| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
T-Mobile US, Inc. [ TMUS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/13/2020 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 07/13/2020 | M | 300(1) | A | $103 | 13,724 | I | By Safari LLC(2) | ||
| Common Stock | 07/14/2020 | M | 200(1) | A | $103 | 8,200 | I | By Datar Investment LLC(3) | ||
| Common Stock | 15,989 | D | ||||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Subscription Rights (right to buy)(4) | $103 | 07/13/2020 | S | 8,593 | (5) | (6) | Common Stock | 8,593 | $0.1715(7) | 5,000 | D | ||||
| Subscription Rights (right to buy)(4) | $103 | 07/13/2020 | S | 7,424 | (5) | (6) | Common Stock | 7,424 | $0.179 | 6,000 | I | Safari Investment LLC | |||
| Subscription Rights (right to buy)(4) | $103 | 07/13/2020 | X | 6,000 | (5) | (6) | Common Stock | 6,000 | $103 | 0 | I | Safari Investment LLC | |||
| Subscription Rights (right to buy)(4) | $103 | 07/14/2020 | S | 4,000 | (5) | (6) | Common Stock | 4,000 | $0.185 | 4,000 | I | Datar Investment LLC | |||
| Subscription Rights (right to buy) | $103 | 07/14/2020 | X | 4,000 | (5) | (6) | Common Stock | 4,000 | $103 | 0 | I | Datar Investment LLC | |||
| Explanation of Responses: |
| 1. Shares acquired through the exercise of subscription rights, at a rate of .05 shares of common stock per subscription right exercised. |
| 2. The reporting person and his spouse gifted all of the interests in Safari LLC to trusts for the benefit of their adult children. The reporting person and his spouse continue to serve as managers of Safari LLC. The reporting person disclaims beneficial ownership of the shares of T-Mobile US, Inc. common stock held by Safari LLC except to the extent of his pecuniary interest therein, if any. |
| 3. The reporting person and his spouse gifted all of the interests in Datar Investment LLC to trusts for the benefit of their adult children. The reporting person and his spouse continue to serve as managers of Datar Investment LLC. The reporting person disclaims beneficial ownership of the shares of T-Mobile US, Inc. common stock held by Safari LLC except to the extent of his pecuniary interest therein, if any. |
| 4. The subscription rights sold were distributed by T-Mobile US, Inc. in a transaction exempt under Exchange Act Rule 16a-9(b). |
| 5. The rights offering commenced on June 26, 2020. |
| 6. The rights offering will expire at 5:00 p.m., Eastern time, on July 27, 2020 unless extended by T-Mobile US, Inc. |
| 7. The price reported in Column 8 is a weighted average price. These subscription rights were sold in multiple transactions ranging from $0.17 to $0.172, inclusive. The reporting person undertakes to provide to the Securities and Exchange Commission, T-Mobile US, Inc. or any security holder of T-Mobile US, Inc., upon request, full information regarding the number of subscription rights sold at each separate price within the range. |
| Remarks: |
| /s/ Frederick Williams, Attorney-in-Fact | 07/15/2020 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||