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Andre Almeida Awarded 14,208 Performance RSUs at T-Mobile (TMUSZ)

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Andre Almeida, an officer of T-Mobile US, Inc., reported an award of 14,208 performance-based restricted stock units (PRSUs) on 09/19/2025 at a $0 per-unit price. The filing states these PRSUs represent the minimum award equal to 80% of the target grant. The PRSUs are scheduled to vest in full on April 1, 2028, and additional restricted stock units may be earned depending on achievement of specified performance metrics under the issuer's 2023 Incentive Award Plan. After the reported transaction, the filing lists 26,464.85 shares as the amount of securities beneficially owned following the transaction.

Positive

  • Long-term alignment: PRSUs vest in full on April 1, 2028, promoting retention and multi-year performance focus
  • No cash proceeds: Transaction recorded at $0, indicating an equity award rather than a cash purchase

Negative

  • Limited disclosure: Filing does not specify the target grant amount, performance metrics, or maximum potential payout, restricting investor assessment
  • Unclear dilution impact: Post-transaction ownership is shown, but absence of total outstanding shares prevents evaluating dilution significance

Insights

TL;DR: Award aligns senior executive compensation with multi-year performance metrics and includes time-based vesting.

The reported grant of 14,208 PRSUs to an executive with full vesting only on April 1, 2028 indicates a multi-year retention and performance alignment feature. The filing explicitly states the award equals 80% of target and that additional units depend on performance metrics under the 2023 Incentive Award Plan. For governance assessment, this structure can reinforce long-term alignment between management and shareholders, but the filing does not disclose target award size, specific performance metrics, or potential maximum payout, limiting assessment of incentive strength.

TL;DR: Routine Section 16 disclosure of equity compensation; not immediately dilutive and no cash proceeds reported.

The Form 4 reports a non-cash award (transaction code A) priced at $0, consistent with issuance of restricted stock units rather than open-market purchases. The filing shows post-transaction beneficial ownership of 26,464.85 shares, but contains no information about outstanding share count or potential dilution percentage. The absence of exercise prices, payouts, or accelerated vesting provisions in the filing limits quantification of future dilution or expense impact.

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*
Almeida Andre

(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)
Pres., Gr & Emerg Businesses
3. Date of Earliest Transaction (Month/Day/Year)
09/19/2025
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 09/19/2025 A 14,208(1) A $0 26,464.85 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 the minimum number of performance-based restricted stock units (PRSUs) awarded to the reporting person under the issuer's 2023 Incentive Award Plan (the Plan), which is equal to 80% of the target grant. The PRSUs will vest in full on April 1, 2028, and additional restricted stock units may be earned based on the achievement of certain performance metrics subject to the terms of the Plan and such award.
Remarks:
/s/ Frederick Williams, Attorney-in-Fact 09/23/2025
** 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.

FAQ

Who filed this Form 4 for TMUSZ and what is their role?

Andre Almeida, listed as President, Growth & Emerging Businesses, filed the Form 4 as an officer of T-Mobile US, Inc.

What security and how many units were reported on the Form 4?

The filing reports an award of 14,208 performance-based restricted stock units (PRSUs) in Common Stock on 09/19/2025.

What vesting or performance conditions are disclosed?

The PRSUs will vest in full on April 1, 2028, and additional restricted stock units may be earned based on performance metrics under the 2023 Incentive Award Plan.

Was there any cash paid in connection with the transaction?

No cash was reported; the transaction price is listed as $0, indicating an equity award rather than a purchase.

How many shares does the reporting person beneficially own after the transaction?

The filing lists 26,464.85 shares as the amount of securities beneficially owned following the reported transaction.
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