Form 4: Cable One Interim CEO Reports Stock Transactions

Todd M. Koetje, Cable One's Interim CEO and CFO, reported the disposition of shares for tax withholding and received new grants of phantom restricted and performance stock units.

Summary

• Todd M. Koetje, Interim Chief Executive Officer and Chief Financial Officer of Cable One, Inc. (CABO), reported transactions on January 3, 2026.
• Disposed of 420 shares of Common Stock at a price of $104.16 per share to satisfy tax withholding obligations related to the vesting of previously granted restricted stock awards and restricted stock units.
• Following this disposition, Koetje beneficially owns 4,656 shares of Common Stock directly.
• Received a grant of 7,680 Phantom Service-Based Restricted Stock Units (Phantom RSUs) on January 3, 2026. These RSUs are cash-settled and vest in substantially equal installments over three years, subject to continued employment.
• Received a grant of 11,520 Phantom Performance-Based Restricted Stock Units (Phantom PSUs) on January 3, 2026. These PSUs are cash-settled and vest based on target achievement of performance goals over a three-year period from January 1, 2026, to December 31, 2028, subject to performance certification and continued employment.

Sentiment

Score: 5

Explanation: This is a routine Form 4 filing detailing executive compensation and tax-related stock transactions, which typically has a neutral impact on market sentiment.

Positives

• Grant of 7,680 Phantom RSUs aligns executive incentives with company performance and retention.
• Grant of 11,520 Phantom PSUs further ties executive compensation to specific performance targets over a three-year period.

Negatives

• Disposition of 420 shares of Common Stock, valued at $104.16 per share, reduces the executive's direct beneficial ownership, although this was for tax withholding purposes.

Risks

• Vesting of both Phantom RSUs and Phantom PSUs is contingent on the reporting person's continued employment with Cable One, Inc.
• Vesting of Phantom PSUs is also subject to the achievement of applicable performance goals over the three-year performance period (January 1, 2026, to December 31, 2028) and certification by the Compensation and Talent Management Committee.

Future Outlook

The grants of Phantom RSUs and PSUs indicate a future compensation structure tied to the executive's continued employment and the company's performance through 2028. Phantom RSUs will vest in equal installments over three years from January 3, 2026, while Phantom PSUs will vest based on performance achievement over the period from January 1, 2026, to December 31, 2028.

Management Comments

• Todd M. Koetje serves as Interim Chief Executive Officer and Chief Financial Officer.

Industry Context

This filing represents a routine executive compensation disclosure, common across publicly traded companies, where equity-based awards like RSUs and PSUs are used to align management incentives with long-term shareholder value and ensure executive retention. The disposition of shares for tax withholding is also a standard practice upon the vesting of such awards.

Comparison to Industry Standards

• The use of both service-based (RSUs) and performance-based (PSUs) equity awards is a common practice in executive compensation across the telecommunications and broader corporate sectors, aiming to balance retention with performance incentives.
• The vesting schedules (three years for new grants, three to four years for prior grants) are typical for long-term incentive plans in comparable companies, such as Comcast (CMCSA) or Charter Communications (CHTR), which also utilize multi-year vesting periods to encourage sustained performance and executive commitment.
• The cash settlement of phantom units is a specific design choice that can be seen in various industries, offering flexibility while still linking compensation to stock price performance without issuing actual shares immediately.

Corporate Governance

Stakeholder Impact

• Shareholders: Executive compensation structure aims to align management's interests with long-term shareholder value through performance-based incentives.
• Employees: The compensation structure for a key executive may set a precedent or reflect the broader compensation philosophy within the company.

Next Steps

• Vesting of 7,680 Phantom RSUs in substantially equal installments over three years from January 3, 2026.
• Assessment and certification of performance goals for 11,520 Phantom PSUs by the Compensation and Talent Management Committee after the performance period ending December 31, 2028.
• Continued employment of Todd M. Koetje for vesting of both RSU and PSU grants.

Key Dates

Keywords

Cable One, CABO, Form 4, executive compensation, restricted stock units, performance stock units, insider transaction, stock grant, tax withholding, Todd M. Koetje