UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 20, 2026

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Shenandoah Telecommunications Company

(Exact name of registrant as specified in its charter)

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500 Shentel Way

P.O. Box 459

Edinburg, VA 22824

(Address of principal executive offices) (Zip Code)

(540) 984-4141

(Registrant’s telephone number, including area code)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

On January 20, 2026, Tracy Fitzsimmons, a member of the Board of Directors (the “Board”) of Shenandoah Telecommunications Company (the “Company”), informed the Company of her decision not to stand for reelection to the Board at the Company’s 2026 Annual Meeting of Shareholders to be held on April 21, 2026 (the “Annual Meeting”). Dr. Fitzsimmons will continue to serve through the remainder of her term. Her decision not to stand for reelection is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

In addition, in accordance with the Company’s director retirement policy, John W. Flora will retire as a director at the end of his current term and will not stand for reelection to the Board at the Annual Meeting. His retirement at the end of his current term is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

The Board is grateful for Dr. Fitzsimmons’s and Mr. Flora’s commitment and service to the Company and the Board.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.