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  4. [Form 4] DEUTSCHE TELEKOM AG Insider Trading Activity

DT executes 10b5-1 sales of 128,852 T-Mobile shares near $230

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Deutsche Telekom and related entities reported multiple sales of T-Mobile US, Inc. (TMUS) common stock under a 10b5-1 plan adopted on 6/12/2025. Across 10/02/2025–10/03/2025 the reporting persons sold a total of 128,852 shares in several transactions at weighted-average prices ranging roughly from $227.26 to $232.885 per share. The filings list aggregate beneficial ownership after the sales of approximately 628,233,029 shares, which the filer notes includes 45,174,732 shares held by SoftBank and subject to a proxy. The transactions were made pursuant to a written trading plan intended to satisfy Rule 10b5-1. The reporting entities disclaim beneficial ownership except to the extent of pecuniary interest.

Positive

  • None.

Negative

  • None.

Insights

Insider sales were executed under a pre-established 10b5-1 plan, reducing direct holdings modestly.

The sales totaling 128,852 shares were effected over two days under a plan adopted on 6/12/2025, which provides an affirmative defense against insider trading claims when properly implemented. The filing also clarifies ownership links among Deutsche Telekom and multiple wholly-owned subsidiaries and disclaims broader beneficial ownership except for pecuniary interest.

Key governance items to watch include any further planned disposals under the same plan and whether future filings adjust the aggregate beneficial ownership figure of 628,233,029 shares within the next quarter.

The trades are small relative to the reported >628M share position and occurred at market prices near $230.

The total sold, 128,852 shares, represents a de minimis portion of the reported stake and likely has limited near-term impact on market supply or valuation. Reported weighted-average prices span roughly $227–$233, indicating market execution across multiple price points.

Monitor subsequent Form 4 filings or any amendments that disclose additional sales or a change in the proxy‑related holdings (the filing notes 45,174,732 shares tied to SoftBank) over the next few reporting periods.

Insider DEUTSCHE TELEKOM AG, T-Mobile Global Holding GmbH, T-Mobile Global Zwischenholding GmbH, Deutsche Telekom Holding B.V.
Role Director, 10% Owner | Director, 10% Owner | Director, 10% Owner | Director, 10% Owner
Sold 128,852 shs ($29.61M)
Type Security Shares Price Value
Sale Common Stock 11,736 $228.0535 $2.68M
Sale Common Stock 21,265 $228.7585 $4.86M
Sale Common Stock 18,526 $229.7083 $4.26M
Sale Common Stock 12,899 $230.2857 $2.97M
Sale Common Stock 54,832 $230.2136 $12.62M
Sale Common Stock 6,784 $231.0402 $1.57M
Sale Common Stock 710 $232.4006 $165K
Sale Common Stock 2,100 $232.8612 $489K
Holdings After Transaction: Common Stock — 628,285,719 shares (Direct)
Footnotes (1)
  1. The transactions reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted on June 12, 2025. The number of shares reported in Column 5 of this Form 4 includes 45,174,732 shares held by SoftBank and subject to the Proxy based on information provided by SoftBank. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $229.765 to $230.76 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $230.765 to $231.655 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $231.79 to $232.65 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $232.86 to $232.885 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $227.26 to $228.2592 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $228.26 to $229.2599 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $229.26 to $230.255 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $230.26 to $230.55 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.
Form 4 Insider Transactions: What Each Field Means →
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).
X
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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)
10/02/2025
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 10/02/2025 S(1) 54,832 D $230.2136(3) 628,307,049(2) D
Common Stock 10/02/2025 S(1) 6,784 D $231.0402(4) 628,300,265(2) D
Common Stock 10/02/2025 S(1) 710 D $232.4006(5) 628,299,555(2) D
Common Stock 10/02/2025 S(1) 2,100 D $232.8612(6) 628,297,455(2) D
Common Stock 10/03/2025 S(1) 11,736 D $228.0535(7) 628,285,719(2) D
Common Stock 10/03/2025 S(1) 21,265 D $228.7585(8) 628,264,454(2) D
Common Stock 10/03/2025 S(1) 18,526 D $229.7083(9) 628,245,928(2) D
Common Stock 10/03/2025 S(1) 12,899 D $230.2857(10) 628,233,029(2) 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 number of shares reported in Column 5 of this Form 4 includes 45,174,732 shares held by SoftBank and subject to the Proxy based on information provided by SoftBank.
3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $229.765 to $230.76 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 $230.765 to $231.655 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 $231.79 to $232.65 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 $232.86 to $232.885 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 $227.26 to $228.2592 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 $228.26 to $229.2599 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 $229.26 to $230.255 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 $230.26 to $230.55 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, and Dr. Abdurazak Mudesir, Board Member for Technology and Innovation 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 10/06/2025
/s/ Christoph Appel Attorney-in-fact 10/06/2025
/s/ Christoph Appel Attorney-in-fact 10/06/2025
/s/ Christoph Appel Attorney-in-fact 10/06/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Deutsche Telekom report selling in the Form 4 for TMUS (DTEGF)?

The filing shows the reporting persons sold a total of 128,852 shares of T-Mobile US common stock on 10/02/2025–10/03/2025 at weighted-average prices roughly between $227.26 and $232.885 per share.

Were the insider sales part of a trading plan?

Yes. The transactions were made pursuant to a 10b5-1 trading plan adopted on 6/12/2025, as disclosed in the Form 4.

How many shares did the reporting persons hold after the sales?

The Form 4 reports approximately 628,233,029 shares beneficially owned following the reported transactions, a figure that includes 45,174,732 shares held by SoftBank and subject to a proxy.

Do the reporting persons claim full beneficial ownership of the reported shares?

No. The reporting entities disclaim beneficial ownership except to the extent of any pecuniary interest, and state that certain shares held by Project entities may not be beneficially owned if not subject to the proxy agreement.

Will these sales likely affect TMUS market supply materially?

Given the small sold volume (128,852 shares) relative to the reported >628M share position, the filing suggests the transactions are unlikely to materially affect market supply in the near term.