Cable One CABO

Cable One reports $431.84 million net loss

Form
10-Q
Filed
Importance
Major
  1. Revenue: $332.15 million for the three months ended Sep 30, 2026
  2. Net loss: $431.84 million for the three months ended Sep 30, 2026
  3. Diluted EPS: -$75.66 for the three months ended Sep 30, 2026

Written from the 10-Q on EDGAR. AI can make mistakes. Check the filing.

Get an email when Cable One files

Only major filings: results, leadership changes, listing notices and other major events, each with the plain-English summary when we have one or the key facts and the EDGAR link. Routine insider filings never email. Confirm once; unsubscribe in one click.

What changed

38 changes since the June 2026 10-Q

Compared with the 10-Q 0001632127-26-000033, filed Aug 6, 2026.

  1. New Risk factors

    The pending litigation relating to the MBI Acquisition and any similar proceedings could result in…

    In addition to the CoBank Action and the resulting TRO and the November 2, 2026 letter from MBI and the GTCR investors, we have received written correspondence from counsel to a group of the Company's creditors…

    From the filings

    Now

    The pending litigation relating to the MBI Acquisition and any similar proceedings could result in significant costs, delay or prevent the consummation of the MBI Acquisition and adversely affect our business, financial condition and results of operations. In addition to the CoBank Action and the resulting TRO and the November 2, 2026 letter from MBI and the GTCR investors, we have received written correspondence from counsel to a group of the Company's creditors threatening to assert claims substantially similar to those alleged by CoBank. There can be no assurance that the CoBank action or any other litigation or legal proceedings raising similar or additional claims will be resolved in our favor. In addition, even if the TRO is dissolved, CoBank (or our other creditors) may pursue litigation against us if the MBI Acquisition is consummated. An adverse outcome in any such proceedings could result in additional injunctive relief, damages, significant legal expenses, further delay or prevent consummation of the MBI Acquisition and the contemplated financing transactions, or otherwise impair our ability to refinance our existing indebtedness. Any of these developments could materially adversely affect our financial condition and results of operations.
  2. New Risk factors

    We have incurred substantial indebtedness and the degree to which we are now leveraged, together with the…

    We currently have a substantial amount of indebtedness, including significant debt obligations scheduled to mature at various times in 2028, which could limit our ability to obtain additional financing for working…

    From the filings

    Now

    We have incurred substantial indebtedness and the degree to which we are now leveraged, together with the substantial indebtedness of MBI, may have a material adverse effect on our business, financial condition or results of operations and cash flows. We currently have a substantial amount of indebtedness, including significant debt obligations scheduled to mature at various times in 2028, which could limit our ability to obtain additional financing for working capital, capital expenditures, acquisitions, strategic investments, the MBI Acquisition, debt service requirements or other purposes. Our substantial indebtedness also increases our vulnerability to adverse economic, market and industry conditions, limits our flexibility in planning for, or reacting to, changes in our business operations or to our industry overall, and places us at a disadvantage in relation to our competitors that have lower debt levels. If the MBI Acquisition is consummated, MBI's significant indebtedness maturing on November 12, 2027 will increase our total consolidated indebtedness and could increase the risks described above. Our ability to make payments on and to refinance our indebtedness as well as any future debt that we may incur, will depend on our ability to generate cash in the future from operations, financings or asset sales. Our ability to generate cash is subject to general economic, financial, competitive, legislative, regulatory and other factors, most of which are beyond our control. We have been and continue to be engaged in discussions to raise capital and address certain of our future debt maturities and the purchase price for the MBI Acquisition. However, we make no assurances that we will be able to consummate any financing transactions. If we become obligated to close the MBI Acquisition and are unable to address our forthcoming debt maturities, it is possible that we will not consummate the MBI Acquisition, which could result in a claim of breach under the…
  3. New Risk factors

    The terms of our indebtedness restrict our current and future operations, particularly our ability to incur…

    The terms of our indebtedness include a number of restrictive covenants that impose significant operating and financial restrictions on us and limit our ability to engage in actions that may be in our long-term best…

    From the filings

    Now

    The terms of our indebtedness restrict our current and future operations, particularly our ability to incur debt that we may need to fund initiatives in response to changes in our business, the industries in which we operate, the economy and governmental regulations, and could limit our ability to refinance our existing indebtedness. The terms of our indebtedness include a number of restrictive covenants that impose significant operating and financial restrictions on us and limit our ability to engage in actions that may be in our long-term best interests and the terms of any new indebtedness we may incur are anticipated to include restrictive covenants that will be even more restrictive than the restrictive covenants in our existing debt agreements. These restrictions could impair our ability to address our upcoming debt maturities by limiting the amount and terms of the indebtedness we may incur. Following the MBI Acquisition, MBI's debt agreements will also impose restrictions on its operations and financial flexibility, which may limit our ability to manage the financial obligations of MBI. These covenants may restrict our ability to take some or all of the following actions: • incur or guarantee additional indebtedness or sell disqualified or preferred stock; • pay dividends on, make distributions in respect of, repurchase or redeem, capital stock; • enter into agreements restricting the ability to pay dividends or make other intercompany transfers; • consolidate, merge, sell or otherwise dispose of all or substantially all of our or our subsidiaries' assets; • unable to raise additional debt financing to operate during general economic or business downturns; and/or
  4. New Risk factors

    • unable to compete effectively or to take advantage of new business opportunities, including acquisitions…

    A breach of any of these covenants, if applicable, could result in an event of default under the terms of our indebtedness.

    From the filings

    Now

    • unable to compete effectively or to take advantage of new business opportunities, including acquisitions and strategic investments. A breach of any of these covenants, if applicable, could result in an event of default under the terms of our indebtedness. We may be required to seek amendments or waivers of certain covenants in connection with our efforts to refinance or restructure our indebtedness, and there can be no assurance that those amendments or waivers will be available on acceptable terms or at all. If an event of default occurs under any of our debt agreements, the applicable lenders or bondholders would have the right to accelerate the repayment of such debt and the event of default or acceleration may result in the acceleration of the repayment of our debt to which a cross-default or cross-acceleration provision applies. Following the MBI Acquisition, a failure by MBI to comply with its debt covenants or repay its indebtedness when due could similarly result in an event of default under its debt agreements and the acceleration of its indebtedness. Any such default or acceleration could adversely affect MBI's operations and its and our consolidated financial condition. Furthermore, we have pledged our assets as collateral for our repayment obligations under a portion of our indebtedness. If we were unable to repay any amount of this indebtedness when due and payable, the lenders of this indebtedness could proceed against the collateral that secures this indebtedness. Similarly, lenders under MBI's secured debt agreements could exercise remedies against the assets securing MBI's indebtedness if MBI defaults on its obligations. In the event our creditors accelerate the repayment of our borrowings, we may not have sufficient assets to repay such indebtedness and our financial condition will be materially negatively affected.
  5. New Risk factors

    Our common stock could be delisted from the New York Stock Exchange, which could negatively affect the price…

    Our common stock is listed on the New York Stock Exchange (the "NYSE"), and in order to remain listed we are required to satisfy the NYSE's continued listing standards, including requirements regarding a minimum…

    From the filings

    Now

    Our common stock could be delisted from the New York Stock Exchange, which could negatively affect the price and liquidity of our common stock and trigger a "fundamental change" under the indenture governing our convertible notes. Our common stock is listed on the New York Stock Exchange (the "NYSE"), and in order to remain listed we are required to satisfy the NYSE's continued listing standards, including requirements regarding a minimum average closing share price and minimum average global market capitalization (or, in certain instances, a minimum average global market capitalization and minimum stockholders' equity). If our average global market capitalization is less than $50 million over a consecutive 30 trading-day period and, at the same time, our stockholders' equity is less than $50 million, our common stock could be subject to delisting under Section 802.01B of the NYSE Listed Company Manual, if compliance is not regained during the applicable cure period available in certain situations under the NYSE's rules. In addition, our common stock would be promptly delisted from NYSE if our average global market capitalization falls below $15 million over a consecutive 30 trading-day period, without any opportunity to cure. As of September 30, 2026, our stockholders' equity was less than $50 million, and as of the date of this Quarterly Report our average global market capitalization is less than $50 million over a consecutive 30 trading-day period. Therefore, as of the date this Quarterly Report was filed, we are not in compliance with the continued listing standards under Section 802.01B of the NYSE Listed Company Manual. We intend to submit to the NYSE a plan to regain compliance with the listing standard described above during the applicable cure period, but we cannot assure you that our plan will be accepted by the NYSE or, if it is accepted, that we will regain compliance within the applicable cure period, or that we will continue to meet the NYSE's other…
  6. New Risk factors

    • harm our reputation with employees, customers, suppliers and business partners.

    If a "fundamental change" is triggered under the indenture governing our convertible notes, the holders of the convertible notes will have the right, at their option, to require us to repurchase for cash their…

    From the filings

    Now

    • harm our reputation with employees, customers, suppliers and business partners. If a "fundamental change" is triggered under the indenture governing our convertible notes, the holders of the convertible notes will have the right, at their option, to require us to repurchase for cash their convertible notes at a repurchase price equal to 100% of the principal amount of the convertible notes to be repurchased, plus accrued and unpaid interest. If a "fundamental change" is triggered, we expect the holders of our convertible notes to require us to repurchase their convertible notes on these terms, based on the significant disparity between the par repurchase price upon a "fundamental change" and the recent trading price of the convertible notes. If that occurs, we may be unable to satisfy the repurchase obligation which would result in an event of default under the convertible notes indenture. Any event of default that occurs under our convertible notes indentures would also give rise to a cross-default under our credit agreement and, in certain instances, under our other debt agreements.
  7. New Risk factors

    Any delisting of our common stock and the consequences thereof would have a material adverse effect on our…

    Any delisting of our common stock and the consequences thereof would have a material adverse effect on our business, financial condition and results of operations.

