Form 4: Deutsche Telekom Subsidiaries Divest Over 200,000 T-Mobile Shares Under Pre-Arranged Trading Plan

Deutsche Telekom AG and its wholly-owned subsidiaries, including T-Mobile Global Holding GmbH, T-Mobile Global Zwischenholding GmbH, and Deutsche Telekom Holding B.V., reported the sale of 209,520 shares of T-Mobile US, Inc. common stock between June 23 and June 25, 2025, pursuant to a Rule 10b5-1 trading plan.

Summary

• Deutsche Telekom AG and its subsidiaries (T-Mobile Global Holding GmbH, T-Mobile Global Zwischenholding GmbH, and Deutsche Telekom Holding B.V.) collectively sold 209,520 shares of T-Mobile US, Inc. common stock.
• The sales occurred over three trading days: June 23, 2025, June 24, 2025, and June 25, 2025.
• All transactions were executed under a pre-arranged Rule 10b5-1 trading plan adopted on March 13, 2025.
• The shares were sold at weighted average prices ranging from approximately $223.17 to $230.93 per share.
• Following these transactions, the reporting persons' direct beneficial ownership stands at 648,149,724 shares of T-Mobile US, Inc. common stock.
• The reporting persons are classified as both Directors (by deputization) and 10% Owners of T-Mobile US, Inc.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to a significant shareholder reducing their stake, although the pre-planned nature (10b5-1) mitigates some of the negative implications, suggesting a strategic portfolio adjustment rather than a reaction to adverse company news.

Negatives

• The sale of 209,520 shares by a significant 10% owner and director could be perceived as a reduction in the major shareholder's stake, potentially signaling a belief that the stock is fully valued or a strategic rebalancing away from T-Mobile.

Risks

• The reduction in shareholding by a major strategic investor like Deutsche Telekom could, over time, reduce their vested interest in the long-term performance and strategic direction of T-Mobile US, Inc.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding T-Mobile US, Inc.'s future performance or strategic direction.

Management Comments

• The transactions reported were effected pursuant to a Rule 10b5-1 trading plan adopted on March 13, 2025.
• The reported prices are weighted average prices, and the holder undertakes to provide full information regarding the number of shares sold at each separate price within the stated ranges upon written request.
• Each Reporting Person (Deutsche Telekom AG and its subsidiaries) may be deemed a 'director-by-deputization' for Section 16 purposes due to several DT executives serving on the Issuer's board of directors.
• Each Reporting Person disclaims beneficial ownership in the securities reported except to the extent of its pecuniary interest, if any, and this report is not an admission of beneficial ownership for Section 16 or any other purpose.

Industry Context

T-Mobile US, Inc. is a major player in the highly competitive U.S. telecommunications industry, known for its aggressive marketing and network expansion. This filing reflects a routine, pre-planned share disposition by its largest shareholder, Deutsche Telekom, which is a global telecommunications giant. Such sales are typically part of a larger portfolio management strategy by the parent company and do not necessarily reflect on T-Mobile's operational performance or competitive standing within the industry.

Corporate Governance

Related Party Transactions

• The reported sales of T-Mobile US, Inc. common stock by Deutsche Telekom AG and its wholly-owned subsidiaries constitute related party transactions, as Deutsche Telekom is a 10% owner and has representatives on T-Mobile's board of directors.

Stakeholder Impact

• Shareholders: The sale of a significant number of shares by a major shareholder could lead to concerns about the long-term commitment of Deutsche Telekom or signal a perceived valuation ceiling, potentially influencing investor sentiment and share price.

Key Dates

Keywords

T-Mobile US, Deutsche Telekom, TMUS, SEC Form 4, Insider Trading, Share Sale, 10b5-1 Plan, Beneficial Ownership, Telecommunications, Wireless Carrier