0000950157-24-000025.txt : 20240104 0000950157-24-000025.hdr.sgml : 20240104 20240104201620 ACCESSION NUMBER: 0000950157-24-000025 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20240102 FILED AS OF DATE: 20240104 DATE AS OF CHANGE: 20240104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DEUTSCHE TELEKOM AG CENTRAL INDEX KEY: 0000946770 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] ORGANIZATION NAME: 06 Technology FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33409 FILM NUMBER: 24514168 BUSINESS ADDRESS: STREET 1: FRIEDERICH EBERT ALLEE 140 CITY: D53113 BONN GERMANY STATE: I8 BUSINESS PHONE: 4922818190 MAIL ADDRESS: STREET 1: FRIEDERICH EBERT ALLEE 140 CITY: D 53113 BONN GERMANY STATE: I8 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: T-Mobile Global Zwischenholding GmbH CENTRAL INDEX KEY: 0001576359 ORGANIZATION NAME: STATE OF INCORPORATION: 2M FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33409 FILM NUMBER: 24514166 BUSINESS ADDRESS: STREET 1: FRIEDRICH-EBERT-ALLEE 140 CITY: BONN STATE: 2M ZIP: D53113 BUSINESS PHONE: 49-228-181-0 MAIL ADDRESS: STREET 1: FRIEDRICH-EBERT-ALLEE 140 CITY: BONN STATE: 2M ZIP: D53113 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Deutsche Telekom Holding B.V. CENTRAL INDEX KEY: 0001597213 ORGANIZATION NAME: STATE OF INCORPORATION: P7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33409 FILM NUMBER: 24514165 BUSINESS ADDRESS: STREET 1: STATIONSPLEIN 8K CITY: MAASTRICHT STATE: P7 ZIP: 6221 BT BUSINESS PHONE: 31 43 7999 050 MAIL ADDRESS: STREET 1: STATIONSPLEIN 8K CITY: MAASTRICHT STATE: P7 ZIP: 6221 BT REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: T-Mobile Global Holding GmbH CENTRAL INDEX KEY: 0001576360 ORGANIZATION NAME: STATE OF INCORPORATION: 2M FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33409 FILM NUMBER: 24514167 BUSINESS ADDRESS: STREET 1: LANDGRABENWEG 151 CITY: BONN STATE: 2M ZIP: D53227 BUSINESS PHONE: 49-228-181-0 MAIL ADDRESS: STREET 1: LANDGRABENWEG 151 CITY: BONN STATE: 2M ZIP: D53227 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: T-Mobile US, Inc. CENTRAL INDEX KEY: 0001283699 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] ORGANIZATION NAME: 06 Technology IRS NUMBER: 200836269 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12920 SE 38TH STREET CITY: BELLEVUE STATE: WA ZIP: 98006 BUSINESS PHONE: 800-318-9270 MAIL ADDRESS: STREET 1: 12920 SE 38TH STREET CITY: BELLEVUE STATE: WA ZIP: 98006 FORMER COMPANY: FORMER CONFORMED NAME: METROPCS COMMUNICATIONS INC DATE OF NAME CHANGE: 20040315 4 1 form4.xml X0508 4 2024-01-02 0001283699 T-Mobile US, Inc. TMUS 0000946770 DEUTSCHE TELEKOM AG FRIEDRICH-EBERT-ALLEE 140 BONN 2M 53113 GERMANY true true 0001576360 T-Mobile Global Holding GmbH LANDGRABENWEG 151 BONN 2M 53227 GERMANY true true 0001576359 T-Mobile Global Zwischenholding GmbH FRIEDRICH-EBERT-ALLEE 140 BONN 2M 53113 GERMANY true true 0001597213 Deutsche Telekom Holding B.V. STATIONSPLEIN 8K MAASTRICHT P7 6221 BT NETHERLANDS true true true Common Stock 2024-01-02 4 S 0 3100 160.3639 D 693631021 D Common Stock 2024-01-02 4 S 0 158898 162.0425 D 693472123 D Common Stock 2024-01-02 4 S 0 32912 162.5548 D 693439211 D Common Stock 2024-01-03 4 S 0 106748 162.2911 D 693332463 D Common Stock 2024-01-03 4 S 0 86260 163.5297 D 693246203 D Common Stock 2024-01-03 4 S 0 1902 164.0351 D 693244301 D Common Stock 2024-01-04 4 S 0 193710 162.6646 D 693050591 D Common Stock 2024-01-04 4 S 0 1200 163.3683 D 693049391 D The transactions reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted on September 13, 2023. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $160.33 to $161.04 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $161.42 to $162.41 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $162.42 to $162.85 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $161.89 to $162.88 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $162.89 to $163.88 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $163.89 to $164.38 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $162.28 to $163.27 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $163.33 to $163.40 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder ("Section 16"), each Reporting Person may be deemed to be a director-by-deputization by virtue of the fact that each of Timotheus Hottges, Chief Executive Officer of DT, Dr. Christian P. Illek, Board Member for Finance of DT, Raphael Kubler, Senior Vice President of the Corporate Operating Office of DT and Managing Director of Deutsche Telekom Holding B.V., Thorsten Langheim, Board Member for USA and Group Development of DT, Dominique Leroy, Board Member for Europe of DT, Andre Almeida, Senior Vice President Investment Management & Tribe Lead US of DT, and Srinivasan Gopalan, Board Member for Germany of DT, serve on the board of directors of the Issuer. Each of T-Mobile Global Zwischenholding GmbH, T-Mobile Global Holding GmbH and Deutsche Telekom Holding B.V. are wholly-owned subsidiaries of DT. Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Deutsche Telekom disclaims beneficial ownership in any Common Stock held by Project 6 or Project 9 if such Common Stock is not subject to the Proxy Agreement. /s/ Christoph Appel Attorney-in-fact 2024-01-04 /s/ Christoph Appel Attorney-in-fact 2024-01-04 /s/ Christoph Appel Attorney-in-fact 2024-01-04 /s/ Christoph Appel Attorney-in-fact 2024-01-04 EX-24.1 2 ex24-1.htm POWER OF ATTORNEY FOR DEUTSCHE TELEKOM AG
Exhibit 24.1

