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T-Mobile US, Inc. Director's Dealing 2021

May 24, 2021

29760_dirs_2021-05-24_756cef37-efec-4178-8b5e-b62081e03490.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: T-Mobile US, Inc. (TMUS)
CIK: 0001283699
Period of Report: 2021-05-21

Reporting Person: DEUTSCHE TELEKOM AG (N/A)
Reporting Person: T-Mobile Global Holding GmbH (N/A)
Reporting Person: T-Mobile Global Zwischenholding GmbH (N/A)
Reporting Person: Deutsche Telekom Holding B.V. (N/A)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2021-05-21 Forward purchase contract (obligation to buy) $ J 20000000 Acquired 2024-06-21 Common Stock (20000000) Direct

Footnotes

F1: On May 21, 2021, Deutsche Telekom AG ("DT") entered into a forward purchase contract (the "Forward Contract") with an unaffiliated counterparty covering up to a maximum of 20,000,000 shares of the Issuer's common stock (the "Shares"). The exact number of Shares that may be covered by the Forward Contract will equal the number of Shares purchased by the counterparty to establish its initial hedge.

F2: The Forward Contract provides for cash settlement at its expiration on June 21, 2024. However, DT retains the right, subject to certain conditions, to elect physical settlement in whole or in part. Under certain circumstances, the counterparty has the right to physically settle all or part of the Forward Contract notwithstanding DT's election to cash settle.

F3: The Forward Contract provides for a settlement period of 20 trading days (or 45 trading days if DT so elects and the relevant conditions are satisfied).

F4: Under the terms of the Forward Contract, DT will be obligated to make quarterly payments to the counterparty equal to the sum of the daily interest amounts for each day in the preceding period calculated on the basis of a fixed rate times the purchase price for the Shares. The purchase price for the Shares will be determined based on a weighted average of the daily volume weighted average price for each eligible trading day on which the counterparty purchases Shares to establish its initial hedge.