T-Mobile US (TMUS) 10-K risk factor changes: FY2025 vs FY2024

If we are unable to attract and retain customers, our business, financial condition, and operating results [removed: would] [added: could] be negatively affected.

The [removed: wireless communications services] [added: telecommunications] industry is highly competitive.

Additionally, targeted marketing approaches for [removed: diverse] [added: a broad spectrum of] customer segments, coupled with continuous innovation in products and services, are essential for retaining and [added: expanding our customer base.]

If we are unable to successfully differentiate our services from [added: those of] our competitors, it would adversely affect our competitive position and ability to grow our business.

We [removed: have seen and] expect to continue to see intense competition in all market segments from traditional Mobile Network Operators (“MNOs”), such as AT&T and Verizon, who have each invested heavily in spectrum, their wireless networks, and services and device [removed: promotions, and DISH, as it continues to build out its wireless network and roll out services.][added: promotions.]

As new products and services emerge, we may also [removed: be forced to compete against] [added: face competition from] non-traditional competitors [removed: from] outside [removed: of] the wireless communications services industry, [removed: such as] [added: including] satellite [removed: providers,] [added: providers] offering [removed: similar] connectivity services using alternative technologies.

To complement our fixed wireless service, we have [removed: agreed to enter] [added: entered] into joint venture agreements aimed at establishing a robust fiber wireline network in certain geographic regions that we believe will complement our fixed wireless services in those areas.

See *“Any acquisition, [removed: divestiture,] investment, joint [removed: venture] [added: venture, merger,] or [removed: merger] [added: divestiture] may subject us to significant risks, any of which may harm our business”* for further [removed: discussions] [added: discussion] of such risks.

If we are unable to compete effectively in attracting and retaining customers in markets where we operate, it could negatively [removed: impact] [added: affect] our business, financial condition, and operating results.

We have experienced [removed: criminal] cyberattacks and may experience [removed: disruption,] [added: disruptions,] data loss and other security breaches, whether directly or indirectly through third parties whose products and services we rely on in operating our business.

Our business involves the receipt, storage, and transmission of confidential information about our customers, such as sensitive personal, [removed: account] [added: account,] and payment information, confidential information about our employees and suppliers, and other sensitive information about our Company, such as our business plans, transactions, financial information, and intellectual property (collectively, “Confidential Information”).

[removed: They are perpetrated by a variety of] groups and persons, including nation state-sponsored parties, malicious actors, employees, contractors, [removed: or] [added: and] other [removed: unrelated] third parties.

In other cases, these bad actors obtain unauthorized access to Confidential Information by exploiting insider access or utilizing [removed: log in] [added: login] credentials taken from our customers, employees, or third-party providers through credential harvesting, social engineering or other means.

Other bad actors aim to cause serious operational disruptions to our business and Systems through ransomware or distributed denial of [removed: services] [added: service] attacks.

Although we regularly work to identify, [removed: track] [added: track,] and remedy [removed: any] security vulnerabilities, given the complex nature of our Systems and the tools that are available to us, we may be unable to identify vulnerabilities in a timely manner, or to apply patches or compensating measures that address such vulnerabilities, before bad actors can exploit them.

These third-party providers have experienced, and will continue to [removed: experience] [added: experience,] cyberattacks that involve attempts to [removed: expose] [added: access] our Confidential Information and/or to create operational risk that could materially and adversely affect our business, and these providers also face other security challenges common to all parties that collect and process information.

As a result of the previously disclosed cyberattacks in August 2021 and January 2023, we incurred significant costs in connection with, among other things, responding to and resolving mass arbitration claims, multiple class action [removed: lawsuits] [added: lawsuits,] and an FCC investigation.

For more information on the foregoing, see “– Contingencies and Litigation – Litigation and Regulatory Matters” in [Note [removed: 1](#i74564af84967428cb924f8cbc6ef21c3_112)[8](#i74564af84967428cb924f8cbc6ef21c3_112) [–] [added: 18 –] Commitments and [removed: Contingencies](#i74564af84967428cb924f8cbc6ef21c3_112)] [added: Contingencies](#i684035d10de84216af26dbe03ecb0a4a_124)] of the Notes to the Consolidated Financial Statements.

In addition to the August 2021 cyberattack and the January 2023 cyberattack, we have experienced [removed: unrelated] [added: unrelated,] non-material incidents involving unauthorized access to certain Confidential Information and Systems.

We also expect that threat actors will continue to gain sophistication including in the use of tools and techniques (such as AI) that are specifically designed to circumvent security controls, evade detection, and obfuscate forensic evidence, making it more challenging [removed: for us] to identify, [removed: investigate] [added: investigate,] and recover from future cyberattacks in a timely and effective manner.

In addition, we have acquired and continue to acquire companies with cybersecurity vulnerabilities or unsophisticated security measures, which [removed: exposes] [added: expose] us to significant cybersecurity, operational, and financial risks.

If we fail to [removed: timely] adopt and [removed: effectively] deploy emerging network [removed: technologies,] [added: technologies in a timely and effective manner,] our competitive position could erode, which may adversely affect our business, financial condition, and operating results.

While we have established a leadership position in 5G, the [removed: communications] [added: telecommunications] industry evolves rapidly, and emerging [removed: technologies –] [added: technologies,] such as AI-driven Radio Access Networks (“AI-RAN”) and the potential transition to [removed: 6G –] [added: 6G,] may redefine network standards and increase customer expectations.

To stay ahead, we [added: continue to drive improvements in the 5G network, including our nationwide 5G standalone network and deployment of 5G Advanced features, and] are investing in strategic collaborations with third parties, such as AI-RAN partnerships, to develop technologies that are intended to advance our network capabilities.

If we fail to anticipate market trends, efficiently integrate innovative solutions into our network, or maintain the quality and reliability of our network, our market share and competitive standing could erode, adversely [removed: impacting] [added: affecting] our [removed: business] [added: business, financial condition,] and operating results.

These initiatives involve integrating emerging and rapidly evolving technologies, reconfiguring internal processes, and implementing advanced data analytics and AI-driven tools, including those developed through our partnerships with [removed: a number of] [added: several] third-party providers.

The successful execution of our planned transformation is [added: subject to significant uncertainties.]

Even [removed: if we] [added: where technical capabilities are] successfully [removed: deploy these capabilities,] [added: implemented,] customer [removed: adoption] and employee [removed: acceptance] [added: adoption] may [removed: be slower than anticipated, diminishing] [added: lag expectations or revert to supported channels, which could limit] the [removed: expected] [added: anticipated] improvements [removed: to] [added: in] efficiency, service quality, [removed: or] [added: and] revenue generation.

[removed: This] [added: As a result, failure to effectively execute our digital transformation efforts, including driving meaningful customer and employee adoption,] could materially and adversely affect our competitive position, financial performance, and brand reputation.

Our future success depends in substantial part on our ability to attract, recruit, hire, motivate, develop, and retain talented personnel possessing the qualifications, [removed: experiences,] [added: experience,] capabilities and skills we need for all areas of our organization, including our CEO and members of our [removed: senior] leadership team.

Succession planning to ensure [added: the] effective transfer of knowledge and a seamless transition when key personnel depart is also important to our long-term success.

Both external factors, such as fluctuations in economic and industry conditions, changes in U.S. immigration policies, regulatory changes, political [removed: forces] [added: forces,] and the competitive landscape, and internal factors, such as employee tolerance for changes [removed: in our corporate culture, organizational changes, limited remote working opportunities, and our compensation programs, may impact our ability to effectively manage our workforce.]

Further, employee compensation and benefit costs may increase due to inflationary pressures, and if our compensation does not keep up with inflation or [added: with] that of our [removed: competitors’,] [added: competitors,] we may see increased employee dissatisfaction and departures or difficulty in recruiting new employees.

System, network, or infrastructure failures resulting from one of several potential causes may prevent us from providing reliable service or otherwise [removed: operate] [added: operating] our business.

- physical damage, power surges or outages, equipment failure, or other service disruptions with respect to both our wireless and [removed: wireline] [added: fiber] networks, including those resulting from severe weather, storms, earthquakes, floods, hurricanes, [removed: wildfires] [added: wildfires,] and other natural disasters, which may occur more frequently or with greater intensity as a result of global climate change, public health crises, terrorist attacks, political instability and volatility and acts of war;

[removed: In order to] [added: To] expand and differentiate our services from [added: those of] our competitors, we will continue to actively seek to make additional investments in new spectrum, which could be significant.

