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Form 4: Deutsche Telekom Trims TMUS Stake, Retains 646.8M Shares

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Deutsche Telekom AG and its wholly owned units T-Mobile Global Zwischenholding GmbH, T-Mobile Global Holding GmbH and Deutsche Telekom Holding B.V.—each a 10 % owner and director-by-deputization of T-Mobile US (TMUS)—filed Form 4 disclosing open-market sales executed 22-24 Jul 2025 under a Rule 10b5-1 plan adopted 13 Mar 2025.

The group sold 209,520 common shares in 17 separate trades priced between $231.62 and $251.29. Following the transactions, direct ownership declined from 646,962,444 to 646,752,924 shares, a reduction of roughly 0.03 %. No derivative trades were reported and the entities remain well above the 10 % ownership threshold.

The filing reflects modest, pre-scheduled profit-taking by the controlling shareholder and does not materially affect its strategic stake or governance influence.

Positive

  • None.

Negative

  • Controlling shareholder sold 209,520 TMUS shares at $231–$251, trimming its position and potentially adding short-term supply pressure.

Insights

TL;DR: 10 % owner Deutsche Telekom sold ~0.03 % of its TMUS stake; small but potentially sentiment-negative insider supply.

Context. Deutsche Telekom controls a majority of TMUS shares. While 209,520 shares is immaterial relative to its 646.8 million-share holding, any insider sale by a controlling shareholder draws attention.

Details. Sales occurred over three days at $231–$251, indicating price discipline and orderly execution through a pre-arranged 10b5-1 plan, reducing information-risk claims. No options were exercised and no hedging instruments disclosed.

Implications. The tiny percentage sold limits dilution risk, yet added float could create marginal near-term supply pressure. Investors may monitor if sales persist in future filings. Overall impact: modestly negative for sentiment, not for fundamentals.

Insider DEUTSCHE TELEKOM AG, T-Mobile Global Holding GmbH, T-Mobile Global Zwischenholding GmbH, Deutsche Telekom Holding B.V.
Role Director, 10% Owner | Director, 10% Owner | Director, 10% Owner | Director, 10% Owner
Sold 209,520 shs ($49.91M)
Type Security Shares Price Value
Sale Common Stock 300 $244.2267 $73K
Sale Common Stock 100 $245.66 $25K
Sale Common Stock 30,325 $247.4818 $7.50M
Sale Common Stock 16,732 $248.3427 $4.16M
Sale Common Stock 17,525 $249.3188 $4.37M
Sale Common Stock 3,936 $250.2747 $985K
Sale Common Stock 922 $251.2909 $232K
Sale Common Stock 25,388 $231.6154 $5.88M
Sale Common Stock 19,405 $232.5182 $4.51M
Sale Common Stock 21,396 $233.6866 $5.00M
Sale Common Stock 3,651 $234.1021 $855K
Sale Common Stock 57,513 $233.2756 $13.42M
Sale Common Stock 5,202 $234.3618 $1.22M
Sale Common Stock 3,810 $235.189 $896K
Sale Common Stock 1,965 $236.4634 $465K
Sale Common Stock 1,099 $237.2474 $261K
Sale Common Stock 251 $237.9958 $60K
Holdings After Transaction: Common Stock — 646,822,464 shares (Direct)
Footnotes (1)
  1. The transactions reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted on March 13, 2025. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $232.82 to $233.80 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $233.82 to $234.81 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $234.82 to $235.69 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $235.88 to $236.85 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $236.90 to $237.67 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $237.94 to $238.08 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $230.92 to $231.96 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $231.97 to $232.96 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $232.97 to $233.94 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $233.98 to $234.24 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $244.06 to $244.51 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $246.89 to $247.87 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $247.89 to $248.88 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $248.89 to $249.88 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $249.90 to $250.85 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $250.92 to $251.49 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.
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).
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)
07/22/2025
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 07/22/2025 S(1) 57,513 D $233.2756(2) 646,904,931 D
Common Stock 07/22/2025 S(1) 5,202 D $234.3618(3) 646,899,729 D
Common Stock 07/22/2025 S(1) 3,810 D $235.189(4) 646,895,919 D
Common Stock 07/22/2025 S(1) 1,965 D $236.4634(5) 646,893,954 D
Common Stock 07/22/2025 S(1) 1,099 D $237.2474(6) 646,892,855 D
Common Stock 07/22/2025 S(1) 251 D $237.9958(7) 646,892,604 D
Common Stock 07/23/2025 S(1) 25,388 D $231.6154(8) 646,867,216 D
Common Stock 07/23/2025 S(1) 19,405 D $232.5182(9) 646,847,811 D
Common Stock 07/23/2025 S(1) 21,396 D $233.6866(10) 646,826,415 D
Common Stock 07/23/2025 S(1) 3,651 D $234.1021(11) 646,822,764 D
Common Stock 07/24/2025 S(1) 300 D $244.2267(12) 646,822,464 D
Common Stock 07/24/2025 S(1) 100 D $245.66 646,822,364 D
Common Stock 07/24/2025 S(1) 30,325 D $247.4818(13) 646,792,039 D
Common Stock 07/24/2025 S(1) 16,732 D $248.3427(14) 646,775,307 D
Common Stock 07/24/2025 S(1) 17,525 D $249.3188(15) 646,757,782 D
Common Stock 07/24/2025 S(1) 3,936 D $250.2747(16) 646,753,846 D
Common Stock 07/24/2025 S(1) 922 D $251.2909(17) 646,752,924 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 $232.82 to $233.80 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.
3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $233.82 to $234.81 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 $234.82 to $235.69 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.
5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $235.88 to $236.85 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 $236.90 to $237.67 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.
7. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $237.94 to $238.08 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 $230.92 to $231.96 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 $231.97 to $232.96 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 $232.97 to $233.94 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 $233.98 to $234.24 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 $244.06 to $244.51 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 $246.89 to $247.87 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 $247.89 to $248.88 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 $248.89 to $249.88 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 $249.90 to $250.85 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 $250.92 to $251.49 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 07/24/2025
/s/ Christoph Appel Attorney-in-fact 07/24/2025
/s/ Christoph Appel Attorney-in-fact 07/24/2025
/s/ Christoph Appel Attorney-in-fact 07/24/2025
** 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.
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.

Source: View Original Filing on SEC EDGAR

FAQ

How many TMUS shares did Deutsche Telekom sell in July 2025?

The Form 4 reports 209,520 common shares sold on 22-24 July 2025.

What price range were the TMUS shares sold at?

Sales were executed between $231.62 and $251.29 per share.

Does Deutsche Telekom remain a 10% owner of TMUS after the sale?

Yes. Post-sale holdings of 646,752,924 shares keep Deutsche Telekom well above the 10 % ownership threshold.

Were the transactions under a 10b5-1 trading plan?

Yes. The filing states the sales were made pursuant to a Rule 10b5-1 plan adopted on 13 Mar 2025.

Did the Form 4 disclose any derivative security activity?

No derivative securities were acquired or disposed of in this filing.