    From the filings

    Now

    Any delisting of our common stock and the consequences thereof would have a material adverse effect on our business, financial condition and results of operations.
  8. New Risk factors

    If we are unable to consummate a financing transaction and address near-term debt maturities on acceptable…

    If we are unable to consummate a financing transaction and address near-term debt maturities on acceptable terms or at all, or if a default occurs under our debt instruments that we are unable to timely cure, it may…

    From the filings

    Now

    If we are unable to consummate a financing transaction and address near-term debt maturities on acceptable terms or at all, or if a default occurs under our debt instruments that we are unable to timely cure, it may become necessary for us to seek relief under Chapter 11 of the U.S. Bankruptcy Code. If we are unable to consummate a financing transaction and address near-term debt maturities on acceptable terms or at all, or if a default occurs under our debt instruments that we are unable to timely cure, it may become necessary for us to seek relief under Chapter 11 of the U.S. Bankruptcy Code. Refer to " Management's Discussion and Analysis of Financial Condition and Results of Operations – Financial Condition: Liquidity and Capital Resources – Liquidity " in this Quarterly Report on Form 10-Q. If we seek relief under Chapter 11 of the U.S. Bankruptcy Code it would result in a variety of material adverse effects on our business, financial condition and results of operations and the trading of our common stock.
  9. New Legal proceedings

    New legal mention

    In January 2026, certain other investors in MBI exercised the Put Option and the Company entered into a purchase agreement, pursuant to which, upon the terms and subject to the conditions set forth therein, the Company…

    From the filings

    Now

    In January 2026, certain other investors in MBI exercised the Put Option and the Company entered into a purchase agreement, pursuant to which, upon the terms and subject to the conditions set forth therein, the Company would acquire the remaining approximately 55% equity interests in MBI that it does not already own.
  10. New Legal proceedings

    New legal mention

    As of September 30, 2026, the terms of the Put Option contemplated that the transaction would close on or before October 1, 2026.

    From the filings

    Now

    As of September 30, 2026, the terms of the Put Option contemplated that the transaction would close on or before October 1, 2026.
  11. New Legal proceedings

    New legal mention

    On October 1, 2026, the Company and certain affiliates of GTCR LLC agreed to extend the previously anticipated October 1, 2026 closing date of the MBI Acquisition to October 9, 2026.

    From the filings

    Now

    On October 1, 2026, the Company and certain affiliates of GTCR LLC agreed to extend the previously anticipated October 1, 2026 closing date of the MBI Acquisition to October 9, 2026.
  12. New Legal proceedings

    New legal mention

    On October 9, 2026, the United States District Court for the Southern District of New York entered a temporary restraining order that temporarily prohibits the Company from consummating the MBI Acquisition.

    From the filings

    Now

    On October 9, 2026, the United States District Court for the Southern District of New York entered a temporary restraining order that temporarily prohibits the Company from consummating the MBI Acquisition.
  13. New Legal proceedings

    New legal mention

    The action was commenced by CoBank, ACB, a lender under the Company's existing credit agreement.

    From the filings

    Now

    The action was commenced by CoBank, ACB, a lender under the Company's existing credit agreement.
  14. New Legal proceedings

    New legal mention

    The complaint alleges that the Company's payment of the purchase price for the MBI Acquisition would constitute a constructive fraudulent transfer.

    From the filings

    Now

    The complaint alleges that the Company's payment of the purchase price for the MBI Acquisition would constitute a constructive fraudulent transfer.
  15. New Legal proceedings

    New legal mention

    CoBank is seeking, among other things, an injunction prohibiting the Company from closing the MBI Acquisition.

    From the filings

    Now

    CoBank is seeking, among other things, an injunction prohibiting the Company from closing the MBI Acquisition.
  16. New Legal proceedings

    New legal mention

    On October 13, 2026, the Company responded to, and simultaneously moved to dissolve, the TRO on the basis that CoBank failed to establish a basis for injunctive relief.

    From the filings

    Now

    On October 13, 2026, the Company responded to, and simultaneously moved to dissolve, the TRO on the basis that CoBank failed to establish a basis for injunctive relief.
  17. New Legal proceedings

    New legal mention

    A hearing on that motion and on the TRO is currently scheduled for November 13, 2026.

    From the filings

    Now

    A hearing on that motion and on the TRO is currently scheduled for November 13, 2026.
  18. New Legal proceedings

    New legal mention

    Although the outcome of this proceeding cannot be predicted and the impact of the final resolution of this proceeding on the Company's results of operations in any particular subsequent reporting period is not known…

    From the filings

    Now

    Although the outcome of this proceeding cannot be predicted and the impact of the final resolution of this proceeding on the Company's results of operations in any particular subsequent reporting period is not known, at this time, management does not believe that the claims made by CoBank will have a material adverse effect on the operations or financial position of the Company or the ability of the Company to meet its financial obligations as they become due.
  19. Changed Financial statements

    Cash up 306% from Jun 30

    $675M, was $166M.

    From the filings

    Before

    $166M

    Now

    $675M
  20. Changed Financial statements

    EPS up 63% from Jun 30

    −$75.66, was −$204.35.

    From the filings

    Before

    −$204.35

    Now

    −$75.66
  21. Changed Financial statements

    Net income up 63% from Jun 30

    −$432M, was −$1.2B.

    From the filings

    Before

    −$1.2B

    Now

    −$432M
  22. Changed Financial statements

    Revenue down 4.8% from Jun 30

    $332M, was $349M.

    From the filings

    Before

    $349M

    Now

    $332M
  23. Changed MD&A

    Net loss was $431.8 million and net income was $86.5 million for the three months ended September 30, 2026…

    Adds "Net loss"; drops "Depreciation and amortization expense".

    From the filings

    Before

    Depreciation and amortization expense was $81.8 million for the three months ended June 30, 2026 and decreased $4.3 million, or 5.0%, compared to the three months ended June 30, 2025. Depreciation and amortization expense as a percentage of revenues was 23.4% and 22.6% for the three months ended June 30, 2026 and 2025, respectively.

    Now

    Net loss was $431.8 million and net income was $86.5 million for the three months ended September 30, 2026 and 2025, respectively.
  24. New MD&A

    Our primary funding requirements are for our ongoing operations, capital expenditures, the MBI Acquisition…

    New paragraph in MD&A.

    From the filings

    Now

    Our primary funding requirements are for our ongoing operations, capital expenditures, the MBI Acquisition (discussed below) and debt repayment. We believe that our existing cash balances, our Senior Credit Facilities and operating cash flows will provide adequate support for these funding requirements that are expected to arise within 12 months from the filing of this Quarterly Report on Form 10-Q. If the MBI Acquisition is consummated, MBI's $22.0 million of outstanding borrowings under a revolving credit facility will come due August 2027. Beyond the next 12 months, additional significant amounts of indebtedness will come due at varying times over the subsequent 12-month period, namely: (i) if the MBI Acquisition is consummated, MBI's $916.2 million of outstanding term loans maturing on November 12, 2027, (ii) our $1.25 billion revolving credit facility maturing in February 2028 (of which $1.05 billion was drawn and outstanding as of September 30, 2026), (iii) our $345.0 million of 1.125% convertible notes due 2028 maturing in March 2028 and (iv) our $694.3 million of outstanding Term Loan B-4 maturing in May 2028. Our existing sources of liquidity and cash flows from operations will be insufficient to repay the debt described above on the applicable maturity dates. Our ability to address these forthcoming debt maturities primarily will depend on our ability to consummate one or more financing transactions and/or to extend the maturity date of the relevant debt through a consensual amendment and extension transaction with the relevant holders of the debt, which transactions are not entirely in our control. We have been and continue to be engaged in discussions to raise capital and address certain of our debt maturities. However, we make no assurances that we will be able to consummate any financing transactions. While we were in compliance with our financial covenants as of September 30, 2026, and expect to remain in compliance for the next 12 months, we may…
  25. New MD&A

    If we are unable to consummate a financing transaction and address near-term debt maturities on acceptable…

    New paragraph in MD&A.

    From the filings

    Now

    If we are unable to consummate a financing transaction and address near-term debt maturities on acceptable terms or at all, or if a default occurs under our debt instruments that we are unable to timely cure, it may become necessary for us to seek relief under Chapter 11 of the U.S. Bankruptcy Code.
  26. Changed MD&A

    We intend to hold MBI separate from the balance of our operations to preserve flexibility and mitigate…

    Adds "We intend to hold MBI separate from the balance of"; drops "Our primary funding requirements are for".

    From the filings

    Before

    Our primary funding requirements are for our ongoing operations, capital expenditures, the MBI acquisition (discussed below), potential acquisitions and strategic investments, debt repayment and share repurchases. We believe that our existing cash balances, our Senior Credit Facilities and operating cash flows will provide adequate support for these funding requirements that are expected to arise over the next 12 months. However, our ability to utilize those funding sources to fund ongoing operations, make capital expenditures, complete the MBI acquisition, make future acquisitions and strategic investments, repay debt and make share repurchases depends on future operating performance and cash flows, which, in turn, are subject to prevailing economic conditions and to financial, business and other factors, some of which are beyond our control.

    Now

    We intend to hold MBI separate from the balance of our operations to preserve flexibility and mitigate adverse impacts to us in the event that the MBI Acquisition is consummated and MBI's revolver borrowings and term loans are unable to be refinanced or restructured prior to their respective maturity dates. Over the next 12 months, our ability to utilize the funding sources mentioned previously to fund ongoing operations, make capital expenditures, complete the MBI Acquisition and repay debt depends on future operating performance and cash flows, which, in turn, are subject to prevailing economic conditions and to financial, business and other factors, some of which are beyond our control.
  27. New MD&A

    On October 1, 2026, we and certain affiliates of GTCR LLC agreed to extend the previously anticipated…

    New paragraph in MD&A.

