SCHEDULE 13D/A: SoftBank Group Reduces T-Mobile Stake by $4.8 Billion in Latest SEC Filing
Beneficial Ownership Update
SoftBank Group Corp. and its subsidiaries have filed Amendment No. 17 to their Schedule 13D, disclosing the sale of 21.5 million T-Mobile US, Inc. common shares for approximately $4.8 billion.
Summary
- SoftBank Group Corp. and its wholly-owned subsidiaries (SoftBank Group Capital Limited, Delaware Project 4 L.L.C., Delaware Project 6 L.L.C., and Delaware Project 9 L.L.C.) filed Amendment No. 17 to their Schedule 13D regarding their beneficial ownership in T-Mobile US, Inc.
- On June 17, 2025, Project 9 LLC, a SoftBank subsidiary, sold 21,500,000 shares of T-Mobile Common Stock in an unregistered block sale transaction to an unaffiliated broker-dealer.
- The sale generated net proceeds of approximately $4.8 billion.
- This block sale represents approximately 1.89% of T-Mobile's Common Stock outstanding as of April 17, 2025.
- Following the sale, SoftBank Group Corp. beneficially owns an aggregate of 63,861,065 shares of T-Mobile Common Stock, representing 5.62% of the class.
- Specifically, Delaware Project 4 L.L.C. holds 3,566,400 shares (1%), Delaware Project 6 L.L.C. holds 33,043,108 shares (2.91%), and Delaware Project 9 L.L.C. holds 27,251,557 shares (2.40%).
- The Reporting Persons stated the Block Sale was part of their normal course evaluation of their investment.
Sentiment
Score: 4
Explanation: The sentiment is moderately negative due to a significant reduction in stake by a major shareholder, which can signal a lack of conviction or a strategic shift, potentially impacting investor confidence in T-Mobile's stock.
Positives
- SoftBank Group realized significant net proceeds of approximately $4.8 billion from the sale of T-Mobile shares, enhancing its liquidity.
Negatives
- SoftBank Group has reduced its beneficial ownership in T-Mobile US, Inc. from a previously higher stake, potentially signaling a decreased long-term commitment or a strategic shift away from the investment.
- The sale of a large block of shares (21.5 million shares, or 1.89% of outstanding stock) by a major shareholder could exert downward pressure on T-Mobile's stock price in the short term due to increased supply.
Risks
- The Reporting Persons intend to monitor and evaluate their investment on an ongoing basis, which could imply potential for further sales of T-Mobile shares in the future, creating uncertainty for the stock price.
Future Outlook
Although the Reporting Persons do not have any specific plan or proposal to effect further sales of shares of Common Stock at the time of this filing, they intend to monitor and evaluate their investment on an ongoing basis.
Management Comments
- The Reporting Persons stated that the Block Sale was undertaken as part of their normal course evaluation of their investment.
Industry Context
NA
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Director/Manager | Not specified | Not specified | Not specified | Appendix A-2, Appendix A-3, Appendix A-4 and Appendix A-5 have been amended to reflect a change in directors (or managers, as applicable) of SBGC, Project 6 LLC, Project 4 LLC and Project 9 LLC. |
Legal Proceedings
- None of the Reporting Persons nor, to the best of each Reporting Person's knowledge, any person on Appendix A-1, Appendix A-2, Appendix A-3, Appendix A-4 or Appendix A-5 has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or a party to a civil proceeding of a judicial or administrative body of competent jurisdiction resulting in a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws during the last five years.
Stakeholder Impact
- Shareholders of T-Mobile US, Inc. may react to the news of a significant stake reduction by SoftBank Group, potentially influencing the company's stock price.
- SoftBank Group's financial position is strengthened by the substantial proceeds from the sale.
Next Steps
- The Reporting Persons will continue to monitor and evaluate their investment in T-Mobile US, Inc. on an ongoing basis.
Key Dates
| Date | Description |
|---|---|
| 2020-04-02 | Initial Schedule 13D filed with the U.S. Securities and Exchange Commission. |
| 2020-06-15 | Amendment No. 1 to Schedule 13D filed. |
| 2020-06-25 | Amendment No. 2 to Schedule 13D filed. |
| 2020-06-26 | Amendment No. 3 to Schedule 13D filed. |
| 2020-07-30 | Amendment No. 4 to Schedule 13D filed. |
| 2020-10-06 | Amendment No. 5 to Schedule 13D filed. |
| 2021-09-07 | Amendment No. 6 to Schedule 13D filed. |
| 2021-09-09 | Amendment No. 7 to Schedule 13D filed. |
| 2021-09-16 | Amendment No. 8 to Schedule 13D filed. |
| 2021-09-28 | Amendment No. 9 to Schedule 13D filed. |
| 2022-02-04 | Amendment No. 10 to Schedule 13D filed. |
| 2022-03-29 | Amendment No. 11 to Schedule 13D filed. |
| 2022-04-13 | Amendment No. 12 to Schedule 13D filed. |
| 2023-06-06 | Amendment No. 13 to Schedule 13D filed. |
| 2023-12-26 | Amendment No. 14 to Schedule 13D filed. |
| 2024-06-11 | Amendment No. 15 to Schedule 13D filed. |
| 2024-07-02 | Amendment No. 16 to Schedule 13D filed. |
| 2025-04-17 | Date of T-Mobile's Common Stock outstanding count as reported in its Form 10-Q. |
| 2025-04-24 | Date T-Mobile filed its Quarterly Report on Form 10-Q with the Commission. |
| 2025-06-17 | Date of the Block Sale of 21,500,000 T-Mobile shares by Project 9 LLC. |
| 2025-06-19 | Date of filing of Amendment No. 17 to Schedule 13D. |
Keywords
T-Mobile, SoftBank, Share Sale, SEC Filing, Schedule 13D, Beneficial Ownership, Block Sale, Telecommunications, Investment Management, Equity Disposal
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