[Execution Version]

POWER OF ATTORNEY

Know all by these present, that the undersigned hereby constitutes and appoints Axel Lützner, Roman Zitz and Christoph Appel, any such person signing individually, as the undersigned’s true and lawful attorneys-in-fact, solely in connection with the undersigned’s ownership, acquisition or disposition of common stock of T-Mobile US, Inc., to:

(1) execute for and on behalf of the undersigned any filings related to the undersigned’s ownership, acquisition or disposition solely of common stock of T-Mobile US, Inc. on Schedule 13D or Forms 3, 4, 5 or 144 in accordance with Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations thereunder and Rule 144 of the Securities Act of 1933;

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such filings on Schedule 13D or Forms 3, 4, 5 or 144, or other form or report, or any amendment or amendments thereto, and timely file such form with the SEC solely in connection with the undersigned’s ownership, acquisition or disposition of common stock of T-Mobile US, Inc.; and

(3) take any other action of any type in connection with the foregoing which, in the opinion of such attorneys-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, solely in connection with the undersigned’s ownership, acquisition or disposition of T-Mobile US, Inc., it being understood that the documents executed by such attorneys-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorneys-in-fact may approve in such attorneys-in-fact’s discretion.

The undersigned hereby grants to such attorneys-in-fact, any such person signing individually, solely in connection with the undersigned’s ownership, acquisition or disposition of common stock of T-Mobile US, Inc., full power and authority to do and perform any and every act and thing requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, hereby ratifying and confirming that all such attorneys-in-fact, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that none of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is assuming any of the undersigned’s responsibilities to comply with Sections 13(d) or 16(a) of the Securities Exchange Act of 1934, Rule 144 of the Securities Act of 1933 or any other rule or regulation of the SEC.

With respect to the internal relationship between the undersigned and each attorney-in-fact, the undersigned undertakes to indemnify and hold harmless each attorney-in-fact from and against all costs, expenses, claims, obligations, any damage and any liability of whatever kind incurred by, or asserted against, such attorney-in-fact under or in connection with the agreed upon exercise of any rights granted under this Power of Attorney.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Schedule 13D or Forms 3, 4, 5 and 144 with respect to the undersigned’s holdings of and transactions in T-Mobile US, Inc., unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

[signature page follows]

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 28th day of November, 2023.

