SEC Form 4 · accession 0001140361-16-054387
SHENANDOAH TELECOMMUNICATIONS CO/VA/ · SHEN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas A Whitaker
Officer — SR VP - Operations
Period of report
Feb 18, 2016
Accepted (ET)
Feb 22, 2016 · 4:42 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000354963
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 18, 2016 | A | 1,633 | $21.85 | A | 20,441 | D | |
| Common Stock | Feb 18, 2016 | F | 627 | $21.85 | D | 19,814 | D | |
| Common Stock | Feb 18, 2016 | A | 914 | $21.85 | A | 20,728 | D | |
| Common Stock | Feb 18, 2016 | F | 350 | $21.85 | D | 20,378 | D | |
| Common Stock | Feb 19, 2016 | A | 1,649 | $22.03 | A | 22,027 | D | |
| Common StockF1 | Feb 19, 2016 | F | 613 | $22.03 | D | 21,414 | D | |
| Common Stock | Feb 20, 2016 | A | 1,784 | $22.07 | A | 23,198 | D | |
| Common StockF1 | Feb 20, 2016 | F | 574 | $22.07 | D | 22,624 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3 | — | Feb 18, 2016 | M | 1,633 | D | — | Feb 18, 2017 | Common Stock | 1,633 | 28,624 | D |
| Restricted Stock UnitsF2,F4 | — | Feb 18, 2016 | M | 914 | D | — | Feb 21, 2019 | Common Stock | 914 | 27,710 | D |
| Restricted Stock UnitsF2,F3 | — | Feb 19, 2016 | M | 1,649 | D | — | Feb 19, 2018 | Common Stock | 1,649 | 26,061 | D |
| Restricted Stock UnitsF2,F3 | — | Feb 20, 2016 | M | 1,784 | D | — | Feb 20, 2016 | Common Stock | 1,784 | 24,277 | D |
Explanation of responses
- F1On December 31, 2015, the common stock of Shenandoah Telecommunications Company split two-for-one, resulting in the reporting person's acquisition of 9,404 additional shares of common stock.
- F2Each restricted stock unit represents a contingent right to receive one share of common stock.
- F3The option vests 1/4 on each the first, second, third and fourth anniversary. The option (and shares issuable upon exercise of the option) are subject to cancellation and forfeiture in accordance with the Company's executive compensation policy.
- F4The restricted stock units vest 1/4 on the third Thursday of each February beginning in 2016 subject to the continuous employment by the Company or one of its affiliates until the date of vesting. Vested shares will be delivered to the reporting person on the vesting date. The restricted stock units are subject to forfeiture in accordance with the Company's executive compensation policy.