The continued interest in acquiring spectrum by existing carriers and others, including [added: satellite providers and] speculators, may reduce our ability to acquire or renew spectrum holdings (such as [removed: 2.5Ghz), and/or] [added: 600 MHz and 2.5 GHz), and may] increase the cost of spectrum [removed: that is] made available in the secondary markets and government auctions.

If we cannot acquire needed spectrum from the government or [removed: otherwise,] [added: other sources,] if competitors acquire spectrum that [removed: will allow] [added: enables] them to provide services competitive with [removed: our services,] [added: ours,] or if we cannot deploy services over acquired spectrum on a timely [removed: basis] [added: basis,] without burdensome conditions, at reasonable cost, and while maintaining network quality levels, our ability to attract and retain customers and our business, financial [removed: condition] [added: condition,] and operating results could be materially and adversely affected.

Any acquisition, [removed: divestiture,] investment, joint [removed: venture] [added: venture, merger,] or [removed: merger] [added: divestiture] may subject us to significant risks, any of which may harm our business.

We [added: have pursued and] may [added: continue to] pursue [added: additional] acquisitions of, investments in, or joint ventures or mergers with, other companies, or the acquisition of [added: spectrum,] technologies, services, [removed: products] [added: products,] or other assets that we believe would complement or expand our business.

They are perpetrated by a variety of

Moreover, the amount and scope of insurance that we maintain against losses resulting from any such incidents or security breaches may not be sufficient to cover our losses or otherwise adequately compensate us for any disruptions to our business that may result.

The continued development and integration of AI in our and our third-party providers’ operations, products and services is expected to pose new, additional, and unknown cybersecurity risks.

Our competitors may seek to differentiate through marketing, brand positioning, or third-party recognition as leaders in network performance, coverage, or reliability.

The successful execution of our digital transformation depends not only on the effective development and deployment of new technologies, but also on the willingness and ability of customers and employees to adopt digital-first channels and processes.

If adoption does not occur at the scale or pace anticipated, the intended benefits of these initiatives may not be fully realized.

On November 1, 2025, G.

Michael Sievert retired as our Chief Executive Officer while continuing to serve as Vice Chairman of the Company and Vice Chairman of our Board of Directors, and Srinivasan Gopalan began serving as our President and Chief Executive Officer.

We also announced several leadership changes.

In addition, we began to implement enterprise-wide restructurings in 2025.

If we are unable to effectively manage the CEO transition, the leadership changes and other restructuring changes, our ability to execute our business strategies and to retain key executives and talent could be adversely affected.

in our corporate culture, organizational changes, limited remote working opportunities, and our compensation programs, may affect our ability to effectively manage our workforce.

For example, on August 1, 2025, we completed the acquisition (the “UScellular Acquisition”) of the UScellular Wireless Business (as defined below).

- to the extent any acquired business has international operations, potential exposures to risks associated with maintaining and expanding such operations, including unfavorable and uncertain regulatory, political, economic, tax, and labor conditions;

Our restructuring and integration activities associated with the UScellular Acquisition are expected to occur over the next two years and may involve risks related to network integration and customer migration, including potential service disruptions, delays in transitioning customer accounts and systems, and challenges in maintaining customer experience during the integration period.

The telecommunications industry, broadly, is dependent on population growth, including growth in the immigrant population.

Changes to trade policies, including higher tariffs, restrictions, and other economic disincentives to trade, may lead to operational delays, higher procurement and operational costs, and increased regulatory and compliance complexities, resulting in supply chain disruptions and higher prices, and lower demand for devices and services we sell.

As a provider of telecommunications services, we depend on suppliers to provide us, directly or through other suppliers, with items such as equipment for our network, handsets, tablets, accessories, other mobile communication devices, other components and raw materials.

Changes or proposed changes in U.S. or other countries’ trade policies that result in higher tariffs, restrictions, and other economic disincentives to international trade have occurred in the past, and in the future may occur, which may materially increase the costs we incur in developing, deploying and maintaining our network and offering products and services to our customers.

A certain portion of the increased costs may be absorbed by certain suppliers, but some suppliers may struggle to absorb the increased costs, especially over the long term, potentially leading to supply disruptions or cost pass-throughs to us that may require us to increase the prices we charge our customers.

