AT&T (NYSE: T) SEVP awarded 158,100 performance shares and 34,819 RSUs

Rhea-AI Filing Summary

AT&T Inc. executive Edward W. Gillespie, SEVP–External & Legislative Affairs, reported a distribution of 158,100 performance shares of common stock on 01/29/2026 through a company benefit plan. Each performance share is equivalent in value to one share of AT&T common stock.

To cover taxes on this distribution, the plan disposed of 69,666.889 shares at $25.13 per share and a further 58,366.111 shares were distributed in cash after taxes. A total of 30,067 shares moved from indirect benefit plan ownership to direct ownership, and holdings include 6,784.4205 shares in a 401(k) and 265,056 shares held directly. Gillespie was also granted 34,819 restricted stock units under the 2018 Incentive Plan, vesting in thirds on 02/15/2027, 02/15/2028, and 02/15/2029.

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).

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^*

Gillespie Edward W

(Last) (First) (Middle)

208 S. AKARD ST.

(Street)

DALLAS TX 75202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AT&T INC. [ T ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SEVP-Ext & Legislative Affairs

3. Date of Earliest Transaction (Month/Day/Year)
01/29/2026

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

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

X	Form filed by One Reporting Person
	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	01/29/2026		A(1)		158,100	A	(2)	158,100	I	By Benefit Plan
Common Stock	01/29/2026		F(3)		69,666.889	D	$25.13	88,433.111	I	By Benefit Plan
Common Stock	01/29/2026		D(4)		58,366.111	D	$25.13	30,067	I	By Benefit Plan
Common Stock	01/29/2026		D(5)		30,067	D	(2)	0	I	By Benefit Plan
Common Stock								6,784.4205(6)	I	By 401(k)
Common Stock								265,056(7)	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
Restricted Stock Units (2026)	(8)	01/29/2026		A		34,819		(8)	(8)	Common Stock	34,819	$0	34,819	D

Explanation of Responses:

1. Total performance shares distributed.

2. Each performance share is equivalent in value to a share of common stock.

3. Mandatory tax withholding on distribution of performance shares.

4. Represents portion of the performance shares distributed in cash, after taxes.

5. Revised to reflect transfer of 30,067 shares owned indirectly by benefit plan to direct ownership due to distribution of performance shares.

6. Based on a 401(k) plan statement dated 11/30/2025.

7. Reflects transfer of 30,067 shares owned indirectly by benefit plan to direct ownership due to distribution of performance shares.

8. Restricted stock units acquired pursuant to the 2018 Incentive Plan. Each unit will convert into one share of issuer's common stock. One-third of the units vests and distributes on each of 2/15/2027, 2/15/2028, and 2/15/2029. Vesting (but not distribution) is accelerated on retirement eligibility.

	/s/ Johnell C. Holland, Attorney-in-fact	02/02/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did AT&T (T) report for Edward W. Gillespie?

AT&T reported that Edward W. Gillespie received a distribution of 158,100 performance shares of common stock through a benefit plan. The filing also shows related tax withholding share disposals and a transfer of shares from plan ownership to direct ownership.

How many AT&T performance shares were distributed to Gillespie in this Form 4?

The Form 4 shows a total of 158,100 performance shares of AT&T common stock were distributed. Each performance share is equivalent in value to one share of common stock, reflecting a substantial equity-based compensation event for the reporting executive.

What tax withholding transactions are disclosed in AT&T (T) Gillespie’s Form 4?

To satisfy mandatory tax withholding on the performance share distribution, the plan disposed of 69,666.889 shares at $25.13 per share. An additional 58,366.111 shares were settled in cash after taxes, according to the filing’s explanatory footnotes.

What restricted stock units did Gillespie receive from AT&T’s 2018 Incentive Plan?

Gillespie acquired 34,819 restricted stock units under AT&T’s 2018 Incentive Plan. Each unit converts into one share of common stock, with one-third vesting and distributing on 02/15/2027, 02/15/2028, and 02/15/2029, subject to plan terms.

How did Gillespie’s ownership structure in AT&T shares change in this filing?

The filing notes a transfer of 30,067 shares from indirect benefit plan ownership to direct ownership. After these changes, Gillespie also held 6,784.4205 shares through a 401(k) and 265,056 shares of AT&T common stock directly.

What is the role of the benefit plan and 401(k) in Gillespie’s AT&T holdings?

Some common stock transactions are labeled as held “By Benefit Plan”, indicating plan-level ownership tied to Gillespie. The filing also lists 6,784.4205 shares held “By 401(k)”, based on a plan statement dated 11/30/2025, reflecting retirement-plan holdings.