How was the transaction value determined for Anita Kroll’s TDS share settlements?

The transactions used a reference price of $40.50 per TDS common share. Because the market was closed on the vesting date, the previous trading day’s closing price on May 15, 2026, was used to value the restricted stock unit and performance share unit settlements.

TDS executive settles equity awards, shares withheld for tax

Q: Over what period were Anita Kroll’s TDS performance share units measured?

The financial-based performance share units granted to Anita Kroll were measured over a three-year period starting in 2023. The Compensation Human Resources Committee certified the third and final performance metric on February 25, 2026, leading to the final adjustment and settlement into common shares.

Telephone & Data Systems (TDS) VP, Controller & CAO Anita J. Kroll reported compensation-related share activity.

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Form Type

Rhea-AI Filing Summary

Telephone & Data Systems (TDS) VP, Controller & CAO Anita J. Kroll reported compensation-related share activity. On May 17, 2026, she exercised 7,348 restricted stock units and 21,409 financial-based performance share units into common shares at a reference price of $40.50 per share.

To cover tax obligations on these vestings, a total of 10,425 common shares were withheld rather than sold on the open market. The footnotes explain that the performance share units were granted in 2023, measured over three years with dividend equivalents, and that this filing reflects their third and final metric certification and settlement.

Insider Trade Summary

28,757 shares exercised/converted

Exercise 6 txns

Insider Kroll Anita J

Role VP, Controller & CAO

Type	Security	Shares	Price	Value
Exercise	Performance Share Units	21,409	$40.50	$867K
Exercise	Restricted Stock Units	7,348	$40.50	$298K
Exercise	Common Shares	21,409	$40.50	$867K
Exercise Price or Tax Liability	Common Shares	6,971	$40.50	$282K
Exercise	Common Shares	7,348	$40.50	$298K
Exercise Price or Tax Liability	Common Shares	3,454	$40.50	$140K

Holdings After Transaction: Performance Share Units — 0 contracts (Direct); Restricted Stock Units — 0 contracts (Direct); Common Shares — 18,332 shares (Direct)

Footnotes (4)

F1. On May 17, 2023, the reporting person was granted financial-based performance share units that would be measured over a three year time period. The performance share units have been accumulating quarterly dividend equivalents. The Compensation Human Resources Committee certified the third and final metric on February 25, 2026 and performance shares became adjusted for performance and time based. Each performance share unit represents the contingent right to receive one common share.
F2. The market was closed on vest date therefore the previous trading day's close, May 15, 2026, was used to value the transaction.
F3. Shares withheld to pay taxes on May 17, 2026.
F4. Restricted stock units were awarded on May 17, 2023, pursuant to the 2022 Long Term Incentive Plan. One-third of the restricted stock units will vest on the first, second and third annual anniversaries of the Grant Date. This transaction represents settlement of the third and final vesting. Each restricted stock unit represents the contingent right to receive one common share.

Key Figures

Performance share units exercised: 21,409 units Restricted stock units settled: 7,348 units Total equity units converted: 28,757 units +3 more

6 metrics

Performance share units exercised 21,409 units Financial-based PSUs converted to common shares on May 17, 2026

Restricted stock units settled 7,348 units RSUs vested and converted to common shares on May 17, 2026

Total equity units converted 28,757 units Sum of RSUs and PSUs exercised per transactionSummary

Shares withheld for taxes 10,425 shares Tax-withholding dispositions at $40.50 per share

Reference share price $40.50 per share Previous trading day’s close on May 15, 2026, used for valuation

Tax-withholding transactions 2 transactions Code F entries for payment of tax liability in shares

Key Terms

performance share units, restricted stock units, tax-withholding disposition, dividend equivalents, +1 more

5 terms

restricted stock units financial

"Restricted stock units were awarded on May 17, 2023, pursuant to the 2022 Long Term Incentive Plan."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

dividend equivalents financial

"The performance share units have been accumulating quarterly dividend equivalents."

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

Long Term Incentive Plan financial

"Restricted stock units were awarded on May 17, 2023, pursuant to the 2022 Long Term Incentive Plan."

A long term incentive plan is a company program that awards executives and key employees bonuses—often in stock, options, or cash—only if the business meets multi-year performance goals. It links management pay to company results—like tying a coach’s bonus to a team’s multi-season record—so investors monitor it for how leaders are motivated, potential share dilution, and signals about the company’s long-term priorities.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did TDS executive Anita Kroll report on this Form 4?

Anita Kroll reported exercises of equity awards and related tax withholding. She converted 7,348 restricted stock units and 21,409 performance share units into common shares, with 10,425 shares withheld to satisfy taxes rather than sold in the open market.

How many TDS shares were withheld for Anita Kroll’s tax obligations?

A total of 10,425 TDS common shares were withheld to cover taxes. These shares relate to the vesting and settlement of restricted stock units and performance share units, and represent a tax-withholding disposition instead of an open-market sale of stock.

What equity awards did Anita Kroll exercise or settle in the TDS Form 4?

Anita Kroll settled 7,348 restricted stock units and 21,409 financial-based performance share units. Each unit represented a contingent right to receive one TDS common share, and this Form 4 reflects their conversion into shares after vesting and performance certification.

Were Anita Kroll’s TDS transactions open-market stock purchases or sales?

The transactions were not open-market trades. They reflect derivative exercises of restricted stock units and performance share units, plus shares withheld for taxes. The Form 4 shows no open-market buying or selling of TDS common shares by Kroll in this filing.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 05/19/2026 - 04:52 PM EDT

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).

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^*

Kroll Anita J

(Last)

(First)

(Middle)

30 N. LASALLE STREET, SUITE 4000

(Street)

CHICAGO

ILLINOIS

60602

(City)

(State)

(Zip)

UNITED STATES

(Country)

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)
	VP, Controller & CAO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/17/2026

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	05/17/2026		M⁽¹⁾		21,409	A	$40.5⁽¹⁾⁽²⁾	21,409	D
Common Shares	05/17/2026		F⁽³⁾		6,971	D	$40.5⁽²⁾	14,438	D
Common Shares	05/17/2026		M⁽⁴⁾		7,348	A	$40.5⁽²⁾⁽⁴⁾	21,786	D
Common Shares	05/17/2026		F⁽³⁾		3,454	D	$40.5⁽²⁾	18,332	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Share Units	⁽¹⁾	05/17/2026		M			21,409	⁽¹⁾	⁽¹⁾	Common Shares	21,409	$40.5	0	D
Restricted Stock Units	⁽⁴⁾	05/17/2026		M			7,348	⁽⁴⁾	⁽⁴⁾	Common Shares	7,348	$40.5	0	D

Explanation of Responses:

1. On May 17, 2023, the reporting person was granted financial-based performance share units that would be measured over a three year time period. The performance share units have been accumulating quarterly dividend equivalents. The Compensation Human Resources Committee certified the third and final metric on February 25, 2026 and performance shares became adjusted for performance and time based. Each performance share unit represents the contingent right to receive one common share.

2. The market was closed on vest date therefore the previous trading day's close, May 15, 2026, was used to value the transaction.

3. Shares withheld to pay taxes on May 17, 2026.

4. Restricted stock units were awarded on May 17, 2023, pursuant to the 2022 Long Term Incentive Plan. One-third of the restricted stock units will vest on the first, second and third annual anniversaries of the Grant Date. This transaction represents settlement of the third and final vesting. Each restricted stock unit represents the contingent right to receive one common share.

Remarks:

	John M. Toomey, by power of atty.	05/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR