TELEPHONE & DATA SYSTEMS INC /DE/ — Proxy Solicitation & Information Statement 2014

May 16, 2014

DEFA14A 1 tdsdefa14a.htm DEFA14A

UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE
14A
Proxy Statement
Pursuant to Section 14(a) of
the Securities
Exchange Act of 1934 (Amendment
No. )
Filed by the Registrant x
Filed by a Party other than the Registrant ¨
Check the appropriate box:
¨	Preliminary Proxy Statement
¨	Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
¨	Definitive Proxy Statement
x	Definitive Additional Materials
¨	Soliciting Material Pursuant to §240.14a-12
Telephone and Data
Systems, Inc.
(Name of Registrant
as Specified In Its Charter)
(Name of Person(s)
Filing Proxy Statement, If other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
x	No fee required.
¨	Fee computed on table below per Exchange Act Rules 14a 6(i)(1)
and 0-11.
	(1)	Title of each class of securities to which transaction applies:
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pursuant to Exchange Act Rule 0 11 (set forth the amount on which the filing
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statement number, or the Form or Schedule and the date of its filing.
	(1)	Amount Previously Paid:
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Set forth below are the number of shares and votes for Telephone and Data Systems, Inc. (“TDS”) as of the close of business on March 28, 2014, the record date for the TDS 2014 Annual Proxy Meeting being held on May 22, 2014, for use in tabulating votes at such meeting:

The following shows the voting power of the outstanding shares in the election of directors as of the record date of March 28, 2014:

Class of Stock	Outstanding Shares	Votes per Share	Voting Power	Total Number of Directors Elected by Voting Group and Standing for Election
Series A Common Shares…………………………	7,166,078	10	71,660,780
Preferred Shares……………………………………	8,240	1	8,240
Subtotal………………………………………	N/A		71,669,020	8
Common Shares……………………………………	101,497,036	1	101,497,036	4
Total Directors………………………………
				12

The following shows the voting power of the outstanding shares in matters other than the election of directors as of the record date of March 28, 2014:

Class of Stock	Outstanding Shares	Votes per Share	Total Voting Power	Percent
Series A Common Shares…………………………	7,166,078	10	71,660,780	56.7%
Common Shares……………………………………	101,497,036	0.538834	54,690,054	43.3%
Preferred Shares……………………………………	8,240	1	8,240	*
			126,359,074	100.0%
* Less than .1%

IMPORTANT INFORMATION: TDS and its directors, executive officers and other members of its management and employees may be deemed to be participants in the solicitation of proxies from the shareholders of TDS in connection with the TDS 2014 annual meeting of shareholders. Information regarding TDS directors and executive officers and other participants that may be soliciting proxies on behalf of the TDS board of directors and their respective interests in TDS by security holdings or otherwise is set forth in TDS’s definitive proxy statement relating to its 2014 annual meeting, as filed with the Securities and Exchange Commission (“SEC”) on April 18, 2014. The 2014 proxy statement, other solicitation material and other reports that TDS files with the SEC, when available, can be obtained free of charge at the SEC’s web site at www.sec.gov or from TDS as provided on its website at www.teldta.com. TDS SHAREHOLDERS ARE ADVISED TO READ CAREFULLY THE PROXY STATEMENT AND OTHER SOLICITATION MATERIAL FILED BY TDS IN CONNECTION WITH THE TDS 2014 ANNUAL MEETING OF SHAREHOLDERS BEFORE MAKING ANY VOTING DECISION BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION RELATING TO THE ELECTION OF DIRECTORS OF TDS.