WideOpenWest, Inc. — Director's Dealing 2018

Mar 21, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WideOpenWest, Inc. (WOW)
CIK: 0001701051
Period of Report: 2018-03-20

Reporting Person: Crestview Partners III GP, L.P. (Director, 10% Owner)
Reporting Person: Crestview W1 Holdings, L.P. (Director, 10% Owner)
Reporting Person: Crestview W1 TE Holdings, LLC (Director, 10% Owner)
Reporting Person: Crestview W1 Co-Investors, LLC (Director, 10% Owner)
Reporting Person: Crestview Advisors, L.L.C. (Director, 10% Owner)
Reporting Person: MARCUS JEFFREY (Director)
Reporting Person: Cassidy Brian P (Director)
Reporting Person: Kilpatrick Daniel G. (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-03-20	Common Stock	P	1306767	$7.15	Acquired	26144576	Indirect
2018-03-21	Common Stock	P	150000	$7.58	Acquired	26294576	Indirect

Footnotes

F1: Includes (i) 20,865,918 shares of Common Stock beneficially owned by Crestview W1 Holdings, L.P., (ii) 1,029,448 shares of Common Stock beneficially owned by Crestview W1 TE Holdings, LLC, (iii) 4,379,080 shares of Common Stock beneficially owned by Crestview W1 Co-Investors, LLC and (iv) 20,130 restricted shares of Common Stock granted to Jeffrey A. Marcus, Brian P. Cassidy and Daniel G. Kilpatrick under the Issuers 2017 Omnibus Incentive Plan (the "Plan") that are scheduled to vest on the date of the Issuer's regularly scheduled 2018 annual stockholder's meeting, subject to the terms of the Plan and the applicable award agreement issued thereunder (each of Messrs. Marcus, Cassidy and Kilpatrick have assigned all rights, title and interest in the restricted shares of Common Stock to Crestview Advisors, L.L.C).

F2: Crestview Partners III GP, L.P. and certain of its affiliates may be deemed to have beneficial ownership of the shares of Common Stock held by Crestview W1 Holdings, L.P., Crestview W1 TE Holdings, LLC and Crestview W1 Co-Investors, LLC (collectively, the "Crestview Funds"). Crestview Partners III GP, L.P. exercises voting and dispositive power over the shares of Common Stock held by the Crestview Funds, which decisions are made by the investment committee of Crestview Partners III GP, L.P.

F3: Jeffrey A. Marcus, Brian P. Cassidy and Daniel G. Kilpatrick are each members of the Issuer's board of directors. Each of Messrs. Marcus, Cassidy and Kilpatrick are Partners of Crestview, L.L.C. (which is the general partner of Crestview Partners III GP, L.P.) and Crestview Advisors, L.L.C., which provides investment advisory and management services to certain of the foregoing entities.

F4: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

F5: This price is a weighted average price. These shares were acquired in multiple transactions at prices ranging from $7.31 to $7.79, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares acquired at each separate price within the range set forth in this footnote 5 to this Form 4.