    From the filings

    Now

    On October 1, 2026, we and certain affiliates of GTCR LLC agreed to extend the previously anticipated October 1, 2026 closing date of the MBI Acquisition to October 9, 2026. On October 9, 2026, the United States District Court for the Southern District of New York entered an ex parte temporary restraining order that temporarily prohibits us from consummating the MBI Acquisition. The action was commenced by CoBank, a lender under our existing credit agreement. The complaint alleges that our payment of the purchase price for the MBI Acquisition would constitute a constructive fraudulent transfer. CoBank is seeking, among other things, an injunction prohibiting us from closing the MBI Acquisition. On October 13, 2026, we responded to, and simultaneously moved to dissolve, the TRO on the basis that CoBank failed to establish a basis for injunctive relief. A hearing on that motion and on the TRO is currently scheduled for November 13, 2026. On November 2, 2026, we received a letter from MBI and GTCR Fund XII/B LP, Mega Broadband Splitter LP, and GTCR Co-Invest XII LP (collectively, the "GTCR Investors") alleging that we and Major Merger Sub LLC ("Merger Sub") breached our obligations under: (i) the Third Amended and Restated Limited Liability Company Agreement dated as of December 20, 2024 by and among MBI and the Unitholders; and (ii) the Purchase Agreement dated as of January 3, 2026, by and among us, Merger Sub, MBI, Mega Broadband Blocker, LLC, GTCR Fund XII/C LP, and GTCR Fund XII/B LP (collectively, the "Agreements"). Specifically, MBI and the GTCR Investors allege that we and Merger Sub failed to use our reasonable best efforts to contest and resist the CoBank Action, and to have the related TRO vacated or lifted as promptly as practicable. MBI and the GTCR Investors have indicated that they may seek to intervene in the CoBank Action as soon as November 6, 2026. We believe that these claims are without merit and are prepared to vigorously dispute such claims to…
  28. New MD&A

    The Put Price for the equity interests of MBI that we do not already own was determined to be approximately…

    New paragraph in MD&A.

    From the filings

    Now

    The Put Price for the equity interests of MBI that we do not already own was determined to be approximately $480 million. As of September 30, 2026, MBI had $22.0 million of revolver borrowings due August 11, 2027 and $916.2 million of outstanding term loans with a scheduled maturity of November 12, 2027.
  29. New MD&A

    On October 8, 2026, we borrowed the remaining $200.0 million available under the Revolving Credit Facility.

    New paragraph in MD&A.

    From the filings

    Now

    On October 8, 2026, we borrowed the remaining $200.0 million available under the Revolving Credit Facility.
  30. New MD&A

    While we were in compliance with all debt covenants as of September 30, 2026, and expect to remain in…

    New paragraph in MD&A.

    From the filings

    Now

    While we were in compliance with all debt covenants as of September 30, 2026, and expect to remain in compliance for the next 12 months, we may not be able to maintain compliance if operating performance deteriorates or market conditions worsen, particularly if we do not consummate any financing transactions.

and 8 more of the same kinds

Show the redline

Section by section. Added words and removed words against the earlier filing.

Cover page 3 changes

3 unchanged paragraphs

For the quarterly period ended June September 30, 2026

22 unchanged paragraphs

Shares Outstanding as of July 31, October 30, 2026

Common stock, par value $0.01 5,673,925 5,680,440

1 unchanged paragraph

Forward-looking statements 8 changes

This document contains "forward-looking statements" that involve risks and uncertainties. These statements can be identified by the fact that they do not relate strictly to historical or current facts, but rather are based on current expectations, estimates, assumptions and projections about our industry, business, strategy, technologies, acquisitions and strategic investments, market expansion plans, dividend policy, capital allocation, financing strategy, the purchase price payable pursuant to the Put Option (as defined and described in note 5) associated with acquisition of the remaining equity interests in of Mega Broadband Investments Holdings LLC ("MBI") which was exercised on January 2, 2026 (such purchase price, the "Put Price") and that we do not already own, the anticipated timeline to consummate such transaction, our ability and sources substantial indebtedness of capital MBI scheduled to fund the Put Price, MBI's future indebtedness mature in November 2027 and our and MBI's financial results and financial condition. Forward-looking statements often include words such as "will," "should," "anticipates," "estimates," "expects," "projects," "intends," "plans," "believes" and words and terms of similar substance in connection with discussions of future operating or financial performance. As with any projection or forecast, forward-looking statements are inherently susceptible to uncertainty and changes in circumstances. Our actual results may vary materially from those expressed or implied in our forward-looking statements. Accordingly, undue reliance should not be placed on any forward-looking statement made by us or on our behalf. Important factors that could cause our actual results to differ materially from those in our forward-looking statements include government regulation, economic, strategic, political and social conditions and the following factors, which are discussed in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission (the "SEC") on February 26, 2026 (the "2025 Form 10-K") and in this Quarterly Report on Form 10-Q:

6 unchanged paragraphs

• risks relating to existing or future acquisitions and strategic investments by us, including risks associated with the exercise of the Put Option associated with the remaining equity interests in MBI and the acquisition and integration of MBI;

• risks relating to existing or future litigation regarding our acquisition of the equity interests in MBI that we do not currently own, including the litigation initiated by CoBank, ACB ("CoBank") on October 9, 2026;

• risks relating to entering into definitive agreements for contemplated financing transactions on the terms described or at all;

• risks relating to our intention to hold MBI separate from the balance of our operations if and following the time we own the entirety of MBI;

12 unchanged paragraphs

• the possibility that interest rates will continue to rise, causing our obligations to service our variable rate indebtedness to increase significantly;

3 unchanged paragraphs

• our ability to comply with the continued listing standards of the New York Stock Exchange and the consequences any delisting would have on our convertible indebtedness;

8 unchanged paragraphs

• our ability to successfully transition to our new Chief Executive Officer ("CEO");

5 unchanged paragraphs

Financial statements 170 changes

1 unchanged paragraph

Equity investments 298,632 613,841

Goodwill 769,111 840,826

(dollars in thousands, except par values) June September 30, 2026 December 31, 2025

Cash and cash equivalents $ 166,191 674,751 $ 152,769

Accounts receivable, net 55,565 54,644 58,578

Prepaid and other current assets 61,876 74,488 95,238

Total Current Assets 283,632 803,883 306,585

Equity investments 264,335 613,841

Property, plant and equipment, net 1,780,529 1,790,700 1,784,201

Intangible assets, net 1,407,500 1,234,911 1,974,359

Goodwill 516,057 840,826

Other noncurrent assets 83,408 98,224 68,541

Total Assets $ 4,622,812 4,708,110 $ 5,588,353

Liabilities and Stockholders' Equity (Deficit)

1 unchanged paragraph

Deferred revenue 17,193 22,731

Accounts payable and accrued liabilities $ 135,643 128,362 $ 143,058

MBI option liability 425,970 478,851 —

Deferred revenue 16,434 22,731

Current portion of long-term debt 18,060 18,000 593,535

Total Current Liabilities 596,866 641,647 759,324

Long-term debt 3,027,125 3,524,096 2,600,392

Deferred income taxes 642,257 593,094 769,924

Other noncurrent liabilities 30,179 35,595 25,075

Total Liabilities 4,296,427 4,794,432 4,154,715

1 unchanged paragraph

Stockholders' Equity (Deficit):

1 unchanged paragraph

Retained earnings 205,751 1,334,553

Common stock ($ 0.01 par value; 40,000,000 shares authorized; 6,175,399 shares issued; and 5,673,367 5,679,997 and 5,635,219 shares outstanding as of June September 30, 2026 and December 31, 2025, respectively)

Additional paid-in capital 693,870 699,264 681,866

Retained earnings (accumulated deficit) ( 226,088 ) 1,334,553

Accumulated other comprehensive income (loss) 29,965 43,760 19,450

Treasury stock, at cost ( 502,032 495,402 and 540,180 shares held as of June September 30, 2026 and December 31, 2025, respectively)

Total Stockholders' Equity 326,385 (Deficit) ( 86,322 ) 1,433,638

Total Liabilities and Stockholders' Equity (Deficit) $ 4,622,812 4,708,110 $ 5,588,353

2 unchanged paragraphs

Three Months Ended June 30, Six Months Ended June 30,

Revenues $ 348,926 $ 381,072 $ 701,883 $ 761,673

Operating (excluding depreciation and amortization) 98,725 102,356 192,609 202,207

Selling, general and administrative 87,649 91,996 174,836 187,410

Depreciation and amortization 81,781 86,118 164,275 171,583

Asset impairments 597,715 586,017 597,715 586,017

Total Costs and Expenses 873,843 870,395 1,140,194 1,155,321

Loss from operations ( 524,917 ) ( 489,323 ) ( 438,311 ) ( 393,648 )

Interest expense, net ( 33,737 ) ( 33,905 ) ( 64,006 ) ( 68,368 )

Other income (expense), net ( 431,590 ) ( 11,372 ) ( 408,630 ) ( 12,784 )

Income tax benefit 109,521 117,575 90,100 117,372

Loss before equity method investment income (loss), net ( 880,723 ) ( 417,025 ) ( 820,847 ) ( 357,428 )

Equity method investment income (loss), net ( 283,853 ) ( 20,951 ) ( 307,955 ) ( 77,941 )

Net loss $ ( 1,164,576 ) $ ( 437,976 ) $ ( 1,128,802 ) $ ( 435,369 )

Basic $ ( 204.35 ) $ ( 77.70 ) $ ( 198.30 ) $ ( 77.26 )

Diluted $ ( 204.35 ) $ ( 77.70 ) $ ( 198.30 ) $ ( 77.26 )

Three Months Ended September 30, Nine Months Ended September 30, (dollars in thousands, except per share data) 2026 2025 2026 2025

Revenues $ 332,153 $ 376,012 $ 1,034,037 $ 1,137,684

Operating (excluding depreciation and amortization) 98,699 96,038 291,308 298,242

Selling, general and administrative 82,297 100,835 257,133 288,248

Depreciation and amortization 81,010 83,347 245,286 254,930

(Gain) loss on asset sales and disposals, net 7,973 3,908 10,759 8,104 1,034 1,066 11,793 9,171

Asset impairments 412,054 — 1,009,769 586,017

Total Costs and Expenses 675,094 281,286 1,815,289 1,436,608

Income (loss) from operations ( 342,941 ) 94,726 ( 781,252 ) ( 298,924 )

Interest expense, net ( 34,648 ) ( 32,019 ) ( 98,653 ) ( 100,386 )

Other income (expense), net ( 66,975 ) 71,809 ( 475,605 ) 59,026

Income (loss) before income taxes and equity method investment income (loss), net ( 990,244 ) ( 534,600 444,564 ) 134,516 ( 910,947 1,355,510 ) ( 474,800 340,284 )

