SCHEDULE: Deutsche Telekom Adjusts T-Mobile US Stake

Deutsche Telekom and its subsidiaries updated their beneficial ownership in T-Mobile US, Inc., reporting a 56.5% stake amidst significant share sales by SoftBank entities and ongoing planned sales by DT Holding.

Summary

• Deutsche Telekom AG and its subsidiaries (T-Mobile Global Zwischenholding GmbH, T-Mobile Global Holding GmbH, and Deutsche Telekom Holding B.V.) collectively hold 636,411,404 shares of T-Mobile US, Inc. Common Stock.
• This aggregate ownership represents 56.5% of T-Mobile US, Inc.'s outstanding Common Stock as of July 18, 2025.
• The beneficial ownership includes 585,550,339 shares held directly by DT Holding, 32,861,065 shares held by SoftBank's Project 6, and 18,000,000 shares held by SoftBank's Project 9, with the latter two subject to a proxy agreement.
• SoftBank entities, Project 6 and Project 9, reported the sale of 182,043 and 9,251,557 shares, respectively, in an unregistered block sale on August 6, 2025, totaling 9,433,590 shares.
• DT Holding effected sales of 69,840 shares daily under a Rule 10b5-1 trading plan from June 23, 2025, through August 12, 2025, totaling 2,444,400 shares.
• The weighted average price per share for DT Holding's sales ranged from $225.6001 to $251.0645 during this period.

Sentiment

Score: 4

Explanation: The filing indicates a reduction in beneficial ownership by key shareholders, including a large block sale by SoftBank entities and ongoing sales by Deutsche Telekom's subsidiary, which could be perceived negatively by the market. However, Deutsche Telekom retains majority control, and its sales are part of a pre-planned trading strategy, mitigating some negative impact.

Positives

• Deutsche Telekom and its subsidiaries maintain a majority beneficial ownership stake of 56.5% in T-Mobile US, Inc., indicating continued strategic control.
• Sales by DT Holding are conducted under a Rule 10b5-1 trading plan, suggesting a structured and pre-planned approach rather than an abrupt divestment.

Negatives

• SoftBank entities (Project 6 and Project 9) executed a significant unregistered block sale of 9,433,590 shares of T-Mobile US Common Stock on August 6, 2025.
• Deutsche Telekom's subsidiary, DT Holding, has been consistently selling shares, totaling 2,444,400 shares over the past 60 days, which reduces their overall stake in T-Mobile US.

Risks

• Ongoing share sales by major beneficial owners, including SoftBank entities and Deutsche Telekom's subsidiary, could exert downward pressure on T-Mobile US's stock price.
• A gradual reduction in Deutsche Telekom's beneficial ownership, even if planned, may lead to concerns about long-term strategic commitment or control.

Future Outlook

NA

Industry Context

This filing primarily concerns changes in major shareholder ownership and does not provide specific insights into broader telecommunications industry trends or competitive dynamics.

Stakeholder Impact

• Shareholders may react negatively to the significant share sales by major beneficial owners, potentially leading to downward pressure on the stock price due to perceived reduced confidence or increased supply.
• No direct impact on employees, customers, suppliers, or creditors is indicated by this ownership disclosure.

Next Steps

• Deutsche Telekom Holding B.V. is expected to continue sales under its Rule 10b5-1 trading plan, as indicated by the ongoing nature of the reported transactions.

Key Dates

Recommendation

Significant share sales by major beneficial owners (SoftBank entities and Deutsche Telekom's subsidiary) could signal reduced confidence or strategic portfolio adjustments, warranting caution. However, Deutsche Telekom retains majority control, and its sales are part of a pre-planned trading strategy, which mitigates some negative impact. An investor should hold and monitor further developments rather than immediately buy or sell based solely on this ownership update.

Keywords

T-Mobile US, Deutsche Telekom, TMUS, Schedule 13D, Beneficial Ownership, Share Sales, SoftBank, Telecommunications, Wireless Carrier