TDS (TDS) executive awarded 10,389 performance share units tied to stock

Rhea-AI Filing Summary

Telephone and Data Systems director and subsidiary president Kenneth S. Dixon reported an acquisition of 10,389 Performance Share Units tied to company stock. Each unit represents the right to receive one common share and has been accumulating quarterly dividend equivalents.

These units were originally granted on June 9, 2025, under a financial-based performance plan with a payout range from 0% to 150% of target. Based on company performance as of December 31, 2025, the Compensation Human Resources Committee certified achievement of the three key metrics at 75.1% on February 25, 2026, converting the award into time-based units that will vest on December 31, 2027.

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
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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^*

Dixon Kenneth S.

(Last) (First) (Middle)

525 JUNCTION ROAD

(Street)

MADISON WI 53717

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO, subsidiary

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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

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
Performance Share Units	(1)	02/25/2026		A		10,389		(1)	(1)	Common Shares	10,389	(1)	10,389	D

Explanation of Responses:

1. On June 9, 2025, the reporting person was granted financial-based performance share units based on the performance of three key metrics and the payout could be increased to 150% of target or reduced to 0% on achievement of the key metrics. Based on company performance at December 31, 2025, on February 25, 2026 the Compensation Human Resources Committee certified the three metrics at 75.1%. The Performance Shares representing the three metrics are now certified and are adjusted for performance and are time-based and will vest on December 31, 2027. The performance share units have been accumulating quarterly dividend equivalents. Each performance share unit represents the contingent right to receive one common share.

Remarks:

	Julie D Mathews, by power of atty	02/27/2026
	** 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.
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FAQ

What insider transaction did TDS report for Kenneth S. Dixon?

Kenneth S. Dixon reported acquiring 10,389 Performance Share Units in Telephone and Data Systems. These units are stock-based awards that convert into common shares upon vesting, reflecting compensation rather than an open-market stock purchase or sale.

How are Kenneth S. Dixon’s TDS Performance Share Units structured?

The Performance Share Units represent the contingent right to receive one TDS common share per unit. They were granted under a financial-based performance plan, accumulate quarterly dividend equivalents, and convert into time-based units once performance is certified by the Compensation Human Resources Committee.

What performance outcome determined Kenneth S. Dixon’s TDS award size?

The award payout was based on three key financial metrics, with a potential range from 0% to 150% of target. Based on company performance at December 31, 2025, the committee certified achievement at 75.1%, which determined the final number of Performance Share Units.

When will Kenneth S. Dixon’s TDS Performance Share Units vest?

After performance certification, the Performance Share Units became time-based and are scheduled to vest on December 31, 2027. Vesting means Dixon can then receive the underlying TDS common shares represented by each unit, subject to any remaining plan conditions.

Do Kenneth S. Dixon’s TDS Performance Share Units receive dividends?

Yes, the Performance Share Units have been accumulating quarterly dividend equivalents. These equivalents mirror dividends paid on TDS common stock and are typically delivered in additional value or shares when the underlying units ultimately vest, according to plan terms.