ARRAY DIGITAL INFRASTRUCTURE, INC. — Director's Dealing 2019

Apr 3, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UNITED STATES CELLULAR CORP (USM)
CIK: 0000821130
Period of Report: 2019-04-01

Reporting Person: IRIZARRY MICHAEL (EVP-CTO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-04-01	Common Shares	M	20006	—	Acquired	20006	Direct
2019-04-01	Common Shares	F	7310	$46.43	Disposed	12696	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-04-01	Restricted Stock Units	$0	M	20006	Disposed		Common Shares (20006)	Direct
2019-04-01	Performance Share Units	$	A	8523	Acquired		Common Shares (8523)	Direct
2019-04-01	Restricted Stock Units	$0	A	17045	Acquired		Common Shares (17045)	Direct

Footnotes

F1: Delivery of Common Shares as settlement for taxes due in connection with restricted shares awarded under the United States Cellular Corporation Long-Term Incentive Plan.

F2: Vesting of restricted stock units that were awarded on 04/01/2016 under the United States Cellular Corporation Long-Term Incentive Plan.

F3: On April 1, 2019, the reporting person was granted an award based on the achievement of certain performance measures, except that such award provides that in no event shall the number of shares subject to the award be less than 50% of the target opportunity as of the grant date. Accordingly, the reporting person is reporting a stock award of 50% of the target opportunity as of the grant date. To the extent that the actual amount is determined to be greater than 50% of the target opportunity based on the final determination of the performance measures, the reporting person will file a Form 4 at such time to report the additional award above 50% of the target opportunity.

F4: These restricted stock units were awarded under the United States Cellular Corporation Long-Term Incentive Plan. These restricted stock units will vest on the third anniversary of the Transaction Date.