Income tax (provision) benefit 47,198 ( 25,762 ) 137,297 91,610

Income (loss) before equity method investment income (loss), net ( 397,366 ) 108,754 ( 1,218,213 ) ( 248,674 )

Equity method investment income (loss), net ( 34,473 ) ( 22,222 ) ( 342,428 ) ( 100,163 )

Net income (loss) $ ( 431,839 ) $ 86,532 $ ( 1,560,641 ) $ ( 348,837 )

Net Income (Loss) per Common Share:

Basic $ ( 75.66 ) $ 15.33 $ ( 273.91 ) $ ( 61.87 )

Diluted $ ( 75.66 ) $ 14.52 $ ( 273.91 ) $ ( 61.87 )

1 unchanged paragraph

Basic 5,698,814 5,636,683 5,692,392 5,635,255

Diluted 5,698,814 5,636,683 5,692,392 5,635,255

Comprehensive loss $ ( 1,158,137 ) $ ( 448,084 ) $ ( 1,118,287 ) $ ( 460,463 )

Basic 5,707,739 5,642,948 5,697,564 5,637,847

Diluted 5,707,739 6,068,638 5,697,564 5,637,847

Unrealized gain (loss) on cash flow hedges and other, net of tax $ 6,439 13,795 $ ( 10,108 3,093 ) $ 10,515 24,310 $ ( 25,094 28,187 )

Comprehensive income (loss) $ ( 418,044 ) $ 83,439 $ ( 1,536,331 ) $ ( 377,024 )

1 unchanged paragraph

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS ' EQUITY (DEFICIT)

1 unchanged paragraph

Comprehensive Gain (Loss)

Retained Earnings (Accumulated Deficit) Accumulated Other

Comprehensive Income (Loss) Treasury Stock,

Total Stockholders' Equity (Deficit)

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

2 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

2 unchanged paragraphs

1 unchanged paragraph

3 unchanged paragraphs

1 unchanged paragraph

2 unchanged paragraphs

2 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

and 90 more changes in the filing

Note 1: DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION 3 changes

Description of Business. Cable One, Inc., together with its wholly owned subsidiaries (collectively, "Cable One" or the "Company"), is a fully integrated provider of data, video and voice services to residential and business subscribers in 24 Western, Midwestern and Southern U.S. states as of September 30, 2026.

4 unchanged paragraphs

Segment Reporting. Accounting Standards Codification 280 - Segment Reporting requires the disclosure of factors used to identify an entity's reportable segments. Based on the Company's chief operating decision maker's ("CODM") review and assessment of the Company's operations for purposes of performance monitoring and resource allocation, the Company determined that its operations, including the decisions to allocate resources and deploy capital, are organized and managed on a consolidated basis. Accordingly, management has identified one operating segment, which is its reportable segment, under this organizational and reporting structure as of September 30, 2026.

Liquidity. The Company's primary funding requirements are for its ongoing operations, capital expenditures, the MBI Acquisition (discussed and defined in note 5) and debt repayment. The Company believes that its existing cash balances, its Senior Credit Facilities (described and defined in note 8) and operating cash flows will provide adequate support for these funding requirements that are expected to arise within 12 months from the filing of this Quarterly Report on Form 10-Q. If the MBI acquisition is consummated, MBI's $ 22.0 million of outstanding borrowings under a revolving credit facility will come due August 2027. Beyond the next 12 months, additional significant amounts of indebtedness will come due at varying times over the subsequent 12-month period, namely: (i) if the MBI Acquisition is consummated, MBI's $ 916.2 million of outstanding term loans maturing on November 12, 2027, (ii) the Company's $ 1.25 billion revolving credit facility maturing in February 2028 (of which $ 1.05 billion was drawn and outstanding as of September 30, 2026), (iii) the Company's $ 345.0 million of 1.125 % convertible notes due 2028 maturing in March 2028 and (iv) the Company's $ 694.3 million of outstanding Term Loan B-4 maturing in May 2028. The Company's existing sources of liquidity and cash flows from operations will be insufficient to repay the debt described above on the applicable maturity dates. The Company's ability to address these forthcoming debt maturities primarily will depend on its ability to consummate one or more financing transactions and/or to extend the maturity date of the relevant debt through a consensual amendment and extension transaction with the relevant holders of the debt, which transactions are not entirely in its control. The Company has been and continues to be engaged in discussions to raise capital and address certain of its debt maturities. However, the Company can make no assurances that it will be able to consummate any financing transactions. While the Company was in compliance with its financial covenants as of September 30, 2026, and expects to remain in compliance for the next 12 months, it may not be able to maintain compliance if operating performance deteriorates or market conditions worsen, particularly if it does not consummate any financing transactions. If the Company breaches a financial covenant and is unable to obtain an amendment or waiver from the applicable lenders or bondholders, the breach could result in an event of default under the terms of its indebtedness and permit its creditors to accelerate repayment of such debt and potentially trigger acceleration of other debt under applicable cross-default or cross-acceleration provisions. If the Company becomes obligated to close the MBI Acquisition and is unable to address its forthcoming debt maturities, it is possible that the Company will not consummate the MBI Acquisition, which could result in a breach under the purchase agreement for the MBI Acquisition and MBI's limited liability company agreement. In that event, the Company could become subject to claims by other members of MBI seeking monetary damages and/or specific performance of the Company's obligations under the purchase agreement for the MBI Acquisition, which could have a material adverse effect on its business, financial condition, results of operations and cash flows.

2 unchanged paragraphs

Note 2: SEGMENT REPORTING 12 changes

Based on the way the Company's CODM, who is the Company's Chief Executive Officer ("CEO"), reviews and assesses the Company's operations for purposes of performance monitoring and resource allocation, the Company determined that its operations, including the decisions to allocate resources and deploy capital, are organized and managed on a consolidated basis. Accordingly, management has identified one operating segment, which is the Company's reportable segment, under this organizational and reporting structure as of September 30, 2026.

2 unchanged paragraphs

Three Months Ended June 30, Six Months Ended June 30,

Revenues $ 348,926 $ 381,072 $ 701,883 $ 761,673

Three Months Ended September 30, Nine Months Ended September 30,

Revenues $ 332,153 $ 376,012 $ 1,034,037 $ 1,137,684

1 unchanged paragraph

Direct product costs ( 40,096 ) ( 46,473 ) ( 82,084 ) ( 94,910 )

Labor costs ( 59,606 ) ( 61,382 ) ( 116,127 ) ( 122,487 )

Net loss $ ( 1,164,576 ) $ ( 437,976 ) $ ( 1,128,802 ) $ ( 435,369 )

Direct product costs ( 38,896 ) ( 42,595 ) ( 120,980 ) ( 137,665 )

Labor costs ( 55,021 ) ( 60,663 ) ( 171,148 ) ( 183,042 )

Net income (loss) $ ( 431,839 ) $ 86,532 $ ( 1,560,641 ) $ ( 348,837 )

(1) Includes other operating costs (such as marketing, software and maintenance expenses), depreciation and amortization, net gain (loss) on asset sales and disposals, asset impairments, net interest expense, net other income (expense), income tax (expense) benefit, net equity method investment income (loss) and certain other non-cash, non-core and/or non-recurring costs. Amounts for the three months ended June September 30, 2026 and 2025 include interest expense of $ 37.4 39.4 million and $ 37.8 36.3 million, respectively, and interest and investment income of $ 3.7 4.7 million and $ 3.9 4.3 million, respectively. Amounts for the six nine months ended June September 30, 2026 and 2025 include interest expense of $ 71.6 111.0 million and $ 76.3 112.6 million, respectively, and interest and investment income of $ 7.6 12.3 million and $ 7.9 12.2 million, respectively.

1 unchanged paragraph

Note 3: REVENUES 8 changes

1 unchanged paragraph

Three Months Ended June 30, Six Months Ended June 30,

Data $ 212,604 $ 229,336 $ 426,174 $ 454,457

Video 38,487 48,158 79,255 98,962

Voice 6,266 6,733 12,775 13,777

Three Months Ended September 30, Nine Months Ended September 30,

Data $ 204,075 $ 227,599 $ 630,250 $ 682,056

Video 35,659 44,971 114,914 143,933

Voice 5,912 6,692 18,686 20,470

Business 274 changes

Data 53,597 57,385 109,885 114,678

Other 14,199 16,515 28,437 33,399

Other 23,773 22,945 45,357 46,400

Total revenues $ 348,926 $ 381,072 $ 701,883 $ 761,673

Deferred commission amortization $ 2,127 $ 1,730 $ 4,143 $ 3,434

Data 53,626 57,486 163,511 172,164

Other 13,290 15,117 41,727 48,515

Other 19,591 24,147 64,949 70,546

Total revenues $ 332,153 $ 376,012 $ 1,034,037 $ 1,137,684

Deferred commission amortization $ 2,359 $ 1,794 $ 6,503 $ 5,228

3 unchanged paragraphs

Current deferred revenue liabilities consist of refundable customer prepayments, up-front charges and installation fees. Of the $ 22.7 million of current deferred revenue at December 31, 2025, $ 20.5 21.8 million was recognized during the six nine months ended June September 30, 2026. Of the $ 27.9 million of current deferred revenue at December 31, 2024, $ 24.7 26.5 million was recognized during the six nine months ended June September 30, 2025. Noncurrent deferred revenue liabilities consist of up-front charges and installation fees from business customers. A significant portion of the Company's revenues are derived from customers with month-to-month subscriptions who may cancel at any time without penalty. As such, the amount of deferred revenue is not necessarily indicative of the future revenue to be recognized from the Company's existing customers.