DEUTSCHE TELEKOM AG

Signature:
 
/s/ Dr. Uli Kühbacher
Print Name:
 
Dr. Uli Kühbacher
Title:
 
 VP DT Legal


Signature:
 
 /s/ Dr. Ulrich Zwach
Print Name:
 
Dr. Ulrich Zwach
Title:
 
VP DT Legal






[Signature Page to Power of Attorney]
 EX-24.2 3 ex24-2.htm POWER OF ATTORNEY FOR T-MOBILE GLOBAL HOLDING GMBH
Exhibit 24.2

[Execution Version]

POWER OF ATTORNEY

Know all by these present, that the undersigned hereby constitutes and appoints Axel Lützner, Roman Zitz and Christoph Appel, any such person signing individually, as the undersigned’s true and lawful attorneys-in-fact, solely in connection with the undersigned’s ownership, acquisition or disposition of common stock of T-Mobile US, Inc., to:

(1) execute for and on behalf of the undersigned any filings related to the undersigned’s ownership, acquisition or disposition solely of common stock of T-Mobile US, Inc. on Schedule 13D or Forms 3, 4, 5 or 144 in accordance with Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations thereunder and Rule 144 of the Securities Act of 1933;

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such filings on Schedule 13D or Forms 3, 4, 5 or 144, or other form or report, or any amendment or amendments thereto, and timely file such form with the SEC solely in connection with the undersigned’s ownership, acquisition or disposition of common stock of T-Mobile US, Inc.; and

(3) take any other action of any type in connection with the foregoing which, in the opinion of such attorneys-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, solely in connection with the undersigned’s ownership, acquisition or disposition of T-Mobile US, Inc., it being understood that the documents executed by such attorneys-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorneys-in-fact may approve in such attorneys-in-fact’s discretion.

The undersigned hereby grants to such attorneys-in-fact, any such person signing individually, solely in connection with the undersigned’s ownership, acquisition or disposition of common stock of T-Mobile US, Inc., full power and authority to do and perform any and every act and thing requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, hereby ratifying and confirming that all such attorneys-in-fact, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that none of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is assuming any of the undersigned’s responsibilities to comply with Sections 13(d) or 16(a) of the Securities Exchange Act of 1934, Rule 144 of the Securities Act of 1933 or any other rule or regulation of the SEC.

With respect to the internal relationship between the undersigned and each attorney-in-fact, the undersigned undertakes to indemnify and hold harmless each attorney-in-fact from and against all costs, expenses, claims, obligations, any damage and any liability of whatever kind incurred by, or asserted against, such attorney-in-fact under or in connection with the agreed upon exercise of any rights granted under this Power of Attorney.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Schedule 13D or Forms 3, 4, 5 and 144 with respect to the undersigned’s holdings of and transactions in T-Mobile US, Inc., unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

[signature page follows]



IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 28th day of November, 2023.

T-MOBILE GLOBAL HOLDING GMBH

Signature:
 
 /s/ Alexander Fleitling
Print Name:
 
 Alexander Fleitling
Title:
 
 Managing Director


Signature:
 
 /s/ Frank Schmidt
Print Name:
 
 Frank Schmidt
Title:
 
 Managing Director

EX-24.3 4 ex24-3.htm POWER OF ATTORNEY FOR T-MOBILE GLOBAL ZWISCHENHOLDING GMBH
Exhibit 24.3

[Execution Version]

POWER OF ATTORNEY

Know all by these present, that the undersigned hereby constitutes and appoints Axel Lützner, Roman Zitz and Christoph Appel, any such person signing individually, as the undersigned’s true and lawful attorneys-in-fact, solely in connection with the undersigned’s ownership, acquisition or disposition of common stock of T-Mobile US, Inc., to:

(1) execute for and on behalf of the undersigned any filings related to the undersigned’s ownership, acquisition or disposition solely of common stock of T-Mobile US, Inc. on Schedule 13D or Forms 3, 4, 5 or 144 in accordance with Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations thereunder and Rule 144 of the Securities Act of 1933;

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such filings on Schedule 13D or Forms 3, 4, 5 or 144, or other form or report, or any amendment or amendments thereto, and timely file such form with the SEC solely in connection with the undersigned’s ownership, acquisition or disposition of common stock of T-Mobile US, Inc.; and

(3) take any other action of any type in connection with the foregoing which, in the opinion of such attorneys-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, solely in connection with the undersigned’s ownership, acquisition or disposition of T-Mobile US, Inc., it being understood that the documents executed by such attorneys-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorneys-in-fact may approve in such attorneys-in-fact’s discretion.

