Key facts
- This page summarizes SOFTBANK GROUP CORP.'s Form 4 filing for T-Mobile US, Inc. (TMUS).
- 1 reported transaction and 1 derivative row are listed below.
- Accepted by SEC: 10 Sep 2021, 16:52.
SOFTBANK GROUP CORP. - 08 Sep 2021 Form 4 Insider Report for T-Mobile US, Inc. (TMUS)
- Reporting relationship
- Director
- Issuer ticker
- TMUS
- Reported as of
- 08 Sep 2021
- Net transaction value
- $0
- SEC form
- 4
- Accepted by SEC
- 10 Sep 2021, 16:52:57 UTC
- Prior SEC filing
- 03 Sep 2021
- Next SEC filing
- 27 Sep 2021
- Source filing
- View source filing
- Reporting owner signature
- /s/ Natsuko Ohga, Head of Corporate Legal Department of SOFTBANK GROUP CORP.
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
SOFTBANK GROUP CORP. filed Form 4 for T-Mobile US, Inc. (TMUS) on 10 Sep 2021.
Change
- Previous filing in this sequence was filed on 03 Sep 2021.
- Current net transaction value: $0.
Research use
- This tells you what this filing adds before you inspect full transaction and derivative tables.
- You can trace every row back to the original SEC filing document.
Evidence
Filed on Form 4
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
TMUS
transaction
Derivative
Forward sale contract (obligation to sell)
Other
- Transaction value
- Shares
- +17,935,000
- Change %
- Price
- Shares after
- 17,935,000
- Date
- 08 Sep 2021
- Ownership
- By: Delaware Project 6 L.L.C.
- Underlying class
- Common Stock
- Underlying amount
- 17,935,000
- Exercise price
- Footnotes
- F1, F2, F3, F4
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Explanation of responses 4 footnotes
Footnote F1
On September 8, 2021, Delaware Project 6 L.L.C. ("Project 6 LLC") entered into master confirmations under Rule 144 under the Securities Act of 1933, as amended, in respect of two variable prepaid forward sale contracts (the "Forward Contracts") with unaffiliated dealers covering up to a maximum of 17,935,000 shares of the Issuer's common stock (the "Subject Shares"). The Forward Contracts provide for cash settlement based on the average of the daily volume-weighted average trading prices of the Issuer's common stock over the 20 trading day period beginning on May 29, 2024 (the "Settlement Price"). Project 6 LLC has the option to elect to settle the Forward Contracts on a physical basis.
Footnote F2
In exchange for entering into the Forward Contracts and assuming the obligations thereunder, Project 6 will receive a cash payment of $1,809,096,276.00.
Footnote F3
The cash equivalent to the value of the Subject Shares to be delivered to the dealers on the Settlement Date is to be determined as follows: (a) if the Settlement Price is equal to or less than $116.388 per Share (the "Forward Floor Price"), Project 6 LLC will deliver to the dealers the cash equivalent value of the Subject Shares based on the Settlement Price; (b) if the Settlement Price is between the Forward Floor Price and $161.650 per Share (the "Forward Cap Price"), Project 6 LLC will deliver to the dealers the cash equivalent value of the Subject Shares based on the Settlement Price, multiplied by a fraction, (i) the numerator of which is the Forward Floor Price and (ii) the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Forward Cap Price,
Footnote F4
(Continued from footnote 3) Project 6 LLC will deliver to the dealers the cash equivalent value of the Subject Shares based on the Settlement Price multiplied by a fraction (i) the numerator of which is the sum of (x) the Forward Floor Price and (y) the Settlement Price minus the Forward Cap Price, and (ii) the denominator of which is the Settlement Price.
SEC remarks
Marcelo Claure, an executive officer of SoftBank Group Corp. is a member of the Board of Directors of the Issuer. As a result each of the Reporting Persons may be a director by deputization for Section 16 purposes. Mr. Claure disclaims beneficial ownership of the shares of common stock reported in this filing, except to the extent of his pecuniary interest therein.