TDS Insider Chambers Exercises Options; Reports 41,992 Share Sale on 08/12/2025

Rhea-AI Filing Summary

Douglas W. Chambers, an officer (President of a subsidiary) of Telephone and Data Systems, Inc. (TDS), reported multiple transactions on 08/12/2025 and an amended filing signed 08/14/2025.

The Form 4 shows option grants under the company’s Long-Term Equity Plan that are exercisable: 6,634 options at $30.72 (exercisable through 05/22/2029), 11,601 options at $27.79 (exercisable through 05/24/2027) and 10,592 options at $29.45 (exercisable through 08/15/2026). The reporting person acquired the underlying common shares from those option exercises on 08/12/2025.

The filing also discloses substantial sales of common shares on 08/12/2025 totaling 41,992.377 shares at an average price of $38.6293, with two subsets described: 12,475.377 shares sold at an average $38.50 and 29,517 shares sold at an average $38.684 (individual trade prices ranged $38.595 to $38.96). After the reported transactions, the filing shows 0 common shares beneficially owned directly by the reporting person.

Positive

• Equity compensation granted under the Long-Term Equity Plan, showing continued use of performance/retention tools
• Reporting person provided an undertaking to supply full transaction details to the SEC and issuer, which supports transparency

Negative

• Large insider sales of 41,992.377 common shares on 08/12/2025, resulting in 0 direct beneficial ownership reported
• Concentration of sales on a single date (08/12/2025), which may be of interest to investors monitoring insider alignment

Insights

Corporate Governance Expert

TL;DR: Significant insider sales coinciding with option exercises; raises governance questions about post-exercise disposition.

The filing documents option exercises for 28,827 underlying shares (6,634 + 11,601 + 10,592) and contemporaneous open-market sales amounting to 41,992.377 shares on 08/12/2025. The disclosure notes distinct average sale prices and that sales occurred in multiple transactions. From a governance perspective, the key facts are clear: equity awards were exercised under the Long-Term Equity Plan and most or all resulting shares were sold such that the reporting person reports zero direct ownership following these trades. The Form 4 includes an undertaking to provide full transaction-level details to regulators and the issuer. This is routine when insiders monetize exercised awards but is material to shareholders monitoring insider ownership and alignment.

Securities Analyst

TL;DR: Insider exercised options and executed sizeable share sales the same day; results in no direct holdings reported.

The report itemizes three option exercises granted under the Telephone and Data Systems, Inc. Long-Term Equity Plan with strike prices of $27.79, $29.45 and $30.72 and shows those options were exercisable at the time of the transactions. The sales quantity reported is 41,992.377 common shares at an average price of $38.6293, composed of a 12,475.377-share block at $38.50 average and a 29,517-share block at $38.684 average (trade prices ranged $38.595–$38.96). Post-transaction beneficial ownership is reported as zero. For investors tracking insider activity, this is a material disclosure of monetization of equity compensation but does not alone indicate firm-wide financial trends.

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

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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^*

Chambers Douglas W

(Last) (First) (Middle)

500 W. MADISON STREET, SUITE 810

(Street)

CHICAGO IL 60661

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TELEPHONE & DATA SYSTEMS INC /DE/ [ TDS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President of a Subsidiary

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

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 Shares	08/12/2025		M		6,634	A	$30.72	19,785	D
Common Shares	08/12/2025		M		10,592	A	$29.45	30,377	D
Common Shares	08/12/2025		M		11,601	A	$27.79	41,978	D
Common Shares	08/12/2025		S		41,992.377(1)	D	$38.6293(1)	0	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
Option (Rigft to Buy)	$30.72	08/12/2025		M			6,634	(2)	05/22/2029	Common Shares	6,634	$30.72	0	D
Option (Right to Buy)	$27.79	08/12/2025		M			11,601	(2)	05/24/2027	Common Shares	11,601	$27.79	0	D
Option (Right to Buy)	$29.45	08/12/2025		M			10,592	(2)	08/15/2026	Common Shares	10,592	$29.45	0	D

Explanation of Responses:

1. There was 12,475.377 Common Shares sold at an average price of $38.50. Additionally, there was 29,517 Common Shares sold at an average price of $38.684 of which the shares were sold in multiple transactions at prices ranging from $38.595 and $38.96. The reporting person undertakes to provide to the SEC, the Issuer and any security holder, the full information regarding the number of shares and the prices at which the shares were sold. The total number of shares sold includes 14 shares acquired through dividend reinvestment.

2. Granted under the Telephone and Data Systems, Inc. Long-Term Equity Plan. Option is currently exercisable.

Remarks:

	Julie D Mathews, by power of atty	08/14/2025
	** 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 transactions did Douglas W. Chambers report on Form 4 for TDS?

The Form 4 reports option exercises for 6,634, 11,601 and 10,592 shares and open-market sales of 41,992.377 common shares on 08/12/2025.

How many shares does the reporting person own after these transactions?

The filing reports 0 common shares beneficially owned directly following the reported transactions.

What were the average prices and price ranges for the reported sales?

The overall average sale price reported is $38.6293. The filing details 12,475.377 shares sold at an average of $38.50 and 29,517 shares sold at an average of $38.684, with individual trade prices ranging from $38.595 to $38.96.

Were the exercised options already exercisable?

Yes. The filing states the options were currently exercisable and were granted under the Telephone and Data Systems, Inc. Long-Term Equity Plan.

Who signed the Form 4 and when was it signed?

The filing shows signature by Julie D Mathews, by power of attorney on 08/14/2025.