Insider sales: Deutsche Telekom affiliates dispose of 209,520 TMUS shares

Rhea-AI Filing Summary

Deutsche Telekom and related entities reported scheduled sales of T-Mobile US (TMUS) common stock under a 10b5-1 plan adopted March 13, 2025. Between August 18 and August 20, 2025, the reporting persons disposed of a total of 209,520 shares in multiple transactions at weighted-average prices ranging approximately from $254.04 to $261.42 per share.

The sellers are Deutsche Telekom AG and several wholly-owned subsidiaries, each identified as a director and a >10% owner of TMUS. The filings show only non-derivative sales; no acquisitions or derivative transactions were reported. The report includes standard disclaimers of beneficial ownership and notes that the sales were executed pursuant to the adopted trading plan.

Positive

• Sales executed under a documented 10b5-1 trading plan, indicating pre-established, non-reactive disposition
• Full disclosure of weighted-average price ranges and total shares sold across transaction dates
• Multiple reporting entities and director status disclosed, improving transparency about beneficial ownership structure
• No derivative transactions reported; only non-derivative common stock sales

Negative

• Insider sales totaling 209,520 shares may be viewed negatively by some investors despite being plan-driven

Insights

Financial Analyst

TL;DR Insider sales of 209,520 TMUS shares were executed under a pre-established 10b5-1 plan; transaction size is small relative to total outstanding shares.

The disclosure documents routine, pre-planned disposals by Deutsche Telekom and affiliates totaling 209,520 shares executed across August 18-20, 2025 at weighted-average prices in the ~$254–$261 range. Reported post-transaction beneficial ownership figures remain around 636 million shares, indicating these trades represent a de minimis portion of disclosed holdings. No derivatives or purchases were reported. For investors, this appears to be orderly, plan-driven liquidity rather than a reactive insider sale.

Corporate Governance Expert

TL;DR Disclosure complies with Section 16 and documents the use of a 10b5-1 trading plan; multiple reporting entities and proxy disclaimers are noted.

The Form 4 identifies Deutsche Telekom AG and several subsidiaries as reporting persons and confirms the trades were effected under a 10b5-1 plan adopted March 13, 2025. Signatures are by attorney-in-fact. The filing includes customary disclaimers regarding beneficial ownership and proxy arrangements. From a governance standpoint, the report meets typical transparency expectations for scheduled sales by a large shareholder and director designees.

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)
08/18/2025

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	08/18/2025		S(1)		8,441	D	$254.834(2)	636,193,443	D
Common Stock	08/18/2025		S(1)		49,583	D	$255.383(3)	636,143,860	D
Common Stock	08/18/2025		S(1)		11,816	D	$256.2404(4)	636,132,044	D
Common Stock	08/19/2025		S(1)		6,820	D	$254.8557(5)	636,125,224	D
Common Stock	08/19/2025		S(1)		6,934	D	$255.6816(6)	636,118,290	D
Common Stock	08/19/2025		S(1)		12,400	D	$256.7148(7)	636,105,890	D
Common Stock	08/19/2025		S(1)		39,676	D	$257.9662(8)	636,066,214	D
Common Stock	08/19/2025		S(1)		4,010	D	$258.2931(9)	636,062,204	D
Common Stock	08/20/2025		S(1)		35,193	D	$259.2901(10)	636,027,011	D
Common Stock	08/20/2025		S(1)		26,505	D	$260.2898(11)	636,000,506	D
Common Stock	08/20/2025		S(1)		8,142	D	$261.0203(12)	635,992,364	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 $254.04 to $255.03 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 $255.04 to $256.03 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 $256.04 to $256.65 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 $254.20 to $255.19 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 $255.22 to $256.21 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 $256.23 to $257.17 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 $257.24 to $258.23 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.

9. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $258.24 to $258.43 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 $258.82 to $259.81 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.

11. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $259.82 to $260.80 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.

12. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $260.82 to $261.42 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	08/20/2025
	/s/ Christoph Appel Attorney-in-fact	08/20/2025
	/s/ Christoph Appel Attorney-in-fact	08/20/2025
	/s/ Christoph Appel Attorney-in-fact	08/20/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Deutsche Telekom report selling in the TMUS Form 4?

The reporting persons sold a total of 209,520 shares of T-Mobile US common stock in multiple transactions from August 18 to August 20, 2025.

Were the TMUS sales part of a 10b5-1 trading plan?

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

What price range were the TMUS shares sold at?

Reported weighted-average prices span approximately $254.04 to $261.42 per share, with per-tranche weighted-average figures disclosed in the filing.

Which entities filed the Form 4 for TMUS?

The filing lists Deutsche Telekom AG and several wholly-owned subsidiaries (T-Mobile Global Holding GmbH, T-Mobile Global Zwischenholding GmbH, Deutsche Telekom Holding B.V.) as reporting persons.

Did the Form 4 report any derivative transactions or acquisitions?

No. Table II (derivatives) contains no reported transactions; only non-derivative common stock sales were reported.