Array (NYSE: TDS) sells spectrum to Verizon, declares $11 special dividend
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Telephone and Data Systems, Inc. reported that its subsidiary Array Digital Infrastructure, Inc. (formerly United States Cellular Corporation) completed the previously announced sale of select spectrum assets to Verizon Communications Inc. for $1.0 billion in cash under an October 17, 2024 License Purchase Agreement.
The Array board also declared a special cash dividend of $11.00 per share for holders of Array Common Stock and Series A Common Stock, with a record date of June 11, 2026 and payment scheduled for June 25, 2026. As of June 1, 2026, TDS held 33,005,877 Series A shares and 37,782,826 Common shares of Array.
Positive
- Array completes $1.0 billion spectrum sale to Verizon, turning specialized telecom assets into significant cash proceeds that can support balance sheet strength, investment, or shareholder returns.
- Array declares a $11.00 per share special cash dividend on both Common and Series A Common Stock, directly distributing a meaningful portion of sale proceeds to stockholders, including majority owner TDS.
Negative
- None.
Insights
TDS monetizes spectrum for $1B and channels value via a special dividend.
The transaction shows Array, a subsidiary of TDS, converting spectrum assets into $1.0 billion of cash paid by Verizon. Selling non-core or financial assets like spectrum is a common way for telecom companies to unlock embedded value without adding operating risk.
The board’s $11.00-per-share special cash dividend to Array Common and Series A Common stockholders immediately returns part of this value to equity owners. With TDS holding large positions in both classes as of June 1, 2026, it is positioned to receive a substantial portion of the payout. The filing does not detail future capital uses beyond this dividend, so later disclosures will clarify how any remaining cash affects leverage, investment, or further distributions.
8-K Event Classification
2 items: 2.01, 8.01
2 items
Item 2.01
Completion of Acquisition or Disposition of Assets
Financial
The company completed a significant acquisition or sale of business assets.
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Key Figures
Spectrum sale price: $1.0 billion cash
Special dividend: $11.00 per share
Array Series A shares held by TDS: 33,005,877 shares
+3 more
6 metrics
Spectrum sale price
$1.0 billion cash
Purchase price paid by Verizon to Array at Closing
Special dividend
$11.00 per share
Cash dividend on Array Common and Series A Common Stock
Array Series A shares held by TDS
33,005,877 shares
TDS holding of Array Series A Common Stock as of June 1, 2026
Array Common shares held by TDS
37,782,826 shares
TDS holding of Array Common Stock as of June 1, 2026
Dividend record date
June 11, 2026
Record date for Array’s $11.00 per share special dividend
Dividend payment date
June 25, 2026
Scheduled payment date for Array’s special cash dividend
Key Terms
License Purchase Agreement, spectrum assets, special cash dividend, stockholders of record, +1 more
5 terms
License Purchase Agreement regulatory
"pursuant to the terms of that certain License Purchase Agreement, dated as of October 17, 2024"
spectrum assets financial
"completed the previously announced sale of select spectrum assets to Verizon Communications Inc."
Spectrum assets are the licensed rights to use slices of the radio-frequency airwaves that carry wireless signals for phones, internet and other connected devices. They matter to investors because they are limited, often government-controlled resources that enable a company to offer faster or more reliable services, drive subscriber growth and generate recurring revenue—think of them as valuable lanes on a crowded highway that companies need to operate and expand their networks.
special cash dividend financial
"the Board of Directors of Array declared a special cash dividend to holders of Array’s Common Stock"
A special cash dividend is a one-time, extra cash payment a company gives to its shareholders in addition to its regular dividends, like a bonus check sent out when a business has more cash than usual. It matters to investors because it delivers immediate cash value, can signal that the company has strong short-term cash or limited opportunities to reinvest, and typically reduces the company’s cash reserves and may affect the stock price and tax treatment for recipients.
stockholders of record financial
"payable in cash to the stockholders of record as of June 11, 2026"
Stockholders of record are the people or entities whose names appear on a company's official shareholder list on a specific cutoff date set by the company or its transfer agent; only those listed are entitled to receive dividends, vote at shareholder meetings, or participate in other corporate actions. Think of it like a guest list for an event: being on the list on the set day determines who gets the benefits and rights, so investors must own shares before the cutoff to qualify.
Common Stock financial
"special cash dividend to holders of Array’s Common Stock and holders of Array’s Series A Common Stock"
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 1, 2026
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (312) 630-1900
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
| Securities registered pursuant to Section 12(b) of the Act: | ||||||||||||||||||||
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company | |||||
| ☐ | If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | ||||
Item 2.01. Completion of Acquisition or Disposition of Assets
On June 1, 2026, Array Digital Infrastructure, Inc. (f/k/a United States Cellular Corporation) (“Array”), a subsidiary of Telephone and Data Systems, Inc. (“TDS”), and certain subsidiaries of Array (collectively, “Sellers”) completed the previously announced sale of select spectrum assets to Verizon Communications Inc. (“Verizon”), pursuant to the terms of that certain License Purchase Agreement, dated as of October 17, 2024, between Sellers and Verizon (the “Closing”).
The purchase price received by Array at the Closing was $1.0 billion, paid in cash.
Item 8.01. Other Events
Array Special Dividend
On June 1, 2026, the Board of Directors of Array declared a special cash dividend to holders of Array’s Common Stock (“Common Stock”) and holders of Array’s Series A Common Stock (“Series A Common Stock”) of $11.00 per share payable in cash to the stockholders of record as of June 11, 2026. On June 1, 2026, TDS held 33,005,877 shares of Series A Common Stock and 37,782,826 shares of Common Stock. The payment date in respect of the dividend is scheduled for June 25, 2026.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| TELEPHONE AND DATA SYSTEMS, INC. | |||||||||||
| Date: | June 1, 2026 | By: | /s/ Vicki L. Villacrez | ||||||||
| Vicki L. Villacrez | |||||||||||
| Executive Vice President and Chief Financial Officer | |||||||||||
FAQ
What major transaction did TDS announce for its subsidiary Array (TDS)?
TDS announced that its subsidiary Array completed the sale of select spectrum assets to Verizon for $1.0 billion in cash. The deal was executed under a License Purchase Agreement originally signed on October 17, 2024, converting spectrum holdings into immediate liquidity.
How large is the Verizon spectrum purchase from Array, the TDS subsidiary?
The spectrum sale from Array to Verizon is valued at $1.0 billion in cash. This sizable transaction monetizes Array’s spectrum assets and provides a substantial capital infusion that can support debt reduction, investment, or shareholder distributions depending on future board decisions.
What special dividend did Array, owned by TDS, declare on June 1, 2026?
Array’s board declared a special cash dividend of $11.00 per share for both Common Stock and Series A Common Stock. This one-time payment directly shares transaction value with shareholders following the $1.0 billion spectrum asset sale to Verizon.
When is the record date and payment date for Array’s $11.00 special dividend?
The special dividend’s record date is June 11, 2026, determining eligible shareholders, and the payment date is scheduled for June 25, 2026. Investors holding Array Common or Series A Common Stock on the record date are set to receive the cash dividend.
What types of Array stock are eligible for the $11.00 special dividend?
The special dividend applies to Array’s Common Stock and Series A Common Stock. Holders of either class on the June 11, 2026 record date are entitled to receive the $11.00 per share cash distribution, with payment scheduled for June 25, 2026.