Vice Chair Carlson Leroy T Jr exercised 236,100 shares at a strike of $29.26 and covered exercise/tax liability with 213,291 shares, increasing direct ownership by 17% to 153,621 units (SEC Form 4)
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
TELEPHONE & DATA SYSTEMS INC /DE/ [ TDS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/07/2025 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Shares | 03/07/2025 | M(1) | 236,100 | A | $29.26 | 366,912 | D | |||
Common Shares | 03/07/2025 | F(2) | 213,291 | D | $35.4 | 153,621 | D | |||
Common Shares | 473,113 | I | By Trust | |||||||
Common Shares | 105,521.32 | I | By Wife's Trust | |||||||
Common | 78,943 | I | By Trust | |||||||
Common Shares | 211,758 | I | By Trust | |||||||
Common Shares | 1,812,782(3) | I | By Voting Trust |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Deferred Compensation | (4) | 03/07/2025 | A | 5,852 | (4) | (4) | Common Shares | 5,852 | (4) | 57,380 | D | ||||
Option (Right to Buy) | $29.26 | 03/07/2025 | M | 236,100 | (1) | 05/11/2025 | Common Shares | 236,100 | (1) | 0 | D |
Explanation of Responses: |
1. Granted on May 11, 2015, under the 2011 Long Term Incentive Plan. Stock options vested on the third annual anniversary of the grant date. |
2. Reporting person exercised options and withheld 195,149 Common Shares to pay for the strike price and withheld 18,142 Common Shares to pay for taxes. |
3. Reporting person is a member of a trust which separately files on Form 4 for the issuer. The Common Shares reported are held by reporting person and his family members that have a pecuniary interest in such securities. Includes 693,620 Common Shares held by a family partnership of which reporting person is a general partner. |
4. Reporting person deferred a portion of his bonus into TDS Common Shares pursuant to the Long Term Incentive Plan. Reporting person is 100% vested in all bonus amounts and receives an employer match that vests ratably at 33%, 33% and 34% per year over a 3 year period. A total of 54,538 are vested. |
Remarks: |
Julie D. Mathews, by power of atty | 03/10/2025 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |