Douglas W. Chambers - 03 Apr 2025 Form 4 Insider Report for UNITED STATES CELLULAR CORP (USM)

Role: EVP-CFO & Treasurer, Director
Signature: Julie D. Mathews, by power of atty
Issuer symbol: USM
Transactions as of: 03 Apr 2025
Net transactions value: -$1,636,369
Form type: 4
Filing time: 07 Apr 2025, 16:13:51 UTC
Previous filing: 06 Mar 2025
Next filing: 07 Aug 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	USM	Common Shares	Options Exercise		+11,522	+21%		65,285	03 Apr 2025	Direct	F1
transaction	USM	Common Shares	Tax liability	$340,321	-4,953	-7.6%	$68.71	60,332	03 Apr 2025	Direct	F2
transaction	USM	Common Shares	Options Exercise		+22,389	+37%		82,721	04 Apr 2025	Direct	F1, F3
transaction	USM	Common Shares	Tax liability	$678,523	-10,523	-13%	$64.48	72,198	04 Apr 2025	Direct	F2
transaction	USM	Common Shares	Options Exercise		+20,374	+28%		92,572	04 Apr 2025	Direct	F4
transaction	USM	Common Shares	Tax liability	$617,525	-9,577	-10%	$64.48	82,995	04 Apr 2025	Direct	F2

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	USM	Restricted Stock Units	Options Exercise		-11,522	-50%		11,522	03 Apr 2025	Common Shares	11,522		Direct	F1
transaction	USM	Restricted Stock Units	Options Exercise		-22,389	-100%		0	04 Apr 2025	Common Shares	22,389		Direct	F3
transaction	USM	Performance Share Units	Options Exercise		-20,374	-100%		0	04 Apr 2025	Common Shares	20,374		Direct	F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On April 3, 2023, reporting person was granted Restricted Stock Units (RSUs) under the United States Cellular Corporation Long-Term Incentive Plan. RSUs vest one-third each year on the first, second and third anniversaries of the grant date. This transaction represents settlement of the second vesting.
F2	Shares withheld to pay for taxes.
F3	On April 4, 2022, these restricted stock units were awarded under the United States Cellular Corporation Long-Term Incentive Plan. These restricted stock units vest on the third anniversary of the transaction date and are now vested.
F4	On April 4, 2022 reporting person was granted an award based on achievement of certain performance measures and, effective November 27, 2023, the award was adjusted by the Long-Term Incentive Compensation Committee (LTICC) to provide for a payout at no less than 75% of the target opportunity of such award. Based on company performance at December 31, 2024, the LTICC certified on February 19, 2025 that the reporting person was entitled to 91% of his target opportunity. Performance share units are now vested.