Joseph R. Hanley - Feb 19, 2024 Form 4 Insider Report for TELEPHONE & DATA SYSTEMS INC /DE/ (TDS)

Role
SVP-Strategy & Corp Dev
Signature
Julie D. Mathews, by power of atty
Stock symbol
TDS
Transactions as of
Feb 19, 2024
Transactions value $
-$17,789
Form type
4
Date filed
2/21/2024, 08:20 PM
Previous filing
May 23, 2023
Next filing
May 21, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TDS Common Shares Award +3.66K +9.86% 40.8K Feb 19, 2024 Direct F1
transaction TDS Common Shares Tax liability -$17.8K -1.27K -3.11% $14.04 39.5K Feb 19, 2024 Direct F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TDS Performance Share Units Award $0 +37K $0.00 37K Feb 19, 2024 Common Shares 37K Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On May 19, 2021, the reporting person was granted financial-based performance share units that would be measured over a three year time period. The payout could be increased to 200% of target or reduced to 0% based on achievement of the key metrics. The performance share units have been accumulating quarterly dividend equivalents. Based on company performance over the three year period ending on December 31, 2023, the Compensation Human Resources Committee certified on February 19, 2024 that the reporting person was entitled to 40% of his target opportunity. The Performance Shares were certified and are now adjusted for performance and vested immediately on February 19, 2024. Each performance share unit represents the contingent right to receive one common share.
F2 Shares withheld to pay taxes
F3 The market was closed on February 19, 2024, therefore the previous trading day's close, February 16, 2024 was used to value the transaction.
F4 On May 17, 2023, the reporting person was granted financial-based performance share units based on the performance of three key metrics. The payout could be increased to 160% of target or reduced to 0% on achievement of the key metrics. Based on company performance at December 31, 2023, the Compensation Human Resources Committee certified on February 19, 2024 two of the three metrics at 84.4%. The Performance Shares representing the two metrics were certified and are now adjusted for performance and are time-based and will vest on May 17, 2026. The final metric is measured over a three year time period and will not be measured until December 31, 2025. The performance share units have been accumulating quarterly dividend equivalents. Each performance share unit represents the contingent right to receive one common share.