T-Mobile US (TMUS) CFO reports RSU grants and tax share withholdings

Rhea-AI Filing Summary

T-Mobile US Chief Financial Officer Peter Osvaldik reported equity award activity and related tax withholding transactions in T-Mobile US, Inc. common stock. He acquired 19,086 restricted stock units under the 2023 Incentive Award Plan, vesting in three equal parts on February 15, 2027, 2028, and 2029, and 12,287 performance-based restricted stock units earned under the 2013 Omnibus Incentive Plan based on relative total shareholder return for the three-year period ending February 15, 2026. To cover tax obligations on the vesting of these awards, 8,075.016 shares and 4,834.935 shares were disposed of through share withholding at $219.50 per share, which the filing notes were not open market transactions. Following these transactions, Osvaldik directly held 78,572.664 shares of T-Mobile common stock.

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

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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^*

Osvaldik Peter

(Last) (First) (Middle)

C/O T-MOBILE US, INC.

12920 SE 38TH STREET

(Street)

BELLEVUE WA 98006

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

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
Common Stock	02/15/2026		A		19,086(1)	A	$0	79,195.615	D
Common Stock	02/15/2026		F		8,075.016(2)	D	$219.5	71,120.599	D
Common Stock	02/15/2026		A		12,287(3)	A	$0	83,407.599	D
Common Stock	02/15/2026		F		4,834.935(4)	D	$219.5	78,572.664	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

Explanation of Responses:

1. Represents restricted stock units granted under the issuer's 2023 Incentive Award Plan, (the "Plan"); one-third of the units vest on each of February 15, 2027, February 15, 2028 and February 15, 2029, subject to the terms of the Plan and related award agreement.

2. Represents shares withheld for payment of taxes on vesting of restricted stock units; not an open market transaction.

3. Represents performance-based restricted stock units earned under the issuer's 2013 Omnibus Incentive Plan that vested on February 15, 2026 based on the Company's relative total shareholder return during the three-year period ending February 15, 2026.

4. Represents shares withheld for payment of taxes on vesting of performance-based restricted stock units; not an open market transaction.

Remarks:

	/s/ Frederick Williams, Attorney-in-Fact	02/18/2026
	** 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 insider transactions did TMUS CFO Peter Osvaldik report on this Form 4?

Peter Osvaldik reported equity grants and tax-withholding dispositions in T-Mobile US common stock. He received new restricted stock units and performance-based units, and had shares withheld to pay taxes when certain units vested, rather than executing open market sales or purchases.

How many T-Mobile (TMUS) restricted stock units were granted to the CFO?

The CFO was granted 19,086 restricted stock units under the 2023 Incentive Award Plan and 12,287 performance-based restricted stock units earned under the 2013 Omnibus Incentive Plan, all referenced as common stock units, subject to the specific vesting schedules and plan terms described in the filing’s footnotes.

What are the vesting terms of the new TMUS restricted stock units granted to the CFO?

The 19,086 restricted stock units vest in three equal installments on February 15, 2027, February 15, 2028, and February 15, 2029. Vesting is subject to the terms of T-Mobile’s 2023 Incentive Award Plan and the related award agreement governing these equity-based compensation grants.

How were the TMUS performance-based restricted stock units for the CFO determined?

The 12,287 performance-based restricted stock units represent awards earned under T-Mobile’s 2013 Omnibus Incentive Plan. They vested on February 15, 2026, based on the company’s relative total shareholder return over the three-year performance period ending February 15, 2026, as detailed in the filing footnotes.

Were any of the TMUS shares in this Form 4 sold on the open market?

The filing states that shares associated with codes marked F were withheld for payment of taxes on vesting restricted stock units and performance-based units. It explicitly notes these are not open market transactions, distinguishing them from discretionary market sales or purchases of T-Mobile shares.

How many TMUS shares were withheld to cover the CFO’s tax obligations?

The company withheld 8,075.016 shares and 4,834.935 shares of T-Mobile common stock to cover taxes on vested restricted and performance-based units. The withholding price referenced is $219.50 per share, and these actions are described as tax-related dispositions rather than open market trades.

What is the TMUS CFO’s direct share ownership after these transactions?

After the reported grants and tax-withholding share dispositions, the Form 4 shows Peter Osvaldik directly owning 78,572.664 shares of T-Mobile US common stock. This total reflects his direct holdings immediately following the last transaction reported within the filing’s transaction table for this reporting date.