| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | TMUS | Common Stock | Exercise of in-the-money or at-the-money derivative security | $670M | +6.73M | +1.01% | $99.51 | 672M | Jun 7, 2024 | Direct | F1, F2 |
| transaction | TMUS | Common Stock | Sale | -$6.79M | -37.7K | -0.01% | $179.91 | 672M | Jun 10, 2024 | Direct | F3, F4 |
| transaction | TMUS | Common Stock | Sale | -$28.9M | -160K | -0.02% | $180.78 | 672M | Jun 10, 2024 | Direct | F3, F5 |
| transaction | TMUS | Common Stock | Sale | -$5.42M | -29.8K | 0% | $181.66 | 672M | Jun 10, 2024 | Direct | F3, F6 |
| transaction | TMUS | Common Stock | Sale | -$15.9M | -89.4K | -0.01% | $178.43 | 672M | Jun 11, 2024 | Direct | F3, F7 |
| transaction | TMUS | Common Stock | Sale | -$24.2M | -134K | -0.02% | $179.60 | 672M | Jun 11, 2024 | Direct | F3, F8 |
| transaction | TMUS | Common Stock | Sale | -$673K | -3.73K | 0% | $180.55 | 672M | Jun 11, 2024 | Direct | F3, F9 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | TMUS | Call Option (Right to Buy) | Exercise of in-the-money or at-the-money derivative security | -$670M | -6.73M | -19.24% | $99.51 | 28.2M | Jun 7, 2024 | Common Stock | 6.73M | Direct | F1, F2 |
Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.
Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
| Id | Content |
|---|---|
| F1 | Deutsche Telekom AG ("DT") exercised its right to acquire 6,728,701 shares of Common Stock from Delaware Project 6 L.L.C. ("Project 6") for cash pursuant to the replacement fixed price call option dated April 13, 2022 (the "Replacement SB-Newco Call Option" and the exercised options thereunder the "Exercised Fixed Options"). |
| F2 | In accordance with the terms of the Replacement SB-Newco Call Option, the per share exercise price of the Exercised Fixed Options was $99.505. |
| F3 | The sales reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted on November 29, 2023. |
| F4 | The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $179.30 to $180.29 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| F5 | The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $180.30 to $181.29 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| F6 | The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $181.30 to $182.29 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| F7 | The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $178.09 to $179.07 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| F8 | The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $179.17 to $180.13 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| F9 | The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $180.37 to $180.71 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
Solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder ("Section 16"), each Reporting Person may be deemed to be a director-by-deputization by virtue of the fact that each of Timotheus Hottges, Chief Executive Officer of DT, Dr. Christian P. Illek, Board Member for Finance of DT, Raphael Kubler, Senior Vice President of the Corporate Operating Office of DT and Managing Director of Deutsche Telekom Holding B.V., Thorsten Langheim, Board Member for USA and Group Development of DT, Dominique Leroy, Board Member for Europe of DT, Andre Almeida, Senior Vice President Investment Management & Tribe Lead US of DT, and Srinivasan Gopalan, Board Member for Germany of DT, serve on the board of directors of the Issuer. Each of T-Mobile Global Zwischenholding GmbH, T-Mobile Global Holding GmbH and Deutsche Telekom Holding B.V. are wholly-owned subsidiaries of DT. Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Deutsche Telekom disclaims beneficial ownership in any Common Stock held by Project 6 or Delaware Project 9 L.L.C. if such Common Stock is not subject to the Proxy Agreement.