Form 4: WOW CTO Sells Shares Post-Merger at $5.20

Sentiment:

Insider Transaction Report (Merger Related)


WideOpenWest's Chief Technology Officer, Henry Hryckiewicz, reported the disposition of all his common stock holdings following the company's merger into a private entity at $5.20 per share.

Summary

  • Henry Hryckiewicz, Chief Technology Officer of WideOpenWest, Inc. (WOW), reported changes in beneficial ownership related to the company's merger.
  • On December 29, 2025, 77,856 shares of common stock were acquired by Mr. Hryckiewicz as performance-based restricted stock units (PSUs) granted in 2023, 2024, and 2025 were determined to be earned.
  • On December 31, 2025, 202,834 shares of common stock were disposed of at a price of $5.20 per share.
  • This disposition was in connection with the consummation of the merger where WideOpenWest, Inc. merged with Bandit Merger Sub, Inc., an indirect wholly-owned subsidiary of Bandit Parent, LP.
  • At the effective time of the merger, each outstanding share of common stock was automatically converted into the right to receive $5.20 per share in cash.
  • Outstanding restricted stock awards (RSAs) and PSUs were cancelled and converted into either the merger consideration or a cash award based on the merger consideration, subject to vesting.
  • Following these transactions, Mr. Hryckiewicz beneficially owns 0 shares of WideOpenWest, Inc.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. For the reporting person, PSUs were earned and converted to cash, and public shareholders received a defined cash payout. The company's transition to private ownership is a significant event but not inherently negative in this context, as it represents the completion of a planned transaction.

Positives

  • The reporting person's performance-based restricted stock units (PSUs) from 2023, 2024, and 2025 were earned, resulting in the acquisition of 77,856 shares.
  • Public shareholders received a cash payout of $5.20 per share as part of the merger consideration.

Negatives

  • WideOpenWest, Inc. is no longer a publicly traded company, having become a wholly-owned indirect subsidiary of Bandit Parent, LP.
  • The reporting person no longer holds any shares in the company, indicating a complete exit from public ownership.

Future Outlook

WideOpenWest, Inc. has transitioned to a privately held entity, operating as a wholly-owned indirect subsidiary of Bandit Parent, LP. As such, there are no forward-looking statements or guidance provided for a public company.

Industry Context

The acquisition of WideOpenWest, Inc. by Bandit Parent, LP, a private entity, aligns with a broader industry trend where private equity firms acquire public companies, particularly in mature sectors like telecommunications and broadband, to pursue strategic restructuring or operational optimization away from public market pressures.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Chief Technology OfficerHenry Hryckiewicz (as officer of public company)N/A (company is now private)2025-12-31The company became a wholly-owned indirect subsidiary of Bandit Parent, LP, ceasing to be a public entity subject to Section 16 reporting requirements.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Ownership StructureWideOpenWest, Inc. transitioned from a publicly traded company to a wholly-owned indirect subsidiary of Bandit Parent, LP, effectively delisting from public exchanges.2025-12-31This change eliminates public shareholder oversight and the associated SEC reporting requirements for the operating entity, shifting governance to the private parent company.

Related Party Transactions

  • Certain stockholders (the 'Rollover Stockholders') contributed shares to Bandit Parent, LP in accordance with a voting, support, and rollover agreement, which is part of the merger transaction.

Stakeholder Impact

  • Shareholders: Public shareholders received $5.20 per share in cash, converting their equity investment into a fixed cash amount.
  • Employees (including management): Equity awards (Restricted Stock Awards and Performance-Based Restricted Stock Units) were cancelled and converted into cash or cash awards, subject to their original vesting terms. The company continues operations under new private ownership.

Next Steps

  • WideOpenWest, Inc. will continue its operations as a wholly-owned indirect subsidiary of Bandit Parent, LP.
  • The reporting person, Henry Hryckiewicz, is no longer subject to Section 16 reporting requirements.

Key Dates

DateDescription
2025-08-11Date of the Agreement and Plan of Merger.
2025-12-29Compensation Committee determined performance-based restricted stock units (PSUs) were earned.
2025-12-31Effective Time of the merger; disposition of common stock and conversion into cash.

Keywords

WideOpenWest, WOW, Merger, Form 4, Insider Transaction, Stock Disposition, Chief Technology Officer, Henry Hryckiewicz, Bandit Parent LP, Private Equity, Restricted Stock Units, PSUs, Merger Consideration

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