Major Shareholder Disposes 209,520 TMUS Shares via 10b5-1 Trading Plan

Rhea-AI Filing Summary

Deutsche Telekom and its wholly owned subsidiaries reported scheduled sales of T-Mobile US (TMUS) common stock under a 10b5-1 trading plan adopted March 13, 2025. The Form 4 lists multiple dispositions on September 4–8, 2025 totaling 209,520 shares sold across many transactions at weighted-average prices that ranged by tranche (examples include ranges near $250.82–$256.69 and $237.54–$247.23). The reporting entities listed are Deutsche Telekom AG, T-Mobile Global Holding GmbH, T-Mobile Global Zwischenholding GmbH and Deutsche Telekom Holding B.V., each marked as a director and 10% owner. No derivative transactions are reported and the filing includes customary disclaimers about beneficial ownership and director-by-deputization.

Positive

• Transactions executed under a 10b5-1 trading plan, providing an affirmative defense and indicating pre-planned activity
• Detailed weighted-average price ranges are disclosed for each tranche, improving transparency
• No derivative securities reported in Table II, simplifying the ownership profile

Negative

• Reporting persons identified as director and 10% owner recorded aggregate sales of 209,520 shares on September 4–8, 2025, which may attract investor scrutiny
• Large beneficial owners selling shares could be perceived negatively by some market participants despite the 10b5-1 plan

Insights

Financial Analyst

TL;DR Routine, pre-planned share sales by a major shareholder totaling 209,520 shares under a 10b5-1 plan; likely neutral to near-term stock fundamentals.

The transactions were executed under an established 10b5-1 plan, which reduces concerns about opportunistic timing. The filing provides weighted-average price ranges for each tranche but does not change the company’s operational or financial statements. Aggregate volume of 209,520 shares is explicitly disclosed across September 4–8, 2025. No options, puts, calls, or other derivative positions are reported, limiting complexity. From an analyst perspective, these are disclosure-driven items; materiality depends on TMUS outstanding shares but the filing itself contains no operational metrics.

Corporate Governance Expert

TL;DR Significant insider sales by a 10% owner and related entities warrant governance attention despite execution via a 10b5-1 plan.

The Form 4 shows multiple filings by parent and subsidiary reporting persons, each marked as a director and 10% owner, and documents sizeable scheduled dispositions totaling 209,520 shares. Use of a 10b5-1 plan provides an affirmative defense but stakeholders may inquire about timing, internal approval, and whether holdings remain aligned with long-term governance commitments. The filing includes standard disclaimers and confirms no derivative holdings were reported.

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).

X

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^*

DEUTSCHE TELEKOM AG

(Last) (First) (Middle)

FRIEDRICH-EBERT-ALLEE 140

(Street)

BONN 2M 53113

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
T-Mobile US, Inc. [ TMUS ]

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

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/04/2025

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

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

	Form filed by One Reporting Person
X	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 Stock	09/04/2025		S(1)		14,466	D	$251.4693(2)	635,349,338	D
Common Stock	09/04/2025		S(1)		23,461	D	$252.1734(3)	635,325,877	D
Common Stock	09/04/2025		S(1)		16,919	D	$253.3486(4)	635,308,958	D
Common Stock	09/04/2025		S(1)		4,797	D	$254.1549(5)	635,304,161	D
Common Stock	09/04/2025		S(1)		9,500	D	$255.4659(6)	635,294,661	D
Common Stock	09/04/2025		S(1)		697	D	$256.1606(7)	635,293,964	D
Common Stock	09/05/2025		S(1)		21,415	D	$252.3323(8)	635,272,549	D
Common Stock	09/05/2025		S(1)		34,596	D	$252.9039(9)	635,237,953	D
Common Stock	09/05/2025		S(1)		8,012	D	$254.3652(10)	635,229,941	D
Common Stock	09/05/2025		S(1)		3,700	D	$254.8414(11)	635,226,241	D
Common Stock	09/05/2025		S(1)		2,117	D	$255.2908(12)	635,224,124	D
Common Stock	09/08/2025		S(1)		1,000	D	$238.059(13)	635,223,124	D
Common Stock	09/08/2025		S(1)		1,450	D	$238.8048(14)	635,221,674	D
Common Stock	09/08/2025		S(1)		1,400	D	$240.0439(15)	635,220,274	D
Common Stock	09/08/2025		S(1)		1,320	D	$240.9898(16)	635,218,954	D
Common Stock	09/08/2025		S(1)		25,590	D	$242.7614(17)	635,193,364	D
Common Stock	09/08/2025		S(1)		16,256	D	$243.2729(18)	635,177,108	D
Common Stock	09/08/2025		S(1)		10,085	D	$244.2633(19)	635,167,023	D
Common Stock	09/08/2025		S(1)		6,004	D	$245.6673(20)	635,161,019	D
Common Stock	09/08/2025		S(1)		6,135	D	$246.418(21)	635,154,884	D
Common Stock	09/08/2025		S(1)		600	D	$247.1667(22)	635,154,284	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