In addition, rapid changes in trade policies may negatively affect procurement timelines and supplier relationships and may introduce new compliance requirements.

We may face delays in sourcing critical equipment due to customs clearance and supply chain bottlenecks, and material changes to cost structures could pressure our expenses and customer pricing.

Our attempts to mitigate potential disruptions to our supply chain and offset procurement and operational cost pressures, such as through alternative sourcing and/or increases in the selling prices of some of our products and services, may not be successful.

Higher product or service prices for our customers may make it more difficult to attract new customers or increase customer churn.

Furthermore, we may not be able to offset any cost increases through productivity and cost-saving initiatives.

To the extent that cost increases result in significant increases in our expenditures, or if our price increases are not sufficient to offset these increased costs adequately or in a timely manner, and/or if our revenues decrease, our business, financial condition or operating results may be adversely affected.

Customer demand for new products and services is difficult to predict,

and adoption may be slower than anticipated or may not occur at all.

These events may result in performance below the levels required by their contracts or cause them to suspend, limit, or cease their operations, or terminate or reduce their relationship with us.

In addition, we operate under agreements with U.S. government agencies, including a mitigation agreement with the Committee on Foreign Investment in the United States, under which we are required to implement and maintain certain security measures and practices to address national security.

Our national security obligations may limit our control over certain U.S. facilities, contracts, personnel, vendor selection, and operations, which could adversely affect our business, financial condition, and operating results.

Any failure to fulfill our obligations could result in additional compliance cost, substantial fines, penalties, or other legal and administrative actions, liabilities, and reputational harm.

damages for contract breaches, and other significant costs, penalties, and other liabilities, as well as harm to our reputation and market position.

Additionally, the use of AI may also raise certain ethical issues or concerns, and while we are focused on developing and implementing AI responsibly, we may be unable to identify or resolve those issues before they arise*.* Failure to comply with these regulations or prevent AI-related issues or unintended consequences from occurring, could result in fines, penalties, or restrictions on our use of AI, which could adversely affect our business.

Outside of the United States, as a result of our business acquisitions, we are subject to an expanding set of privacy, data protection, and related regulatory requirements in jurisdictions where we conduct operations or process personal data.

These laws may apply based on factors such as our establishment or operations in a jurisdiction or data processing activities conducted there.

Certain international data protection regimes, including those in the European Union and the United Kingdom, impose specific obligations on the collection, use, sharing, and transfer of personal data.

Compliance with these obligations may increase operational complexity and costs, limit our ability to use or transfer data across jurisdictions, or require changes to our products, services, or business practices.

Enforcement approaches and penalties vary by jurisdiction and may include significant fines or other sanctions, as well as reputational harm.

The Department of Health and Human Services has indicated that it is undertaking a study on electromagnetic radiation and health research.

expanding our customer base.

In November 2024, it was publicly reported that a nation-state actor called “Salt Typhoon” successfully infiltrated the telecommunications networks of certain of our competitors to obtain information on their customers.

While we have no evidence that any of our Systems or Confidential Information were impacted in any significant way, we may face similar attempts in the future.

subject to significant uncertainties.

control over financial reporting that we follow.

In connection with the Prepaid Transaction, we and DISH entered into certain arrangements, including a Master Network Services Agreement (the “MNSA”), pursuant to which we provide DISH, for a period of seven years, network services for certain end users and infrastructure mobile network operator services to assist in the access and integration of the DISH network.

In addition, the Government Commitments place certain limitations on our ability to increase prices, which limits our ability to pass along growing costs to customers.

Additionally, we rely on third-party technology partners on various projects and developments.

If any of our third-party technology partners terminate or reduce their relationships with us or suspend, limit, or cease their operations, we may not be able to complete such initiatives or achieve the intended results from the partnerships, and our business, reputation, financial condition and results of operations may suffer.

Further, government funded programs may be discontinued due to ongoing legal challenges to the FCC’s funding mechanism, which could result in the reduction in subsidies for low-income customers and the associated revenue.

As we integrate AI technologies into our

Failure to comply with these regulations could result in fines, penalties, or restrictions on our use of AI, which could adversely affect our business.