2 unchanged paragraphs

Trade receivables $ 52,701 $ 45,712

June September 30, 2026 December 31, 2025

Trade receivables $ 49,892 $ 45,712

1 unchanged paragraph

Less: Allowance for credit losses ( 3,254 3,544 ) ( 3,147 )

Total accounts receivable, net $ 55,565 54,644 $ 58,578

(1) Balances include $ 0.5 million and The balance as of December 31, 2025 includes $ 3.3 million of receivables from the federal government under the Secure and Trusted Communications Networks Reimbursement Program as of June 30, 2026 and December 31, 2025, respectively. The balance as of December 31, 2025 also includes $ 1.6 million due from Clearwave Fiber LLC, a former joint venture among the Company and certain unaffiliated third-party investors ("Clearwave Fiber"), for services provided by the Company under a transition services agreement.

1 unchanged paragraph

Three Months Ended June 30, Six Months Ended June 30,

Beginning balance $ 3,089 $ 2,717 $ 3,147 $ 2,920

Deductions - write-offs ( 3,514 ) ( 2,651 ) ( 5,991 ) ( 5,328 )

Recoveries collected 679 1,122 1,558 2,381

Three Months Ended September 30, Nine Months Ended September 30,

Ending Beginning balance $ 3,254 $ 2,888 $ 3,254 3,147 $ 2,888 2,920

Additions - charged to costs and expenses 3,000 1,700 4,540 2,915 3,909 3,244 8,449 6,159

Deductions - write-offs ( 4,445 ) ( 4,917 ) ( 10,436 ) ( 10,245 )

Recoveries collected 826 425 2,384 2,806

Ending balance $ 3,544 $ 1,640 $ 3,544 $ 1,640

1 unchanged paragraph

Prepaid insurance 150 3,757

Prepaid rent 3,215 2,410

Prepaid software 16,854 9,658

Deferred commissions 8,198 7,101

June September 30, 2026 December 31, 2025

Prepaid repairs and maintenance $ 7,340 3,919 $ 6,373

Software implementation costs 4,100 4,049 3,649

Prepaid insurance 5,414 3,757

Prepaid rent 4,949 2,410

Prepaid software 13,184 9,658

Deferred commissions 9,250 7,101

Interest rate swap asset 15,662 21,535 9,240

1 unchanged paragraph

All other current assets 6,357 12,188 3,366

Total prepaid and other current assets $ 61,876 74,488 $ 95,238

(1) Balance as of December 31, 2025 represents the net value of the Company's Call Option and Put Option associated with the remaining equity interests of MBI, consisting of assets of $ 31.8 million and $ 0 , respectively. The carrying value of the MBI option was has been reclassified to current liabilities and presented as a separate line item within the condensed consolidated balance sheets as of June September 30, 2026. Refer to notes 5 and 10 for definitions of all capitalized terms and further information on these instruments.

1 unchanged paragraph

Deferred commissions 18,580 15,496

June September 30, 2026 December 31, 2025

Operating lease right-of-use assets $ 8,207 8,025 $ 7,087

Deferred commissions 23,057 15,496

Software implementation costs 11,371 10,258 12,714

Debt issuance costs 2,020 1,730 4,030

Debt investment 2,578 2,616 2,504

Interest rate swap asset 23,662 35,852 15,947

All other noncurrent assets 16,990 16,686 10,763

Total other noncurrent assets $ 83,408 98,224 $ 68,541

1 unchanged paragraph

Accounts payable $ 25,577 $ 28,059

Cash overdrafts 17,504 18,250

Interest payable 5,363 4,508

June September 30, 2026 December 31, 2025

Accounts payable $ 31,025 $ 28,059

Accrued programming costs 9,868 9,512 9,811

Accrued compensation and related benefits 15,927 10,710 24,950

Accrued sales and other operating taxes 21,014 24,286 17,137

Accrued franchise fees 1,942 1,877 2,418

Deposits 4,265 4,029 4,775

Operating lease liabilities 2,591 2,558 2,602

Accrued insurance costs 4,075 4,166 4,181

Cash overdrafts 4,186 18,250

Interest payable 9,425 4,508

1 unchanged paragraph

All other accrued liabilities 27,517 26,588 25,164

Total accounts payable and accrued liabilities $ 135,643 128,362 $ 143,058

1 unchanged paragraph

June September 30, 2026 December 31, 2025

Operating lease liabilities $ 5,065 4,937 $ 3,891

Accrued compensation and related benefits 7,033 6,732 6,748

Deferred revenue 6,800 6,222 10,917

Income taxes payable 9,045 15,594 —

All other noncurrent liabilities 2,236 2,110 3,519

Total other noncurrent liabilities $ 30,179 35,595 $ 25,075

3 unchanged paragraphs

In January 2026, certain other investors in MBI exercised the Put Option and the Company entered into a purchase agreement, pursuant to which, upon the terms and subject to the conditions set forth therein, the Company would acquire the remaining approximately 55 % equity interests in MBI that it does not already own. The terms of the Put Option contemplate that the transaction will close on October 1, 2026 (or any earlier date selected by the Company at its option), subject to regulatory approvals and closing conditions. The Company may fund the Put Price with a combination of cash resources and indebtedness, and the Company is actively exploring potential financing options.

In December 2024, the Company amended its agreement with MBI, to, among other things, (i) reinstate the Company's expired call option to acquire the remaining equity interests in MBI, exercisable any time after the availability of MBI's June 30, 2025 financial statements (unless the Put Option (as defined below) has already been exercised) (the "Call Option"); (ii) amend the put option held by certain other investors in MBI to sell (and to cause all members of MBI other than the Company to sell) to the Company all membership interests not held by the Company such that the exercise can occur no earlier than January 1, 2026 (unless a change of control of the Company occurs prior to that date), and the closing can occur no earlier than October 1, 2026 (unless the Company elects to cause the closing to occur earlier) (the "Put Option," and together with the Call Option, the "MBI Net Option"); (iii) require the Company to make a $ 250 million net upfront cash payment to the other members of MBI (the "Upfront Payment"), which was paid on December 20, 2024; and (iv) provide for the other members of MBI to immediately receive, indirectly, the proceeds from $ 100 million of new indebtedness recently incurred by a subsidiary of MBI (the "New MBI Debt") (collectively, the "MBI Amendment"). The purchase price payable by the Company (such purchase price, the "Call Price" or Put Price, as applicable) upon the exercise of the Call Option or the Put Option, as applicable, is to be calculated under a formula based on a multiple of MBI's adjusted earnings before interest, taxes, depreciation and amortization ("MBI's adjusted EBITDA") for the twelve-month period ended June 30, 2025, and MBI's total net indebtedness. The aggregate amount of the Upfront Payment and the impact of the New MBI Debt will reduce the Call Price or Put Price payable upon the closing of the Call Option exercise or Put Option exercise, as applicable, and the impact of the New MBI Debt (and the associated interest and fees) will be excluded from the calculation of MBI's total net indebtedness for purposes of determining such purchase price. Further, if the closing of the Call Option exercise or Put Option exercise occurs prior to October 1, 2026, the Call Price or Put Price payable will be discounted, from October 1, 2026 to the closing, at a per annum rate of 12 %.

In January 2026, certain other investors in MBI exercised the Put Option and the Company entered into a purchase agreement, pursuant to which, upon the terms and subject to the conditions set forth therein, the Company would acquire the remaining approximately 55 % equity interests in MBI that it does not already own (the "MBI Acquisition"). The purchase price for the MBI Acquisition (such purchase price, the "Put Price") was calculated under a formula based on a multiple of MBI's adjusted earnings before interest, taxes, depreciation and amortization ("MBI's adjusted EBITDA") for the twelve-month period ended June 30, 2025, and MBI's total net indebtedness. The aggregate amount of the Upfront Payment and the impact of the New MBI Debt reduced the Put Price payable upon the closing of the Put Option exercise and the impact of the New MBI Debt (and the associated interest and fees) was excluded from the calculation of MBI's total net indebtedness for purposes of determining such purchase price. The purchase price for the MBI Acquisition was determined to be approximately $ 480 million. The terms of the Put Option contemplated that the transaction would close on or before October 1, 2026. As of September 30, 2026, MBI had $ 22.0 million of revolver borrowings due August 11, 2027 and $ 916.2 million of outstanding term loans with a scheduled maturity of November 12, 2027. The indebtedness of MBI is not required to be repaid upon any closing of the MBI Acquisition.

The Company intends to hold MBI separate from the balance of its operations to preserve flexibility and mitigate adverse impacts to the Company in the event that the MBI Acquisition is consummated and MBI's revolver borrowings and term loans are unable to be refinanced or restructured prior to their respective maturity dates. Over the next 12 months, the Company's ability to utilize the funding sources from the possible consummation of one or more financing transactions to fund ongoing operations, make capital expenditures, complete the MBI Acquisition and repay debt depends on future operating performance and cash flows, which, in turn, are subject to prevailing economic conditions and to financial, business and other factors, some of which are beyond the Company's control.

Refer to note 17 for further developments subsequent to September 30, 2026.

2 unchanged paragraphs

2 unchanged paragraphs

1 unchanged paragraph

2 unchanged paragraphs

3 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

2 unchanged paragraphs

1 unchanged paragraph

3 unchanged paragraphs

1 unchanged paragraph

4 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

8 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

2 unchanged paragraphs

2 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

2 unchanged paragraphs

1 unchanged paragraph

6 unchanged paragraphs

2 unchanged paragraphs

3 unchanged paragraphs

2 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

4 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

8 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

2 unchanged paragraphs

2 unchanged paragraphs

3 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

3 unchanged paragraphs

1 unchanged paragraph

2 unchanged paragraphs

3 unchanged paragraphs

1 unchanged paragraph

6 unchanged paragraphs

2 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

3 unchanged paragraphs

3 unchanged paragraphs

2 unchanged paragraphs

1 unchanged paragraph

2 unchanged paragraphs

and 194 more changes in the filing

MD&A 295 changes

3 unchanged paragraphs

We believe our robust infrastructure and cutting-edge technology keep our customers connected and help drive progress in education, business and everyday life. We believe the services we provide are critical to the development of new businesses and drive economic growth in the non-metropolitan, secondary and tertiary markets that we serve in 24 Western, Midwestern and Southern states as of June September 30, 2026. Approximately 76% 75% of our customers were located in seven states: Arizona, Idaho, Mississippi, Missouri, Oklahoma, South Carolina and Texas, as of September 30, 2026. We provided services to approximately 1.0 million residential and business customers out of approximately 2.8 million passings as of June September 30, 2026. Of these customers, approximately 968,000 960,000 subscribed to data services, 78,000 71,000 subscribed to video services and 87,000 84,000 subscribed to voice services.

