SHENANDOAH TELECOMMUNICATIONS CO/VA/ — Director's Dealing 2019

Feb 25, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SHENANDOAH TELECOMMUNICATIONS CO/VA/ (SHEN)
CIK: 0000354963
Period of Report: 2019-02-21

Reporting Person: FRENCH CHRISTOPHER E (Director, President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-21	Common Stock	A	10222	—	Acquired	216544	Direct
2019-02-21	Common Stock	F	3500	$50.79	Disposed	213044	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-02-21	Restricted Stock Unit	$	M	2710	Disposed	2019-02-21	Common Stock (2710)	Direct
2019-02-21	Restricted Stock Unit	$	M	2474	Disposed	2020-02-20	Common Stock (2474)	Direct
2019-02-21	Restricted Stock Unit	$	M	2371	Disposed	2021-02-18	Common Stock (2371)	Direct
2019-02-21	Restricted Stock Unit	$	M	2667	Disposed	2022-02-17	Common Stock (2667)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	64296	Indirect
Common Stock	13668	Indirect
Common Stock	137984	Indirect
Common Stock	316484	Indirect
Common Stock	345000	Indirect
Common Stock	339966	Indirect
Common Stock	146249	Indirect
Common Stock	339966	Indirect
Common Stock	6480	Indirect

Footnotes

F1: These shares are held in trust for the benefit of certain relatives of Mr. French. Mr. French disclaims beneficial ownership of the shares as to which he has no pecuniary interest and this filing is not an admission that Mr. French is the beneficial owner of such shares.

F2: Each restricted stock unit represents a contingent right to receive one share of common stock.

F3: The option vests one-fourth 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.