Form 4: Deutsche Telekom and affiliates sell TMUS shares via 10b5-1 plan

Rhea-AI Filing Summary

Deutsche Telekom and affiliated entities reported multiple open-market sales of T-Mobile US (TMUS) common stock on September 15-16, 2025 under a 10b5-1 trading plan adopted June 12, 2025. The Form 4 lists a series of disposals in individual blocks (for example, 9,153; 34,474; 55,915 shares among others) at weighted-average prices shown per block ranging roughly from $236.17 to $244.20 per share. The filing identifies Deutsche Telekom AG and several wholly owned subsidiaries as reporting persons, each marked as a director and a >10% owner, and shows the reported number of shares beneficially owned following the transactions ending at 634,756,900 shares. Footnotes state the reported prices are weighted averages and that more granular price/quantity details will be provided on request.

Positive

• Sales executed under a 10b5-1 trading plan, indicating preplanned transactions (adopted June 12, 2025).
• Detailed weighted-average prices and footnotes provided with willingness to supply granular price/quantity details on request.
• Complete Section 16 disclosure naming Deutsche Telekom and subsidiaries and including required signatures.

Negative

• Material disposals occurred across 09/15/2025–09/16/2025, reducing the reported beneficial ownership to 634,756,900 shares.
• Large block sales by a >10% holder may be viewed as significant given the reporting persons' ownership status (disclosed as 10% owners).

Insights

Financial Analyst

TL;DR: Routine, preplanned sales by a >10% holder executed under a 10b5-1 plan; disclosure is complete and provides weighted-average prices.

The Form 4 documents scheduled disposals occurring 09/15/2025–09/16/2025 under a 10b5-1 program adopted 06/12/2025. Multiple non-derivative share blocks were sold at weighted-average prices disclosed in the footnotes, with per-block price ranges spanning approximately $236.17 to $244.20. The filing shows the reporting persons as Deutsche Telekom AG and several wholly owned subsidiaries, each identified as directors and 10% owners, and reports beneficial ownership after these sales at 634,756,900 shares. For investors, this is a transparent execution of a pre-existing plan rather than an unscheduled, ad-hoc sale.

Corporate Governance Expert

TL;DR: Proper Section 16 disclosure and 10b5-1 plan attribution; multiple affiliated filers and disclaimers are included.

The filing names multiple related entities (Deutsche Telekom AG, T-Mobile Global Holding GmbH, T-Mobile Global Zwischenholding GmbH, Deutsche Telekom Holding B.V.) as reporting persons and includes the customary disclaimers of beneficial ownership and descriptions of deputized directors. The report contains detailed footnotes specifying weighted-average pricing ranges and an offer to provide detailed price/quantity breakdowns on request, which aligns with robust disclosure practices. Signatures by an attorney-in-fact are present and dated 09/17/2025.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

DEUTSCHE TELEKOM AG

(Last) (First) (Middle)

FRIEDRICH-EBERT-ALLEE 140

(Street)

BONN 2M 53113

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
T-Mobile US, Inc. [ TMUS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/15/2025		S(1)		9,153	D	$239.1253(2)	634,876,599	D
Common Stock	09/15/2025		S(1)		34,474	D	$239.811(3)	634,842,151	D
Common Stock	09/15/2025		S(1)		2,029	D	$241.1213(4)	634,840,122	D
Common Stock	09/15/2025		S(1)		5,246	D	$241.9389(5)	634,834,876	D
Common Stock	09/15/2025		S(1)		8,730	D	$242.9189(6)	634,826,146	D
Common Stock	09/15/2025		S(1)		4,820	D	$243.7834(7)	634,821,326	D
Common Stock	09/16/2025		S(1)		4,501	D	$236.8763(8)	634,816,825	D
Common Stock	09/16/2025		S(1)		55,915	D	$237.6082(9)	634,760,910	D
Common Stock	09/16/2025		S(1)		1,665	D	$238.5889(10)	634,759,245	D
Common Stock	09/16/2025		S(1)		2,345	D	$239.5497(11)	634,756,900	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

DEUTSCHE TELEKOM AG

(Last) (First) (Middle)

FRIEDRICH-EBERT-ALLEE 140

(Street)

BONN 2M 53113

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

T-Mobile Global Holding GmbH

(Last) (First) (Middle)

LANDGRABENWEG 151

(Street)

BONN 2M 53227

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

T-Mobile Global Zwischenholding GmbH

(Last) (First) (Middle)

FRIEDRICH-EBERT-ALLEE 140

(Street)

BONN 2M 53113

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Deutsche Telekom Holding B.V.

(Last) (First) (Middle)

STATIONSPLEIN 8K

(Street)

MAASTRICHT P7 6221 BT

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. The transactions reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted on June 12, 2025.

2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $238.44 to $239.437 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.

3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $239.44 to $240.43 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.

4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $240.56 to $241.43 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.

5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $241.44 to $242.43 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.

6. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $242.45 to $243.4461 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.

7. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $243.45 to $244.20 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.

8. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $236.17 to $237.1678 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.

9. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $237.17 to $238.1677 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.

10. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $238.1779 to $239.1677 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.

11. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $239.17 to $240.1243 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.

Remarks:

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 Hoettges, 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, and Dominique Leroy, Board Member for Europe of DT, serve on the board of directors of the Issuer. In addition, 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 Project 9 if such Common Stock is not subject to the Proxy Agreement.

	/s/ Christoph Appel Attorney-in-fact	09/17/2025
	/s/ Christoph Appel Attorney-in-fact	09/17/2025
	/s/ Christoph Appel Attorney-in-fact	09/17/2025
	/s/ Christoph Appel Attorney-in-fact	09/17/2025
	** 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 4 (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.

FAQ

What did Deutsche Telekom report on Form 4 regarding TMUS (DTEGF)?

The Form 4 reports multiple disposals of T-Mobile US common stock on 09/15/2025–09/16/2025 executed under a 10b5-1 plan adopted 06/12/2025.

How many shares were reported as beneficially owned after the transactions?

The filing shows the number of shares beneficially owned following the reported transactions ending at 634,756,900 shares.

What price ranges were disclosed for the TMUS sales?

Footnotes disclose weighted-average prices and ranges by block, with prices across transactions reported roughly between $236.17 and $244.20 per share.

Who are the reporting persons named on the Form 4?

Reporting persons include Deutsche Telekom AG and affiliates: T-Mobile Global Holding GmbH, T-Mobile Global Zwischenholding GmbH, and Deutsche Telekom Holding B.V., each marked as a director and a 10% owner.

Were these sales part of a prearranged plan?

Yes. The filing states the transactions were effected pursuant to a 10b5-1 trading plan adopted on June 12, 2025.