Form 4: Elliott Investment Management Increases Uniti Group Stake Following Merger Share Exchange

Elliott Investment Management L.P. has significantly increased its beneficial ownership in Uniti Group Inc. to over 59 million shares through a merger-related stock exchange.

Summary

• Elliott Investment Management L.P. (EIM), a Delaware limited partnership, reported an acquisition of 6,101,928 shares of Uniti Group Inc. common stock.
• The transaction occurred on August 1, 2025, and was classified as an 'Other acquisition' (Code J).
• Following this transaction, EIM's indirect beneficial ownership in Uniti Group Inc. stands at 59,012,219 shares.
• The shares were issued to the Elliott Funds (Elliott Associates, L.P. and Elliott International, L.P.) pursuant to the Agreement and Plan of Merger, dated May 3, 2024, between Uniti Group Inc. ('Old Uniti') and Windstream Holdings II, LLC, as amended on July 17, 2024.
• This acquisition represents an exchange of 6,101,928 shares of new Uniti common stock for 10,120,963 shares of Old Uniti common stock.
• EIM serves as the investment manager for the Elliott Funds and disclaims beneficial ownership except to the extent of its pecuniary interest.

Sentiment

Score: 7

Explanation: The filing reports the expected share exchange following a merger, which is a procedural step for a significant investor. It confirms the completion of a strategic transaction, which is generally a neutral to positive development, indicating progress on a major corporate action.

Positives

• The completion of the share exchange signifies the procedural closing of the previously announced merger between Uniti Group Inc. and Windstream Holdings II, LLC.
• Elliott Investment Management L.P. solidifies its significant stake in Uniti Group Inc., reinforcing its position as a major shareholder and director.

Future Outlook

The filing does not provide explicit forward-looking statements or guidance beyond the completion of the merger-related share exchange.

Industry Context

Uniti Group Inc. operates as a real estate investment trust (REIT) focused on communications infrastructure. The reported share exchange is a direct consequence of its merger with Windstream Holdings II, LLC, a significant event within the telecommunications infrastructure sector that aims to consolidate assets and operations.

Related Party Transactions

• The transaction involves Elliott Investment Management L.P., which is identified as a 10% owner and director of Uniti Group Inc., making the share exchange a related party transaction stemming from the merger agreement.

Stakeholder Impact

• Shareholders of 'Old Uniti' common stock received shares of the new Uniti Group Inc. common stock as part of the merger exchange.
• Elliott Investment Management's increased beneficial ownership solidifies its influence on Uniti Group Inc.'s strategic direction and corporate governance.

Key Dates

Recommendation

This Form 4 reports a procedural share exchange related to a previously announced merger. It does not provide new financial performance data or strategic shifts that would warrant a change in investment recommendation. The transaction solidifies a major investor's stake, which is a neutral to slightly positive signal, but not enough to change a fundamental investment thesis.

Keywords

Uniti Group, UNIT, Elliott Investment Management, SEC Form 4, Beneficial Ownership, Merger, Windstream, Stock Exchange, 10% Owner, Insider Transaction