SHENANDOAH TELECOMMUNICATIONS CO/VA/ — Director's Dealing 2017

Feb 22, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SHENANDOAH TELECOMMUNICATIONS CO/VA/ (SHEN)
CIK: 0000354963
Period of Report: 2017-02-18

Reporting Person: McKay Edward H (SR VP- Eng & Network Planning)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-18	Common Stock	A	1567	—	Acquired	23097	Direct
2017-02-18	Common Stock	F	599	$29	Disposed	22498	Direct
2017-02-19	Common Stock	A	1597	—	Acquired	24095	Direct
2017-02-19	Common Stock	F	514	$29	Disposed	23581	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-02-18	Restricted Stock Units	$	M	1567	Disposed	2017-02-18	Common Stock (1567)	Direct
2017-02-19	Restricted Stock Units	$	M	1597	Disposed	2018-02-19	Common Stock (1597)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of commons stock.

F2: The option vests ? on each the first, second, third and fourth anniversary. The options (and shares issuable upon exercise of the option) are subject to cancellation and forfeiture in accordance with the Company's executive compensation recovery policy.