As many of our service plans offer taxes and fees inclusive, our business results could be adversely impacted by increases in taxes and fees.

In addition, we incur and pay state and local transaction taxes and fees on purchases of goods and services used in our business.

Tax laws are dynamic and subject to change as new laws are passed and new interpretations of the laws are issued or applied.

In the event that federal, state, and/or local municipalities were to significantly increase taxes and regulatory or public safety charges on our network, operations, or services, or seek to impose new taxes or charges, it could have a material adverse effect on our business, financial condition, and operating results.

Our MD&A is provided as a supplement to, and should be read together with, our audited consolidated financial statements as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] included in [Part II, Item [removed: 8](#i74564af84967428cb924f8cbc6ef21c3_13)] [added: 8](#i684035d10de84216af26dbe03ecb0a4a_13)] of this Form 10-K.

[removed: Merger-Related] [added: UScellular Merger-Related] Costs

[added: Sprint] Merger-related costs [removed: associated with our Merger with Sprint] generally include:

[removed: Merger-related] [added: UScellular merger-related] costs have been excluded from our calculations of Adjusted EBITDA and Core Adjusted EBITDA, which are non-GAAP financial measures, as we do not consider these costs to be reflective of our ongoing operating performance.

See “Adjusted EBITDA and Core Adjusted EBITDA” in the “[Performance [removed: Measures](#i74564af84967428cb924f8cbc6ef21c3_184)”] [added: Measures](#i684035d10de84216af26dbe03ecb0a4a_187)”] section of this MD&A.

Net cash payments for [removed: Merger-related] [added: UScellular merger-related] costs, including payments related to our restructuring plan, are included in Net cash provided by operating activities on our Consolidated Statements of Cash Flows and our calculation of Adjusted Free Cash Flow.

During the year ended December 31, 2024, we recognized a gain for the $100 million extension fee previously paid by DISH associated with the DISH License Purchase Agreement [added: (as defined in [Note 7 – Goodwill, Spectrum License Transactions and Other Intangible Assets](#i684035d10de84216af26dbe03ecb0a4a_70) of the Notes to the Consolidated Financial Statements)] as a reduction to Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

See [removed: [Note](#i74564af84967428cb924f8cbc6ef21c3_64) [7](#i74564af84967428cb924f8cbc6ef21c3_64) [–] [added: [Note 7 –] Goodwill, Spectrum License Transactions and Other Intangible [removed: Assets](#i74564af84967428cb924f8cbc6ef21c3_64)] [added: Assets](#i684035d10de84216af26dbe03ecb0a4a_70)] of the Notes to the Consolidated Financial Statements for [removed: more] [added: further] information.

As of June 30, 2024, we have incurred substantially all restructuring and integration costs associated with the [added: Sprint] Merger and, accordingly, no longer separately disclose [added: Sprint] Merger-related costs.

The cash payments for the [added: Sprint] Merger-related costs incurred extend beyond [removed: 2024.][added: 2025 and primarily relate to operating leases for which we have recognized accelerated lease expense.]

See [removed: [Note](#i74564af84967428cb924f8cbc6ef21c3_400) [19](#i74564af84967428cb924f8cbc6ef21c3_400) [–] [added: [Note 19 –] Restructuring [removed: Costs](#i74564af84967428cb924f8cbc6ef21c3_400)] [added: Costs](#i684035d10de84216af26dbe03ecb0a4a_130)] of the Notes to the Consolidated Financial Statements for more information.

[removed: Merger-related] [added: UScellular merger-related] costs are presented below:

| (in millions) | | | | | | | | | | | | | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | [removed: 2024] [added: 2025] Versus [removed: 2023] [added: 2024] | | | | | | | | | | | | [removed: 2023] [added: 2024] Versus [removed: 2022] [added: 2023] | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | $ Change | | | | | | % Change | | | | | | $ Change | | | | | | % Change | | | | | |

| [removed: Merger-related] [added: UScellular merger-related] costs | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| Cost of services, exclusive of depreciation and amortization | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | [removed: 180] [added: —] | | | | | $ | [removed: 652] [added: 180] | | | | | $ | [removed: 2,670] [added: 652] | | | | | $ | [removed: (472)] [added: (180)] | | | | | [removed: (72)] [added: (100)] | | % | | | | $ | [removed: (2,018)] [added: (472)] | | | | | [removed: (76)] [added: (72)] | | % |

