SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Boone Christopher D

(Last)

(First)

(Middle)

C/O CABLE ONE, INC.

210 E. EARLL DRIVE

(Street)

PHOENIX

85012

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2021

3. Issuer Name and Ticker or Trading Symbol
Cable One, Inc. [ CABO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See Remarks

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.01	504⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Appreciation Rights	⁽²⁾	01/03/2027	Common Stock, par value $0.01	500	$619.66	D
Stock Appreciation Rights	⁽³⁾	01/03/2028	Common Stock, par value $0.01	500	$707.17	D
Stock Appreciation Rights	⁽⁴⁾	01/03/2029	Common Stock, par value $0.01	1,125	$811.96	D

Explanation of Responses:

1. Represents (i) 50 shares of restricted stock, which generally vests on April 2, 2021, (ii) 78 shares of restricted stock, which generally vest in four equal installments on each of the first four anniversaries of the date of grant, subject to the Reporting Person's continued employment through each such date, (iii) 194 shares of performance-based restricted stock (on January 3, 2018, the Reporting Person was granted performance-based restricted stock awards with respect to a target of 134 shares, and on February 28, 2019, the Compensation Committee certified the applicable performance goals were achieved with respect to 144.8% of the target level) and (iv) 182 shares of performance-based restricted stock (on January 3, 2019, the Reporting Person was granted performance-based restricted stock awards with respect to a target of 127 shares, and on March 6, 2020, the Compensation Committee certified the applicable performance goals were achieved with respect to 144.1% of the target level).

2. The stock appreciation rights (SARs) generally vest and become exercisable as to 25% of the number of underlying shares covered by the grant on each of the first four anniversaries of the date of the grant (January 3, 2017), subject to the Reporting Person's continued employment with Cable One, Inc. through each such date. Each SAR represents the right, upon exercise, to receive a number of shares of Common Stock equal in value to the amount, if any, by which the fair market value of Common Stock (as determined on the date of exercise) exceeds the exercise price.

3. The SARs generally vest and become exercisable as to 25% of the number of underlying shares covered by the grant on each of the first four anniversaries of the date of the grant (January 3, 2018), subject to the Reporting Person's continued employment with Cable One, Inc. through each such date. Each SAR represents the right, upon exercise, to receive a number of shares of Common Stock equal in value to the amount, if any, by which the fair market value of Common Stock (as determined on the date of exercise) exceeds the exercise price.

4. The SARs generally vest and become exercisable as to 25% of the number of underlying shares covered by the grant on each of the first four anniversaries of the date of the grant (January 3, 2019), subject to the Reporting Person's continued employment with Cable One, Inc. through each such date. Each SAR represents the right, upon exercise, to receive a number of shares of Common Stock equal in value to the amount, if any, by which the fair market value of Common Stock (as determined on the date of exercise) exceeds the exercise price.

Remarks:

The Reporting Person is the Senior Vice President, Business Services & Emerging Markets. Exhibit 24 - Power of Attorney

	/s/ Peter N. Witty for Christopher D. Boone	01/05/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.