The undersigned hereby grants to such attorneys-in-fact, any such person signing individually, solely in connection with the undersigned’s ownership, acquisition or disposition of common stock of T-Mobile US, Inc., full power and authority to do and perform any and every act and thing requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, hereby ratifying and confirming that all such attorneys-in-fact, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that none of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is assuming any of the undersigned’s responsibilities to comply with Sections 13(d) or 16(a) of the Securities Exchange Act of 1934, Rule 144 of the Securities Act of 1933 or any other rule or regulation of the SEC.

With respect to the internal relationship between the undersigned and each attorney-in-fact, the undersigned undertakes to indemnify and hold harmless each attorney-in-fact from and against all costs, expenses, claims, obligations, any damage and any liability of whatever kind incurred by, or asserted against, such attorney-in-fact under or in connection with the agreed upon exercise of any rights granted under this Power of Attorney.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Schedule 13D or Forms 3, 4, 5 and 144 with respect to the undersigned’s holdings of and transactions in T-Mobile US, Inc., unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

[signature page follows]

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 28th day of November, 2023.

T-MOBILE GLOBAL ZWISCHENHOLDING GMBH

Signature:
 
/s/ Dr. Christian Dorenkamp
Print Name:
 
Dr. Christian Dorenkamp
Title:
 
 Managing Director


Signature:
 
 /s/ Remigius Lalik
Print Name:
 
Remigius Lalik
Title:
 
 Managing Director






[Signature Page to Power of Attorney]
 EX-24.4 5 ex24-4.htm POWER OF ATTORNEY FOR DEUTSCHE TELEKOM HOLDING B.V.
Exhibit 24.4

[Execution Version]

POWER OF ATTORNEY

Know all by these present, that the undersigned hereby constitutes and appoints Jan Willem Hesselink, Frans Roose, Roman Zitz, Axel Liitzner and Christoph Appel, any such person signing individually, as the undersigned's true and lawful attorneys-in-fact, solely in connection with the undersigned's ownership, acquisition or disposition of common stock of T-Mobile US, Inc., to:

(1) execute for and on behalf of the undersigned any filings related to the undersigned's ownership, acquisition or disposition solely of common stock of T-Mobile US, Inc. on Schedule 13D or Forms 3, 4, 5 or 144 in accordance with Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations thereunder and Rule 144 of the Securities Act of 1933;

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such filings on Schedule 13D or Forms 3, 4, 5 or 144, or other form or report, or any amendment or amendments thereto, and timely file such form with the SEC solely in connection with the undersigned's ownership, acquisition or disposition of common stock of T-Mobile US, Inc.; and

(3) take any other action of any type in connection with the foregoing which, in the opinion of such attorneys-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, solely in connection with the undersigned's ownership, acquisition or disposition of T-Mobile US, Inc., it being understood that the documents executed by such attorneys-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorneys-in-fact may approve in such attorneys-in-fact's discretion.

The undersigned hereby grants to such attorneys-in-fact, any such person signing individually, solely in connection with the undersigned's ownership, acquisition or disposition of common stock of T-Mobile US, Inc., full power and authority to do and perform any and every act and thing requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, hereby ratifying and confirming that all such attorneys-in-fact, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that none of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is assuming any of the undersigned's responsibilities to comply with Sections 13(d) or 16(a) of the Securities Exchange Act of 1934, Rule 144 of the Securities Act of 1933 or any other rule or regulation of the SEC.

With respect to the internal relationship between the undersigned and each attorney-in-fact, the undersigned undertakes to indemnify and hold harmless each attorney-in-fact from and against all costs, expenses, claims, obligations, any damage and any liability of whatever kind incurred by, or asserted against, such attorney-in-fact under or in connection with the agreed upon exercise of any rights granted under this Power of Attorney.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Schedule 13D or Forms 3, 4, 5 and 144 with respect to the undersigned's holdings of and transactions in T-Mobile US, Inc., unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

[signature page follows]

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 20th day of November, 2023.

DEUTSCHE TELEKOM HOLDING B.V.

Signature:
 
 /s/ F.C.W. Roose
Print Name:
 
 F.C.W. Roose
Title:
 
 Managing Director


Signature:
 
 /s/ J.W. Hesselink
Print Name:
 
 J.W. Hesselink
Title:
 
 Managing Director