ARRAY DIGITAL INFRASTRUCTURE, INC. — Director's Dealing 2020

Apr 7, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UNITED STATES CELLULAR CORP (USM)
CIK: 0000821130
Period of Report: 2020-04-03

Reporting Person: IRIZARRY MICHAEL (EVP-CTO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-04-03	Common Shares	M	19559	—	Acquired	19559	Direct
2020-04-03	Common Shares	M	25118	—	Acquired	44677	Direct
2020-04-03	Common Shares	F	16663	$27.58	Disposed	28014	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-04-03	Restricted Stock Units	$0.0	M	19559	Disposed		Common Shares (19559.0)	Direct
2020-04-03	Performance Share Units	$	M	25118	Disposed		Common Shares (25118.0)	Direct
2020-04-06	Restricted Stock Units	$0.0	M	29226	Acquired		Common Shares (29226.0)	Direct
2020-04-06	Performance Share Units	$	M	14613	Acquired		Common Shares (14613.0)	Direct

Footnotes

F1: Vesting of restricted stock units that were awarded on 4/1/17 under the United States Cellular Corporation Long-Term Incentive Plan.

F2: Vesting of performance share units granted on April 3, 2017. Performance share units were adjusted for performance and became time based on March 12, 2018.

F3: Delivery of common shares as settlement for taxes due in connection with the vesting of restricted stock units and performance share units.

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.

F5: On April 6, 2020, 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.