We generate substantially all of our revenues through three primary product lines. Ranked by share of our total revenues through the first six nine months of 2026, they are residential data (60.7%), (61.0%), business data (15.7%) (15.8%) and residential video (11.3%). (11.1%). The profit margins, growth rates and/or capital intensity of these three primary product lines vary significantly due to competition, product maturity and relative costs.

2 unchanged paragraphs

• Residential data . We focus on growing residential data customers and revenues and expect this product line to grow over the long-term, supplemented by growth in related services, such as intelligent Wi-Fi, technology support and network security solutions. In recent periods, we have experienced subscriber losses as a result of increased competition in our markets but believe the upgrades made in our broadband capacity, our ability to offer higher access speeds than many of our competitors, the reliability and flexibility of our data service offerings, our Wi-Fi offerings and continuously growing data usage by consumers and their demand for higher speeds will enable us to continue to earn a consistent average monthly revenue per unit ("ARPU") from our existing customers over the long-term and potentially capture additional market share. Our broadband plant generally consists of a fiber-to-the-premises ("fiber") or hybrid fiber-coaxial ("HFC") network with ample unused capacity, and we offer our data customers internet products at some of the fastest speeds available in our markets. We believe that the capacity and reliability of our networks is are equal to or exceeds exceed that of our competitors in most of our markets and best positions position us to meet the continuously increasing consumption demands of customers.

3 unchanged paragraphs

We continue to experience increased competition, particularly from telephone companies; fiber, municipal and cooperative overbuilders; fixed wireless data providers; and over-the-top video providers. Because of the levels of competition we face, we believe it is important to make investments in our infrastructure. In addition, a key objective of our capital allocation process is to invest in initiatives designed to drive revenue and Adjusted EBITDA expansion. We continue to invest capital to, among other things, increase fiber density and coverage, expand our footprint, increase plant and data capacity, enhance network reliability and improve the customer experience. We have rolled out multi-Gigabit download data service to over half of our markets and currently offer Gigabit download data service to all of our passings. We are currently deploying DOCSIS 4.0 capabilities, which, together with Sparklight TV, further increases increase our network capacity and enables enable future growth in our residential data and business data product lines. As a result of multi-year investments in our plant and network, we increased broadband capacity and reliability, which has enabled and will continue to enable us to offer even higher download speeds and to support the continually increasing data usage by customers. We believe these investments will reinforce our competitive strength in this area.

6 unchanged paragraphs

Three Months Ended June September 30,

1 unchanged paragraph

Revenues $ 348,926 $ 381,072 $ (32,146) (8.4) %

Revenues $ 332,153 $ 376,012 $ (43,859) (11.7) %

1 unchanged paragraph

Cash flows from operating activities $ 120,857 $ 144,942 $ (24,085) (16.6) %

Cash flows from investing activities $ (77,530) $ (74,037) $ (3,493) 4.7 %

Cash flows from financing activities $ (42,737) $ (67,117) $ 24,380 (36.3) %

Capital expenditures $ 74,002 $ 68,374 $ 5,628 8.2 %

Six Months Ended June 30,

Income (loss) from operations (1)

Net income (loss) (1)

Cash flows from operating activities $ 92,637 $ 156,519 $ (63,882) (40.8) %

Cash flows from investing activities $ (71,321) $ 52,116 $ (123,437) (236.9) %

Cash flows from financing activities $ 487,244 $ (194,862) $ 682,106 NM

Capital expenditures $ 77,912 $ 71,765 $ 6,147 8.6 %

Nine Months Ended September 30,

1 unchanged paragraph

Revenues $ 701,883 $ 761,673 $ (59,790) (7.8) %

Cash flows from operating activities $ 239,077 $ 261,274 $ (22,197) (8.5) %

Cash flows from investing activities $ (101,435) $ (130,593) $ 29,158 (22.3) %

Cash flows from financing activities $ (124,220) $ (131,436) $ 7,216 (5.5) %

Capital expenditures $ 142,426 $ 139,504 $ 2,922 2.1 %

Revenues $ 1,034,037 $ 1,137,684 $ (103,647) (9.1) %

Total costs and expenses (1) (3)

Loss from operations (1) (3)

Cash flows from operating activities $ 331,714 $ 417,793 $ (86,079) (20.6) %

Cash flows from investing activities $ (172,756) $ (78,477) $ (94,279) 120.1 %

Cash flows from financing activities $ 363,024 $ (326,298) $ 689,322 (211.3) %

Capital expenditures $ 220,338 $ 211,269 $ 9,069 4.3 %

NM = Not meaningful.

(1) Amounts Amount for the three and six months ended June September 30, 2026 reflect $597.7 includes $412.1 million of non-cash asset impairment charges. Refer to the section entitled " Critical Accounting Policies and Estimates — Impairment Assessments " for further information. Amounts for the three and six months ended June 30, 2025 reflect $586.0 million of non-cash asset impairment charges.

(2) Adjusted EBITDA is a non-GAAP measure. Refer to " Use of Adjusted EBITDA " below for a definition of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net income (loss), the most directly comparable GAAP financial measure.

(3) Amounts for the nine months ended September 30, 2026 and 2025 include $1.01 billion and $586.0 million of non-cash asset impairment charges. Refer to the section entitled " Critical Accounting Policies and Estimates — Impairment Assessments " for further information.

2 unchanged paragraphs

As of June September 30, Annual Net Gain (Loss)

2 unchanged paragraphs

Residential video PSUs 73.5 96.2 (22.8) (23.7) %

Residential voice PSUs 50.7 62.1 (11.4) (18.4) %

Total residential PSUs 994.2 1,090.4 (96.2) (8.8) %

Business data PSUs 98.2 99.3 (1.1) (1.1) %

Business video PSUs 4.1 6.1 (1.9) (31.9) %

Business voice PSUs 36.7 37.3 (0.6) (1.7) %

Total business services PSUs 139.0 142.7 (3.7) (2.6) %

Total data PSUs 968.2 1,031.3 (63.1) (6.1) %

Total video PSUs 77.6 102.3 (24.7) (24.2) %

Total voice PSUs 87.4 99.4 (12.1) (12.1) %

Total PSUs 1,133.2 1,233.0 (99.8) (8.1) %

Residential customer relationships 887.4 955.8 (68.4) (7.2) %

Total customer relationships 993.3 1,060.5 (67.1) (6.3) %

Residential video PSUs 68.1 89.6 (21.5) (24.0) %

Residential voice PSUs 48.0 58.4 (10.4) (17.8) %

Total residential PSUs 978.6 1,058.4 (79.9) (7.5) %

Business data PSUs 97.8 99.6 (1.9) (1.9) %

Business video PSUs 3.3 5.3 (2.0) (37.4) %

Business voice PSUs 36.1 38.4 (2.4) (6.1) %

Total business services PSUs 137.2 143.4 (6.2) (4.3) %

Total data PSUs 960.3 1,010.1 (49.8) (4.9) %

Total video PSUs 71.4 94.9 (23.5) (24.7) %

Total voice PSUs 84.1 96.8 (12.8) (13.2) %

Total PSUs 1,115.8 1,201.8 (86.1) (7.2) %

Residential customer relationships 876.7 934.2 (57.5) (6.2) %

Business customer relationships 105.9 104.7 1.3 1.2 105.0 108.1 (3.1) (2.8) %

Total customer relationships 981.7 1,042.3 (60.6) (5.8) %

(1) Passings as of June September 30, 2026 reflect certain refinements to the service provider's counting methodology during the first quarter of 2026.

8 unchanged paragraphs

Comparison of Three Months Ended June September 30, 2026 to Three Months Ended June September 30, 2025

Revenues by service offering for the three months ended June September 30, 2026 and 2025, together with the percentages of total revenues that each item represented for the periods presented, were as follows (dollars in thousands):

Three Months Ended June September 30,

1 unchanged paragraph

Residential data $ 212,604 60.9 % $ 229,336 60.2 % $ (16,732) (7.3) %

Residential video 38,487 11.0 % 48,158 12.6 % (9,671) (20.1) %

Residential voice 6,266 1.8 % 6,733 1.8 % (467) (6.9) %

Business data 53,597 15.4 % 57,385 15.1 % (3,788) (6.6) %

Business other 14,199 4.1 % 16,515 4.3 % (2,316) (14.0) %

Other 23,773 6.8 % 22,945 6.0 % 828 3.6 %

Total revenues $ 348,926 100.0 % $ 381,072 100.0 % $ (32,146) (8.4) %

Residential data $ 204,075 61.4 % $ 227,599 60.5 % $ (23,524) (10.3) %

Residential video 35,659 10.7 % 44,971 12.0 % (9,312) (20.7) %

Residential voice 5,912 1.8 % 6,692 1.8 % (780) (11.7) %

Business data 53,626 16.1 % 57,486 15.3 % (3,860) (6.7) %

Business other 13,290 4.0 % 15,117 4.0 % (1,827) (12.1) %

Other 19,591 5.9 % 24,147 6.4 % (4,556) (18.9) %

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

2 unchanged paragraphs

2 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

2 unchanged paragraphs

1 unchanged paragraph

2 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

2 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

3 unchanged paragraphs

3 unchanged paragraphs

1 unchanged paragraph

2 unchanged paragraphs

1 unchanged paragraph

3 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

2 unchanged paragraphs

2 unchanged paragraphs

7 unchanged paragraphs

7 unchanged paragraphs

1 unchanged paragraph

and 215 more changes in the filing

Market risk 1 change

1 unchanged paragraph

The 2026 Notes matured on March 15, 2026 and were repaid using proceeds from borrowings under the Revolving Credit Facility, which matures in February 2028. As of June September 30, 2026, we had $502.6 million and $345.0 million aggregate principal amount of the Senior Notes and 2028 Notes, respectively, outstanding. The Senior Notes and 2028 Notes are based on fixed rates and changes in interest rates could impact the fair market value of such notes. As of June September 30, 2026, the fair market values of the Senior Notes and 2028 Notes were $270.2 $121.9 million and $224.3 $101.8 million, respectively.

