Chief Operating Officer Johnson Kenneth E covered exercise/tax liability with 417 shares, decreasing direct ownership by 6% to 6,177 units (SEC Form 4)
$CABO
Cable & Other Pay Television Services
Telecommunications
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Cable One, Inc. [ CABO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/03/2026 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock, par value $0.01 | 01/03/2026 | F | 417(1) | D | $104.16 | 6,177 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Phantom RSUs | (2)(3) | 01/03/2026 | A | 9,216 | (2)(3) | (2)(3) | Common Stock, par value $0.01 | 9,216 | $0 | 9,216 | D | ||||
| Phantom PSUs | (2)(4) | 01/03/2026 | A | 13,824 | (2)(4) | (2)(4) | Common Stock, par value $0.01 | 13,824 | $0 | 13,824 | D | ||||
| Explanation of Responses: |
| 1. Represents the withholding of shares of Common Stock to satisfy tax withholding liability associated with the vesting of (i) restricted stock awards from previously reported grants, which were granted on January 3, 2022 which generally vest in four equal installments on each of the first four anniversaries of the respective date of grant, subject to the Reporting Person's continued employment with Cable One, Inc. through each such date, and (ii) restricted stock units from previously reported grants, which were granted on January 3, 2023, 2024 and 2025, which generally vest in three equal installments on each of the first three anniversaries of the date of grant, subject to the Reporting Person's continued employment with Cable One, Inc. through each such date. |
| 2. Each phantom service-based restricted stock unit (a Phantom RSU) and each phantom performance-based restricted stock unit (a Phantom PSU) represents a contingent right to receive the economic value of one share of Common Stock, with each solely settled in cash. |
| 3. Represents a grant of 9,216 Phantom RSUs on January 3, 2026, which generally vest in substantially equal installments on each of the first three anniversaries of the grant date, subject to the Reporting Persons continued employment through the applicable vesting date. |
| 4. Represents a grant of 13,824 Phantom PSUs on January 3, 2026, that vest based on target achievement of applicable performance goals over the three-year performance period commencing January 1, 2026 and ending December 31, 2028, subject to certification of performance achievement by the Compensation and Talent Management Committee of Cable One, Inc. and the Reporting Persons continued employment through the date of such certification. |
| Remarks: |
| /s/ Christopher J. Arntzen for Kenneth E. Johnson | 01/06/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||