1. Name and Address of Reporting Person^*

DEUTSCHE TELEKOM AG

(Last) (First) (Middle)

FRIEDRICH-EBERT-ALLEE 140

(Street)

BONN 2M 53113

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

T-Mobile Global Holding GmbH

(Last) (First) (Middle)

LANDGRABENWEG 151

(Street)

BONN 2M 53227

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

T-Mobile Global Zwischenholding GmbH

(Last) (First) (Middle)

FRIEDRICH-EBERT-ALLEE 140

(Street)

BONN 2M 53113

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Deutsche Telekom Holding B.V.

(Last) (First) (Middle)

STATIONSPLEIN 8K

(Street)

MAASTRICHT P7 6221 BT

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The transactions reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted on March 13, 2025.

2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $250.82 to $251.81 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $251.82 to $252.81 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $252.83 to $253.82 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $253.83 to $254.80 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

6. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $254.86 to $255.84 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

7. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $255.90 to $256.69 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

8. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $251.68 to $252.67 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

9. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $252.68 to $253.66 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

10. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $253.69 to $254.68 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

11. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $254.69 to $254.99 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

12. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $255.00 to $255.71 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

13. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $237.54 to $238.46 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

14. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $238.55 to $239.18 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

15. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $239.61 to $240.45 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

16. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $240.63 to $241.46 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

17. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $241.93 to $242.92 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

18. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $242.93 to $243.92 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

19. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $243.93 to $244.92 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

20. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $245.02 to $246.01 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

21. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $246.02 to $246.99 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

22. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $247.13 to $247.23 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Remarks:

Solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder ("Section 16"), each Reporting Person may be deemed to be a director-by-deputization by virtue of the fact that each of Timotheus Hoettges, Chief Executive Officer of DT, Dr. Christian P. Illek, Board Member for Finance of DT, Raphael Kubler, Senior Vice President of the Corporate Operating Office of DT and Managing Director of Deutsche Telekom Holding B.V., Thorsten Langheim, Board Member for USA and Group Development of DT, and Dominique Leroy, Board Member for Europe of DT, serve on the board of directors of the Issuer. In addition, Each of T-Mobile Global Zwischenholding GmbH, T-Mobile Global Holding GmbH and Deutsche Telekom Holding B.V. are wholly-owned subsidiaries of DT. Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Deutsche Telekom disclaims beneficial ownership in any Common Stock held by Project 6 or Project 9 if such Common Stock is not subject to the Proxy Agreement.

	/s/ Christoph Appel Attorney-in-fact	09/08/2025
	/s/ Christoph Appel Attorney-in-fact	09/08/2025
	/s/ Christoph Appel Attorney-in-fact	09/08/2025
	/s/ Christoph Appel Attorney-in-fact	09/08/2025
	** 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 insider activity did Deutsche Telekom report for TMUS on this Form 4?

The filing discloses scheduled sales under a 10b5-1 plan executed September 4–8, 2025 totaling 209,520 shares of TMUS common stock.

Were the TMUS sales executed under a trading plan?

Yes. The transactions were effected pursuant to a 10b5-1 trading plan adopted on March 13, 2025.

Which reporting persons are listed on the Form 4 for TMUS?

The reporting persons are Deutsche Telekom AG, T-Mobile Global Holding GmbH, T-Mobile Global Zwischenholding GmbH, and Deutsche Telekom Holding B.V., each marked as a director and 10% owner.

Did the Form 4 report any derivative transactions for TMUS?

No. Table II shows no derivative securities acquired or disposed of; only non-derivative common stock sales are listed.

What price information is provided for the TMUS sales?

The filing provides weighted-average prices and price ranges for each tranche, with examples spanning approximately $237.54 to $256.69 across different sales.