Controls and procedures 2 changes

2 unchanged paragraphs

Under the supervision and with the participation of the Company's management, including the Company's CEO and CFO, the Company carried out an evaluation as of June September 30, 2026 of the effectiveness of the design and operation of the Company's disclosure controls and procedures pursuant to Exchange Act Rules 13a-15(b) and 15d-15(b). Based upon this evaluation, the Company's CEO and CFO concluded that the Company's disclosure controls and procedures were effective as of June September 30, 2026.

1 unchanged paragraph

There has been no change in the Company's internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended June September 30, 2026 that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

Legal proceedings 3 changes

In January 2026, certain other investors in MBI exercised the Put Option and the Company entered into a purchase agreement, pursuant to which, upon the terms and subject to the conditions set forth therein, the Company would acquire the remaining approximately 55% equity interests in MBI that it does not already own.

As of September 30, 2026, the terms of the Put Option contemplated that the transaction would close on or before October 1, 2026. On October 1, 2026, the Company and certain affiliates of GTCR LLC agreed to extend the previously anticipated October 1, 2026 closing date of the MBI Acquisition to October 9, 2026. On October 9, 2026, the United States District Court for the Southern District of New York entered a temporary restraining order that temporarily prohibits the Company from consummating the MBI Acquisition. The action was commenced by CoBank, ACB, a lender under the Company's existing credit agreement. The complaint alleges that the Company's payment of the purchase price for the MBI Acquisition would constitute a constructive fraudulent transfer. CoBank is seeking, among other things, an injunction prohibiting the Company from closing the MBI Acquisition. On October 13, 2026, the Company responded to, and simultaneously moved to dissolve, the TRO on the basis that CoBank failed to establish a basis for injunctive relief. A hearing on that motion and on the TRO is currently scheduled for November 13, 2026.

Although the outcome of this proceeding cannot be predicted and the impact of the final resolution of this proceeding on the Company's results of operations in any particular subsequent reporting period is not known, at this time, management does not believe that the claims made by CoBank will have a material adverse effect on the operations or financial position of the Company or the ability of the Company to meet its financial obligations as they become due. However, litigation is subject to inherent uncertainties, and there can be no assurance regarding the timing or ultimate outcome of this proceeding, which may differ from management's current expectations. On November 2, 2026, the Company received a letter from MBI and GTCR Fund XII/B LP, Mega Broadband Splitter LP, and GTCR Co-Invest XII LP (collectively, the "GTCR Investors") alleging that the Company and Major Merger Sub LLC ("Merger Sub") breached their obligations under: (i) the Third Amended and Restated Limited Liability Company Agreement dated as of December 20, 2024 by and among MBI and the Unitholders; and (ii) the Purchase Agreement dated as of January 3, 2026, by and among the Company, Merger Sub, MBI, Mega Broadband Blocker, LLC, GTCR Fund XII/C LP, and GTCR Fund XII/B LP (collectively, the "Agreements"). Specifically, MBI and the GTCR Investors allege that the Company and Merger Sub failed to use their reasonable best efforts to contest and resist the CoBank Action, and to have the related TRO vacated or lifted as promptly as practicable. MBI and the GTCR Investors have indicated that they may seek to intervene in the CoBank Action as soon as November 6, 2026. The Company believes that these claims are without merit and is prepared to vigorously dispute such claims to the extent litigation arises.

Risk factors 48 changes

There have been no material changes to the risk factors previously disclosed in the 2025 Form 10-K.

Our Annual Report on Form 10-K for the year ended December 31, 2025 includes " Risk Factors " under Item 1A of Part 1. Other than outlined below, there have been no material changes to the risk factors set forth therein.

We may not realize any benefits from the MBI Acquisition, and MBI's substantial indebtedness maturing in November 2027, and risks relating to our intention to hold MBI separate from the balance of our operations following any closing of the MBI Acquisition, could adversely affect MBI's business, financial condition and results of operations and our consolidated financial condition and results of operations.

If the TRO is dissolved and the MBI Acquisition is consummated, we may not realize any financial, operational or strategic benefits from the MBI Acquisition. The costs, indebtedness and other financial obligations (including tax liabilities) associated with the MBI Acquisition are substantial and may outweigh any benefits potentially available from full ownership of MBI. Even if MBI is able to refinance or restructure its indebtedness, the resulting debt service requirements, restrictions on its operations and other financial obligations on MBI may substantially diminish, if not eliminate altogether, any economic benefits that we might otherwise realize from the MBI Acquisition.

As of September 30, 2026, the additional equity interests of MBI to be acquired as part of the MBI Acquisition are of uncertain value in light of MBI's recent financial performance, valuation multiples of comparable businesses and MBI's outstanding indebtedness. If MBI's term loans are not refinanced or restructured prior to its November 12, 2027 maturity date, MBI may be required to file for bankruptcy. We cannot assure you that MBI will be able to refinance or restructure its indebtedness on satisfactory terms or at all. Any developments regarding MBI's indebtedness could materially adversely affect MBI's business, financial condition and results of operations and, following consummation of the MBI Acquisition, adversely affect our consolidated financial condition and results of operations.

If the MBI Acquisition is consummated, the Company intends to hold MBI separate from the balance of its operations to preserve flexibility and mitigate adverse impacts to the Company in the event MBI's term loans are unable to be refinanced or restructured prior to the November 12, 2027 maturity date. Although MBI is expected to continue operating as a separate business, there can be no assurance that maintaining MBI's operations, financing arrangements and assets separately from our existing business will be sufficient to insulate either business from adverse financial developments affecting the other. Measures intended to maintain such separation could restrict our ability to access or transfer cash and other assets between MBI and us and our existing subsidiaries, provide financial support to MBI or otherwise deploy resources across our consolidated business. Such measures will also limit our ability to achieve operating efficiencies, economies of scale or other benefits that might otherwise be available through the integration of MBI with our existing business. Further, in the event of an MBI bankruptcy or other restructuring there can be no assurance that any measures intended to maintain MBI's separateness would prevent adverse consequences for our existing business or protect our assets from claims asserted by MBI's creditors or other third parties.

The pending litigation relating to the MBI Acquisition and any similar proceedings could result in significant costs, delay or prevent the consummation of the MBI Acquisition and adversely affect our business, financial condition and results of operations.

In addition to the CoBank Action and the resulting TRO and the November 2, 2026 letter from MBI and the GTCR investors, we have received written correspondence from counsel to a group of the Company's creditors threatening to assert claims substantially similar to those alleged by CoBank. There can be no assurance that the CoBank action or any other litigation or legal proceedings raising similar or additional claims will be resolved in our favor. In addition, even if the TRO is dissolved, CoBank (or our other creditors) may pursue litigation against us if the MBI Acquisition is consummated. An adverse outcome in any such proceedings could result in additional injunctive relief, damages, significant legal expenses, further delay or prevent consummation of the MBI Acquisition and the contemplated financing transactions, or otherwise impair our ability to refinance our existing indebtedness. Any of these developments could materially adversely affect our financial condition and results of operations.

We have incurred substantial indebtedness and the degree to which we are now leveraged, together with the substantial indebtedness of MBI, may have a material adverse effect on our business, financial condition or results of operations and cash flows.

We currently have a substantial amount of indebtedness, including significant debt obligations scheduled to mature at various times in 2028, which could limit our ability to obtain additional financing for working capital, capital expenditures, acquisitions, strategic investments, the MBI Acquisition, debt service requirements or other purposes. Our substantial indebtedness also increases our vulnerability to adverse economic, market and industry conditions, limits our flexibility in planning for, or reacting to, changes in our business operations or to our industry overall, and places us at a disadvantage in relation to our competitors that have lower debt levels. If the MBI Acquisition is consummated, MBI's significant indebtedness maturing on November 12, 2027 will increase our total consolidated indebtedness and could increase the risks described above.

Our ability to make payments on and to refinance our indebtedness as well as any future debt that we may incur, will depend on our ability to generate cash in the future from operations, financings or asset sales. Our ability to generate cash is subject to general economic, financial, competitive, legislative, regulatory and other factors, most of which are beyond our control. We have been and continue to be engaged in discussions to raise capital and address certain of our future debt maturities and the purchase price for the MBI Acquisition. However, we make no assurances that we will be able to consummate any financing transactions. If we become obligated to close the MBI Acquisition and are unable to address our forthcoming debt maturities, it is possible that we will not consummate the MBI Acquisition, which could result in a claim of breach under the purchase agreement for the MBI Acquisition and MBI's limited liability company agreement. In that event, we could become subject to claims by other members of MBI seeking monetary damages and/or specific performance of our obligations under the purchase agreement for the MBI Acquisition, which could have a material adverse effect on our business, financial condition, results of operations and cash flows.

If we are unable to complete the contemplated financing transactions or to generate sufficient cash flow in the future to meet our commitments, we may be required to augment our business plans to prioritize initiatives designed to meet our near term commitments rather than grow our business, including selling assets or operations that we would not otherwise seek to sell and/or curtail our capital expenditures and forgo potentially attractive growth opportunities. We cannot assure you that any such initiatives could be implemented on a timely basis or on satisfactory terms, or that they would enable us to satisfy our debt obligations and other capital requirements. Moreover, our existing debt agreements contain, and our future debt agreements will contain, restrictive covenants that may limit our ability to pursue our business objectives. Any failure to comply with these covenants or repay our indebtedness when due could result in an event of default and, if not cured or waived, the acceleration of our outstanding indebtedness and the exercise of remedies by our creditors.

The terms of our indebtedness restrict our current and future operations, particularly our ability to incur debt that we may need to fund initiatives in response to changes in our business, the industries in which we operate, the economy and governmental regulations, and could limit our ability to refinance our existing indebtedness.

