TDS (NYSE: TDS) SVP settles RSUs and withholds shares for taxes

Rhea-AI Filing Summary

Telephone & Data Systems (TDS) senior vice president Joseph R. Hanley reported routine equity compensation activity. On May 21, 2026, 3,265 restricted stock units vested and were settled into an equal number of common shares under the company’s Long Term Incentive Plan. Of these, 1,447 common shares were withheld at $41.20 per share to cover taxes, a non-market disposition. Following these transactions, Hanley holds over one hundred thousand common shares directly, plus additional unvested restricted stock units.

Insider Trade Summary

3,265 shares exercised/converted

Mixed 3 txns

Insider Hanley Joseph R

Role SVP-Strategy & Corp Dev

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	3,265	$0.00	--
Exercise	Common Shares	3,265	$41.20	$135K
Tax Withholding	Common Shares	1,447	$41.20	$60K

Holdings After Transaction: Restricted Stock Units — 6,530 shares (Direct, null); Common Shares — 115,410 shares (Direct, null)

Footnotes (1)

1. Restricted stock units were awarded on May 21, 2025, pursuant to TDS' 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 first vesting. Each restricted stock unit ("RSU") represents the right to receive one common share. Shares withheld to pay taxes.

Key Figures

RSUs vested: 3,265 units Shares withheld for tax: 1,447 shares Withholding price: $41.20 per share +2 more

5 metrics

RSUs vested 3,265 units Restricted stock units settled into common shares on May 21, 2026

Shares withheld for tax 1,447 shares Common shares withheld to pay taxes at $41.20 per share

Withholding price $41.20 per share Value applied to shares withheld for tax obligations

Common shares after exercise 115,410 shares Direct common share holdings following RSU settlement

RSUs remaining 6,530 units Restricted stock units outstanding after this vesting event

Key Terms

Restricted stock units, Long Term Incentive Plan, tax-withholding disposition, derivative exercise/conversion, +1 more

5 terms

Restricted stock units financial

"Restricted stock units were awarded on May 21, 2025, pursuant to TDS' 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.

Long Term Incentive Plan financial

"Restricted stock units were awarded on May 21, 2025, pursuant to TDS' 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.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

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.

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security""

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

Form 4 Insider Transactions: What Each Field Means →

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^*

Hanley Joseph R

(Last) (First) (Middle)

30 N. LASALLE STREET, SUITE 4000

(Street)

CHICAGO ILLINOIS 60661

(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)
	SVP-Strategy & Corp Dev

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Shares	05/21/2026		M(1)		3,265	A	$41.2	115,410	D
Common Shares	05/21/2026		F(2)		1,447	D	$41.2	113,963	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	(1)	05/21/2026		M			3,265	(1)	(1)	Common Shares	3,265	$0(1)	6,530	D

Explanation of Responses:

1. Restricted stock units were awarded on May 21, 2025, pursuant to TDS' 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 first vesting. Each restricted stock unit ("RSU") represents the right to receive one common share.

2. Shares withheld to pay taxes.

Remarks:

	John M. Toomey, by power of atty.	05/26/2026
	** 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)

FAQ

What insider activity did TDS executive Joseph R. Hanley report on this Form 4?

Joseph R. Hanley reported routine equity compensation activity, not open-market trading. 3,265 restricted stock units vested and converted into common shares, and a portion of those shares was withheld to cover associated tax obligations under the company’s Long Term Incentive Plan.

How many TDS shares were withheld for taxes in Joseph R. Hanley’s filing?

The filing shows 1,447 common shares were withheld to pay taxes. This tax-withholding disposition used a price of $41.20 per share and represents a standard mechanism to satisfy tax liabilities on vested restricted stock units.

How many TDS restricted stock units vested for Joseph R. Hanley?

A total of 3,265 restricted stock units vested and were settled into the same number of common shares. These RSUs were originally awarded on May 21, 2025 under TDS’ Long Term Incentive Plan, with vesting in three equal annual installments.

What plan governed Joseph R. Hanley’s TDS restricted stock units?

The restricted stock units were granted under TDS’ Long Term Incentive Plan. According to the filing, one-third of the RSUs vest on each of the first, second and third anniversaries of the May 21, 2025 grant date.

Were Joseph R. Hanley’s TDS transactions open-market buys or sales?

No, the transactions were not open-market trades. The Form 4 classifies them as a derivative exercise/conversion of restricted stock units and a tax-withholding disposition, meaning shares were issued and withheld mechanically rather than bought or sold on the market.

How many TDS shares does Joseph R. Hanley hold after these transactions?

The Form 4 shows Hanley directly holding 115,410 common shares after the RSU settlement, plus 6,530 restricted stock units remaining as derivative holdings. These positions reflect his ongoing equity stake in Telephone & Data Systems.