Form 4: AT&T Director Michael McCallister Reports Acquisition of Deferred Stock Units

AT&T Director Michael B. McCallister reported the acquisition of 7,913.6691 deferred stock units, increasing his total beneficial ownership of such units to 149,613.4407, as part of the company's Non-Employee Director Stock and Deferral Plan.

Summary

• Michael B. McCallister, a Director of AT&T Inc., reported changes in his beneficial ownership of company securities.
• On May 30, 2025, Mr. McCallister acquired 7,913.6691 Deferred Stock Units (DSUs) through the AT&T Inc. Non-Employee Director Stock and Deferral Plan.
• Each DSU is equivalent to one share of AT&T common stock and will be paid out in cash equal to the value of one share of AT&T common stock at times elected by the director after he ceases to be a director.
• The price of the derivative security (DSU) for this acquisition was $27.8.
• Following this transaction, Mr. McCallister beneficially owns a total of 149,613.4407 Deferred Stock Units.
• Additionally, the filing indicates existing indirect beneficial ownership of 62,076 shares of Common Stock via a Family Trust and 7,000 shares of Common Stock via another Trust.

Sentiment

Score: 7

Explanation: The filing reports a routine acquisition of deferred stock units by a director as part of a compensation plan, which is a neutral to slightly positive event as it aligns management's interests with shareholders.

Positives

• The acquisition of Deferred Stock Units aligns the director's long-term interests with those of the shareholders, as the value of these units is tied to the company's stock performance.
• The transaction is part of a pre-established Non-Employee Director Stock and Deferral Plan, indicating a structured and transparent approach to director compensation.

Future Outlook

The Deferred Stock Units acquired are part of a long-term incentive plan, with payout occurring in cash equal to the value of one share of AT&T common stock after the reporting person ceases to be a director, aligning future interests.

Management Comments

• "Deferred stock units acquired pursuant to the AT&T Inc. Non-Employee Director Stock and Deferral Plan. After the reporting person ceases to be a director, each unit is paid out in cash equal to the value of one share of AT&T common stock at times elected by the director."

Industry Context

The practice of compensating non-employee directors with equity-based awards like Deferred Stock Units is a common and widely accepted standard across large, publicly traded corporations, particularly within the telecommunications sector, to align the interests of the board with long-term shareholder value.

Comparison to Industry Standards

• This type of equity-based compensation for non-employee directors is standard practice across major telecommunications companies such as Verizon (VZ) and T-Mobile (TMUS), as well as other large-cap companies across various industries. It serves to align director incentives with long-term shareholder returns, a common corporate governance benchmark.

Corporate Governance

Related Party Transactions

• The acquisition of Deferred Stock Units by a director from the company constitutes a related party transaction, which is a standard component of director compensation plans.

Stakeholder Impact

• Shareholders: The transaction aligns the director's financial interests more closely with the long-term performance of the company's stock, potentially benefiting shareholders.
• Employees, Customers, Suppliers, Creditors: No direct impact from this specific insider transaction filing.

Next Steps

• The Deferred Stock Units will be paid out in cash upon the director ceasing to be a director, at times elected by the director.

Key Dates

Recommendation

Keywords

AT&T, T, SEC Form 4, Insider Transaction, Beneficial Ownership, Deferred Stock Units, Director Compensation, Michael B. McCallister, Corporate Governance