subsidiary of Bandit Parent, LP, and its common stock ceased trading on the New York Stock Exchange. The company requested NYSE delisting on Form 25 and plans to file Form 15 to terminate registration and suspend periodic SEC reporting. A change of control occurred, the prior board members resigned, the former Merger Sub directors joined the board, and the company’s certificate of incorporation and bylaws were amended and restated.

WideOpenWest, Inc. has had its common stock designated for removal from listing and/or registration on the New York Stock Exchange under Section 12(b) of the Securities Exchange Act of 1934. The Exchange filed a Form 25, certifying that it has reasonable grounds to believe it meets all requirements to strike this class of securities from listing. The notification covers WideOpenWest’s common stock only and is signed on behalf of the New York Stock Exchange by an authorized market watch analyst.

WideOpenWest, Inc. reported an insider equity transaction by its Chief Financial Officer. On 12/16/2025, the officer had 12,296 shares of common stock withheld at $5.17 per share to cover tax withholdings due when restricted stock vested, reported with transaction code F. This reflects shares retained by the company for taxes rather than an open-market sale.

After this transaction, the officer directly beneficially owns 311,110 shares of WideOpenWest common stock, reported as held in direct ownership by a single reporting person.

WideOpenWest, Inc. disclosed that its Chief Technology Officer reported a Form 4 transaction on December 16, 2025 involving 5,974 shares of common stock at $5.17 per share, with transaction code "F".

According to the explanation, these shares were withheld by the company to cover tax withholdings due upon vesting of restricted stock, and the officer now beneficially owns 202,834 shares of WideOpenWest common stock directly.

WideOpenWest, Inc. (WOW) announced that stockholders approved its planned merger with Bandit Parent, LP at a special meeting held on December 3, 2025. Holders of 68,627,255 shares of common stock, about 80.1% of the 85,703,763 shares outstanding as of the record date, were present, providing a quorum.

The main merger proposal passed with 63,718,549 votes for, 4,764,743 against and 143,963 abstentions. A related proposal received 59,495,436 votes for, 8,941,267 against and 190,552 abstentions. Because the merger proposal received sufficient support, stockholders did not vote on a potential adjournment of the meeting. The merger would make WOW an indirect wholly owned subsidiary of Bandit Parent, in a broader transaction involving funds affiliated with DigitalBridge Investments, LLC and Crestview Partners, and remains subject to customary closing conditions and regulatory approvals.

WideOpenWest (WOW) filed an 8-K to provide supplemental disclosures about its pending merger with Bandit Parent, an affiliate of DigitalBridge and Crestview, ahead of the December 3, 2025 stockholder vote. The update follows a stockholder lawsuit and demand letters claiming the proxy statement omitted material details; WOW denies these claims but is adding information to avoid potential delays or costs.

The filing expands on the special committee’s process, Centerview Partners’ valuation work, and potential conflicts and fees. Centerview used selected public and precedent comparables and a discounted cash flow analysis, including EV/NTM EBITDA multiples of 4.3x–5.3x on $294 million of NTM adjusted EBITDA and EV/LTM EBITDA multiples of 5.5x–7.0x on $283 million of LTM adjusted EBITDA, implying an equity value range of about $5.95–$10.85 per share. WOW also discloses that Centerview’s total fee is $19.4 million, mostly contingent on deal closing, and that Centerview expects $10–$15 million in compensation from a private company in which DigitalBridge holds a significant minority stake.

The supplement further quantifies non-employee director equity awards, explains “good reason” protections for executives if they resign within 24 months after closing, and states there have been no agreements yet on post-closing management roles or equity participation. The filing reiterates extensive forward-looking risk factors around completing the transaction, potential litigation outcomes and business disruption.