Form 4: Deutsche Telekom affiliates dispose of TMUS stock under pre-set plan

Rhea-AI Filing Summary

Deutsche Telekom and certain wholly owned subsidiaries reported sales of 128,852 shares of T-Mobile US, Inc. common stock on September 24-25, 2025. The transactions were dispositions executed under a 10b5-1 trading plan adopted June 12, 2025. Reported weighted-average prices by transaction line ranged from about $237.03 to $242.3241 per share, with footnotes providing specific price ranges for each block of sales. After the reported sales, the filing shows an aggregate beneficial ownership figure in the 634.3 million share range for the reporting parties. The filing is signed by an attorney-in-fact on behalf of the reporting persons on September 26, 2025.

Positive

• Transactions executed under a 10b5-1 trading plan adopted June 12, 2025, indicating pre-planned dispositions
• Detailed footnotes on weighted-average pricing and willingness to furnish per-trade pricing by request, enhancing disclosure transparency

Negative

• Reported dispositions totaling 128,852 shares on September 24-25, 2025 (reduces holdings, though small relative to reported stake)
• Filing reflects delegated signatory (attorney-in-fact) rather than direct signature by reporting persons

Insights

Financial Analyst

TL;DR: Large shareholder executed routine block sales under a pre-established 10b5-1 plan; sales are modest relative to total reported holdings.

The Form 4 discloses 128,852 shares sold across multiple transactions on September 24-25, 2025 at weighted-average prices between approximately $237 and $242 per share. The transactions were executed pursuant to a 10b5-1 trading plan adopted June 12, 2025, which indicates pre-planned disposals rather than opportunistic insider-driven timing. Reported post-transaction beneficial ownership remains in the mid-634 million share range for the reporting entities, so the absolute executed volume is immaterial relative to the large stake disclosed. From a market-impact perspective, these appear routine and not material to the issuer’s capitalization based on figures reported on this Form 4.

Corporate Governance Expert

TL;DR: Disclosure follows Section 16 mechanics and cites deputized directors and a 10b5-1 plan; filing includes required footnote detail on weighted-average pricing.

The filing includes the customary disclaimers about indirect ownership and deputization of directors by Deutsche Telekom executives and states that certain entities are wholly owned subsidiaries. It provides detailed footnotes for weighted-average prices and offers to furnish per-trade price breakdowns on request, which supports transparency. Signatures are provided by an attorney-in-fact dated September 26, 2025. The disclosure format and explanatory notes align with standard Section 16 compliance practices for planned insider sales.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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)
09/24/2025

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	09/24/2025		S(1)		27,107	D	$237.5579(2)	634,407,663	D
Common Stock	09/24/2025		S(1)		26,001	D	$238.322(3)	634,381,662	D
Common Stock	09/24/2025		S(1)		4,265	D	$239.4642(4)	634,377,397	D
Common Stock	09/24/2025		S(1)		3,485	D	$240.5735(5)	634,373,912	D
Common Stock	09/24/2025		S(1)		2,862	D	$241.4435(6)	634,371,050	D
Common Stock	09/24/2025		S(1)		706	D	$242.2143(7)	634,370,344	D
Common Stock	09/25/2025		S(1)		26,935	D	$237.8687(8)	634,343,409	D
Common Stock	09/25/2025		S(1)		9,115	D	$238.5216(9)	634,334,294	D
Common Stock	09/25/2025		S(1)		14,527	D	$239.766(10)	634,319,767	D
Common Stock	09/25/2025		S(1)		13,210	D	$240.574(11)	634,306,557	D
Common Stock	09/25/2025		S(1)		639	D	$241.6054(12)	634,305,918	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 $237.03 to $238.025 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 $238.03 to $239.02 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 $239.03 to $240.01 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 $240.035 to $241.0271 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 $241.0313 to $242.0265 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 $242.0437 to $242.3241 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 $237.26 to $238.24 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 $238.26 to $239.255 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 $239.28 to $240.2787 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 $240.28 to $241.2429 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.

12. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $241.3322 to $241.9912 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	09/26/2025
	/s/ Christoph Appel Attorney-in-fact	09/26/2025
	/s/ Christoph Appel Attorney-in-fact	09/26/2025
	/s/ Christoph Appel Attorney-in-fact	09/26/2025
	** 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.
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FAQ

What did Deutsche Telekom report on the Form 4 for T-Mobile US (TMUS)?

The filing reports sales of 128,852 shares of TMUS common stock by Deutsche Telekom and related entities on September 24-25, 2025.

Were the sales part of a pre-arranged trading plan?

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

What price range is reported for the sales?

The filing discloses weighted-average prices with footnote ranges across blocks from approximately $237.03 to $242.3241 per share.

What was the reporting persons' beneficial ownership after the transactions?

Post-transaction beneficial ownership reported on the Form 4 is in the range of 634,305,918 to 634,407,663 shares across the reported lines, with the final aggregate shown near 634.3 million shares.

Who signed the Form 4 and when?

The Form 4 was signed by Christoph Appel, attorney-in-fact, on September 26, 2025.

Do the reporting persons claim direct beneficial ownership of the sold shares?

Each reporting person disclaims beneficial ownership except to the extent of any pecuniary interest, per the filing disclaimers.