Issuer Free Writing Prospectus filed pursuant to Rule 433

supplementing the Preliminary Prospectus Supplement dated January 11, 2021

Registration No. 333-249079

Pricing Term Sheet

T-MOBILE USA, INC.

$3,000,000,000

$1,000,000,000 2.250% Senior Notes due 2026

$1,000,000,000 2.625% Senior Notes due 2029

$1,000,000,000 2.875% Senior Notes due 2031

Pricing Supplement, dated January 11, 2021, to Preliminary Prospectus Supplement, dated January 11, 2021 (the “Preliminary Prospectus Supplement”), of T-Mobile USA, Inc. This Pricing Supplement is qualified in its entirety by reference to the Preliminary Prospectus Supplement. The information in this Pricing Supplement supplements the Preliminary Prospectus Supplement and supersedes the information in the Preliminary Prospectus Supplement only to the extent it is inconsistent with the information in the Preliminary Prospectus Supplement. Capitalized terms used in this Pricing Supplement but not defined herein have the meanings given them in the Preliminary Prospectus Supplement.

Terms Applicable to 2.250% Senior Notes due 2026
Issuer	T-Mobile USA, Inc.

Title of Security	2.250% Senior Notes due 2026 (the “2026 notes”)

Aggregate Principal Amount	$1,000,000,000

Maturity	February 15, 2026

Coupon	2.250%

Public Offering Price	100.000% of principal amount, plus accrued interest from January 14, 2021

Yield to Maturity	2.250%

Spread to Treasury	+ 175 bps

Benchmark	UST 0.375% due December 15, 2025

Gross Proceeds Before Expenses	$1,000,000,000

Net Proceeds Before Expenses	$995,000,000

Optional Redemption	On or after the following dates at the following redemption prices plus accrued and unpaid interest, if any, to, but not including, the redemption date:

	Year	Percentage
	February 15, 2023	101.125%
	February 15, 2024	100.563%
	February 15, 2025 and thereafter	100.000%

Make-whole call	Prior to February 15, 2023 at a discount rate of Treasury plus 50 bps

Optional redemption with equity proceeds	At any time prior to February 15, 2023, up to 40% of the 2026 notes may be redeemed at 102.250% plus accrued and unpaid interest, if any, to, but not including, the redemption date

Change of Control Triggering Event	101%, plus accrued and unpaid interest, if any, to, but not including, the repurchase date

CUSIP/ISIN Numbers	CUSIP: 87264A BR5 ISIN: US87264ABR59

Terms Applicable to 2.625% Senior Notes due 2029
Issuer	T-Mobile USA, Inc.

Title of Security	2.625% Senior Notes due 2029 (the “2029 notes”)

Aggregate Principal Amount	$1,000,000,000

Maturity	February 15, 2029

Coupon	2.625%

Public Offering Price	100.000% of principal amount, plus accrued interest from January 14, 2021

Yield to Maturity	2.625%

Spread to Treasury	+ 168 bps

Benchmark	UST 2.625% due February 15, 2029

Gross Proceeds Before Expenses	$1,000,000,000

Net Proceeds Before Expenses	$995,000,000

Optional Redemption	On or after the following dates at the following redemption prices plus accrued and unpaid interest, if any, to, but not including, the redemption date:

	Year	Percentage
	February 15, 2024	101.313%
	February 15, 2025	100.656%
	February 15, 2026 and thereafter	100.000%

Make-whole call	Prior to February 15, 2024 at a discount rate of Treasury plus 50 bps

Optional redemption with equity proceeds	At any time prior to February 15, 2024, up to 40% of the 2029 notes may be redeemed at 102.625% plus accrued and unpaid interest, if any, to, but not including, the redemption date

Change of Control Triggering Event	101%, plus accrued and unpaid interest, if any, to, but not including, the repurchase date

CUSIP/ISIN Numbers	CUSIP: 87264A BS3 ISIN: US87264ABS33

Terms Applicable to 2.875% Senior Notes due 2031
Issuer	T-Mobile USA, Inc.

Title of Security	2.875% Senior Notes due 2031 (the “2031 notes”)

Aggregate Principal Amount	$1,000,000,000

Maturity	February 15, 2031

Coupon	2.875%

Public Offering Price	100.000% of principal amount, plus accrued interest from January 14, 2021

Yield to Maturity	2.875%

Spread to Treasury	+ 174 bps

Benchmark	UST 0.875% due November 15, 2030

Gross Proceeds Before Expenses	$1,000,000,000

Net Proceeds Before Expenses	$995,000,000

Optional Redemption	On or after the following dates at the following redemption prices plus accrued and unpaid interest, if any, to, but not including, the redemption date:

	Year	Percentage
	February 15, 2026	101.438%
	February 15, 2027	100.958%
	February 15, 2028	100.479%
	February 15, 2029 and thereafter	100.000%

Make-whole call	Prior to February 15, 2026 at a discount rate of Treasury plus 50 bps

Optional redemption with equity proceeds	At any time prior to February 15, 2024, up to 40% of the 2031 notes may be redeemed at 102.875% plus accrued and unpaid interest, if any, to, but not including, the redemption date

Change of Control Triggering Event	101%, plus accrued and unpaid interest, if any, to, but not including, the repurchase date

CUSIP/ISIN Numbers	CUSIP: 87264A BT1 ISIN: US87264ABT16

Terms Applicable to All Notes
Interest Payment Dates	February 15 and August 15. The first interest payment date will be August 15, 2021

Record Dates	February 1 and August 1

Trade Date	January 11, 2021

Settlement Date	T+3 (January 14, 2021). Under Rule 15c6-1 under the Exchange Act, trades in the secondary market generally are required to settle in two business days unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes on the date of pricing will be required, by virtue of the fact that the notes initially will settle in T+3, to specify an alternative settlement cycle at the time of any such trade to prevent failed settlement and should consult their own advisors.

Denominations	$2,000 and integral multiples of $1,000

Form of Offering	SEC Registered (Registration No. 333-249079)

Joint Book-Running Managers	Deutsche Bank Securities Inc. Citigroup Global Markets Inc. Credit Suisse Securities (USA) LLC Goldman Sachs & Co. LLC Barclays Capital Inc. J.P. Morgan Securities LLC Morgan Stanley & Co. LLC RBC Capital Markets, LLC

Co-Managers	Academy Securities, Inc. C.L. King & Associates, Inc. Great Pacific Securities Mischler Financial Group, Inc.

Other Changes to the Preliminary Prospectus Supplement:	The offering size contemplated by the Preliminary Prospectus Supplement shall be increased by $1,000,000,000 from $2,000,000,000 to $3,000,000,000 (the “Offering Upsize”). The sources and uses of funds, capitalization table, and other information in the Preliminary Prospectus Supplement will be deemed to have changed to reflect the amount of the Offering Upsize and the use of proceeds therefrom.

The Issuer has filed a registration statement (Registration No. 333-249079) (including a Preliminary Prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the Preliminary Prospectus in that registration statement, the related Preliminary Prospectus Supplement and other documents the Issuer has filed with the SEC, including those incorporated by reference into the Preliminary Prospectus and Preliminary Prospectus Supplement, for more complete information about the Issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Issuer, the underwriters or any dealer participating in the offering will arrange to send you the Preliminary Prospectus and related Preliminary Prospectus Supplement if you request it by contacting Deutsche Bank Securities Inc. at Deutsche Bank Securities Inc., Attention: Prospectus Group, 60 Wall Street, New York, New York 10005-2836, by telephone at +1 (800) 503-4611 or by email at prospectus.cpdg@db.com.

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