The terms of our indebtedness include a number of restrictive covenants that impose significant operating and financial restrictions on us and limit our ability to engage in actions that may be in our long-term best interests and the terms of any new indebtedness we may incur are anticipated to include restrictive covenants that will be even more restrictive than the restrictive covenants in our existing debt agreements. These restrictions could impair our ability to address our upcoming debt maturities by limiting the amount and terms of the indebtedness we may incur. Following the MBI Acquisition, MBI's debt agreements will also impose restrictions on its operations and financial flexibility, which may limit our ability to manage the financial obligations of MBI. These covenants may restrict our ability to take some or all of the following actions:

• incur or guarantee additional indebtedness or sell disqualified or preferred stock;

• pay dividends on, make distributions in respect of, repurchase or redeem, capital stock;

• make acquisitions or investments;

• sell, transfer or otherwise dispose of certain assets;

• create or allow to exist liens;

• enter into sale/leaseback transactions;

• enter into agreements restricting the ability to pay dividends or make other intercompany transfers;

• consolidate, merge, sell or otherwise dispose of all or substantially all of our or our subsidiaries' assets;

• enter into transactions with affiliates;

• prepay, repurchase or redeem certain kinds of indebtedness;

• issue or sell stock of our subsidiaries; and/or

• significantly change the nature of our business.

As a result of all of these restrictions, we may be:

• limited in how we conduct our business and pursue our strategy;

• unable to raise additional debt financing to operate during general economic or business downturns; and/or

• unable to compete effectively or to take advantage of new business opportunities, including acquisitions and strategic investments.

A breach of any of these covenants, if applicable, could result in an event of default under the terms of our indebtedness. We may be required to seek amendments or waivers of certain covenants in connection with our efforts to refinance or restructure our indebtedness, and there can be no assurance that those amendments or waivers will be available on acceptable terms or at all. If an event of default occurs under any of our debt agreements, the applicable lenders or bondholders would have the right to accelerate the repayment of such debt and the event of default or acceleration may result in the acceleration of the repayment of our debt to which a cross-default or cross-acceleration provision applies. Following the MBI Acquisition, a failure by MBI to comply with its debt covenants or repay its indebtedness when due could similarly result in an event of default under its debt agreements and the acceleration of its indebtedness. Any such default or acceleration could adversely affect MBI's operations and its and our consolidated financial condition. Furthermore, we have pledged our assets as collateral for our repayment obligations under a portion of our indebtedness. If we were unable to repay any amount of this indebtedness when due and payable, the lenders of this indebtedness could proceed against the collateral that secures this indebtedness. Similarly, lenders under MBI's secured debt agreements could exercise remedies against the assets securing MBI's indebtedness if MBI defaults on its obligations. In the event our creditors accelerate the repayment of our borrowings, we may not have sufficient assets to repay such indebtedness and our financial condition will be materially negatively affected.

Our common stock could be delisted from the New York Stock Exchange, which could negatively affect the price and liquidity of our common stock and trigger a "fundamental change" under the indenture governing our convertible notes.

Our common stock is listed on the New York Stock Exchange (the "NYSE"), and in order to remain listed we are required to satisfy the NYSE's continued listing standards, including requirements regarding a minimum average closing share price and minimum average global market capitalization (or, in certain instances, a minimum average global market capitalization and minimum stockholders' equity). If our average global market capitalization is less than $50 million over a consecutive 30 trading-day period and, at the same time, our stockholders' equity is less than $50 million, our common stock could be subject to delisting under Section 802.01B of the NYSE Listed Company Manual, if compliance is not regained during the applicable cure period available in certain situations under the NYSE's rules. In addition, our common stock would be promptly delisted from NYSE if our average global market capitalization falls below $15 million over a consecutive 30 trading-day period, without any opportunity to cure.

As of September 30, 2026, our stockholders' equity was less than $50 million, and as of the date of this Quarterly Report our average global market capitalization is less than $50 million over a consecutive 30 trading-day period. Therefore, as of the date this Quarterly Report was filed, we are not in compliance with the continued listing standards under Section 802.01B of the NYSE Listed Company Manual.

We intend to submit to the NYSE a plan to regain compliance with the listing standard described above during the applicable cure period, but we cannot assure you that our plan will be accepted by the NYSE or, if it is accepted, that we will regain compliance within the applicable cure period, or that we will continue to meet the NYSE's other continued listing standards. If our plan to regain compliance with the listing standard described above is not accepted, or is not timely submitted, the NYSE will initiate delisting procedures on our common stock. If our plan to regain compliance is accepted by the NYSE and we fail to comply with the plan as of any applicable compliance date, our common stock could be delisted. If our common stock is delisted by the NYSE, our common stock may be eligible to trade on an over-the-counter quotation system, such as the pink sheets or OTCQB market, where an investor may find it more difficult to sell our common stock or obtain accurate quotations as to the market value of our common stock. We cannot assure you that our common stock, if delisted from the NYSE, would be eligible to be listed on another national securities exchange or quoted on an over-the-counter quotation system.

A delisting could, among other things:

• make trading our common stock more difficult for investors, potentially leading to a decline in our share price and reduction of the trading volume and liquidity of our common stock;

• make it harder for stockholders to get a quote for the sale or purchase of our common stock;

• reduce the number of investors willing to hold or buy our common stock, including institutional investors whose investment guidelines restrict holdings of unlisted securities;

• reduce coverage by securities analysts and news media;

• trigger a "fundamental change" repurchase obligation under the indenture governing our convertible notes;

• make it harder for us to raise additional capital on acceptable terms, or at all;

• affect the acceptance of our common stock as currency or the value it is assigned by other parties; and

• harm our reputation with employees, customers, suppliers and business partners.

If a "fundamental change" is triggered under the indenture governing our convertible notes, the holders of the convertible notes will have the right, at their option, to require us to repurchase for cash their convertible notes at a repurchase price equal to 100% of the principal amount of the convertible notes to be repurchased, plus accrued and unpaid interest. If a "fundamental change" is triggered, we expect the holders of our convertible notes to require us to repurchase their convertible notes on these terms, based on the significant disparity between the par repurchase price upon a "fundamental change" and the recent trading price of the convertible notes. If that occurs, we may be unable to satisfy the repurchase obligation which would result in an event of default under the convertible notes indenture. Any event of default that occurs under our convertible notes indentures would also give rise to a cross-default under our credit agreement and, in certain instances, under our other debt agreements.

Any delisting of our common stock and the consequences thereof would have a material adverse effect on our business, financial condition and results of operations.

If we are unable to consummate a financing transaction and address near-term debt maturities on acceptable terms or at all, or if a default occurs under our debt instruments that we are unable to timely cure, it may become necessary for us to seek relief under Chapter 11 of the U.S. Bankruptcy Code.

If we are unable to consummate a financing transaction and address near-term debt maturities on acceptable terms or at all, or if a default occurs under our debt instruments that we are unable to timely cure, it may become necessary for us to seek relief under Chapter 11 of the U.S. Bankruptcy Code. Refer to " Management's Discussion and Analysis of Financial Condition and Results of Operations – Financial Condition: Liquidity and Capital Resources – Liquidity " in this Quarterly Report on Form 10-Q. If we seek relief under Chapter 11 of the U.S. Bankruptcy Code it would result in a variety of material adverse effects on our business, financial condition and results of operations and the trading of our common stock.

Unregistered sales of stock 5 changes

Certain information relating to common stock repurchases by the Company and any affiliated purchasers within the meaning of Rule 10b-18(a)(3) under the Exchange Act during the three months ended June September 30, 2026 were was as follows (dollars in thousands, except per share data):

3 unchanged paragraphs

May July 1, 2026 to May July 31, 2026 — $ — — $ 143,104

April August 1, 2026 to April 30, August 31, 2026 — $ — — $ 143,104

June September 1, 2026 to June September 30, 2026 — $ — — $ 143,104

(1) On May 20, 2022, the Company's Board authorized up to $450.0 million of share repurchases (with no cap as to the number of shares of common stock) under the Share Repurchase Program, which was announced on May 23, 2022. The authorization does not have an expiration date. The Company had $143.1 million of remaining share repurchase authorization under the Share Repurchase Program as of June September 30, 2026. Additional purchases under the Share Repurchase Program may be made from time to time on the open market and in privately negotiated transactions and the Company may opportunistically and prudently consider buying back shares under its remaining share repurchase authorization. The size and timing of any additional purchases are based on a number of factors, including share price, trading levels and business and market conditions.

Other information 1 change

1 unchanged paragraph

During the three months ended June September 30, 2026, none of our directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act or any "non-Rule 10b5-1 trading arrangement" (as defined in Item 408(c) of Regulation S-K).

Exhibits 10 changes

10.1 C able One, Inc. 2026 Omnibus Incentive Compensation Plan ( i ncorporated herein by reference to Annex B of the Definitive Proxy Statement on Form DEF 14A of Cable One, Inc. filed on April 7, 2026 ). +

10.2 Form of Non-Employee Director Restricted Stock Unit Award Ag reement for annual equity grants beginning in 2026 . * +

10.3 Form of Non-Employee Director Restricted Stock Unit Award Agreement for grants in lieu of annual cash fees beginning in 2026 .*+

10.4 Kenneth E. Johns on Transition Agreement and General Release of C laims dated April 20, 2026 ( incorp orated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K/A of Cable One, Inc. filed on April 23, 2026).+

10.5 E xchange Offer Notice, 10.1 Heather McCallion O ffer L etter dated as of June July 22, 2026 relating to the MBI Term Loan Exchange Offer (incorporated herein by reference to Exhibit 99.1 Exh ibit 10.1 to the Current Report on Form 8-K of Cable One, Inc. filed on June 22, August 14, 2026).+

9 unchanged paragraphs

104 The cover page of this Quarterly Report on Form 10-Q for the quarter ended June September 30, 2026, formatted in Inline XBRL (included within the Exhibit 101 attachments).

6 unchanged paragraphs

Date: August 6, 2026

Date: November 5, 2026

3 unchanged paragraphs

Date: August 6, 2026

Date: November 5, 2026

Unchanged: Notes to the financial statements, Defaults on senior securities, Mine safety disclosures

Compared by code from the two filings' text and XBRL. Not advice.

Similar companies

Companies of similar size in SIC 4841 and related industry codes: the same peer list as the financial tables.

Data on this page was fetched . The filing on SEC.gov is the record.