Cable One, Inc.

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.