| Cost of equipment sales, exclusive of depreciation and amortization | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | [removed: (12)] [added: —] | | | | | | [removed: 1,524] [added: (12)] | | | | | | [removed: 12] [added: 0] | | | | | | [removed: (100)] [added: NM] | | [removed: %] | | | | [removed: (1,536)] [added: 12] | | | | | | [removed: (101)] [added: (100)] | | % |

| Selling, general and administrative | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: (59)] [added: —] | | | | | | [removed: 394] [added: (59)] | | | | | | [removed: 775] [added: 394] | | | | | | [removed: (453)] [added: 59] | | | | | | [removed: (115)] [added: (100)] | | % | | | | [removed: (381)] [added: (453)] | | | | | | [removed: (49)] [added: (115)] | | % |

| Total [added: Sprint] Merger-related costs | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | [removed: 121] [added: —] | | | | | $ | [removed: 1,034] [added: 121] | | | | | $ | [removed: 4,969] [added: 1,034] | | | | | $ | [removed: (913)] [added: (121)] | | | | | [removed: (88)] [added: (100)] | | % | | | | $ | [removed: (3,935)] [added: (913)] | | | | | [removed: (79)] [added: (88)] | | % |

| Net cash payments for [added: Sprint] Merger-related costs | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | [removed: 767] [added: 219] | | | | | $ | [removed: 1,973] [added: 767] | | | | | $ | [removed: 3,364] [added: 1,973] | | | | | $ | [removed: (1,206)] [added: (548)] | | | | | [removed: (61)] [added: (71)] | | % | | | | $ | [removed: (1,391)] [added: (1,206)] | | | | | [removed: (41)] [added: (61)] | | % |

On April 24, 2024, we entered into a definitive agreement with a fund operated by EQT, [added: EQT] Infrastructure VI [removed: fund] (“Fund VI”), to establish a joint venture between us and Fund VI to acquire Lumos (“Lumos”), a fiber-to-the-home platform, from EQT’s predecessor fund, EQT Infrastructure III.

The funds invested by us will be used [added: by the joint venture] to fund future fiber builds.

In addition, pursuant to the definitive agreement, we expect to make an additional capital contribution of approximately $500 million [removed: in] [added: between] 2027 [removed: or] [added: and] 2028 under the existing business plan.

On July 18, 2024, we entered into a definitive agreement with KKR & Co. Inc. [removed: (“KKR”)] to establish a joint venture to acquire Metronet Holdings, LLC and certain of its affiliates (collectively, “Metronet”), a fiber-to-the-home platform.

We do not anticipate making further capital contributions [removed: following the closing] under the existing business plan.

The joint ventures will focus on market identification and selection, build plans, network engineering and design, network [removed: deployment,] [added: deployment] and customer installation, with us owning customer relationships and selling fiber service under the T-Mobile brand.

[removed: Upon closing of the transactions, we expect to account for the Lumos and Metronet joint ventures under the equity method of accounting and] [added: We] recognize [removed: service] revenues for [removed: the acquired Lumos and Metronet] fiber customers and [added: the related] wholesale costs paid to the joint ventures for network access within [added: Postpaid revenues and] Cost of [removed: services] [added: services, respectively,] on our Consolidated Statements of Comprehensive Income.

On May 1, 2024 (the [removed: “Acquisition] [added: “Ka’ena Acquisition] Date”), we completed the merger with Ka’ena Corporation and its subsidiaries, including, among others, Mint Mobile LLC (collectively, “Ka’ena”), and as a result, Ka’ena became a wholly owned subsidiary of T-Mobile (the “Ka’ena Acquisition”).

The total purchase price [removed: is variable, dependent upon specified performance indicators of Ka’ena, and] consists of an upfront payment on the [added: Ka’ena] Acquisition Date and an earnout payable [removed: on August 1,] [added: in the third quarter of] 2026.

On the [added: Ka’ena] Acquisition [removed: Date] [added: Date,] and in satisfaction of the upfront payment, we transferred $420 million in cash and 3,264,952 shares of T-Mobile common stock valued at $536 million as determined based on its closing market price on April 30, 2024, for a total payment fair value of $956 million.

A portion of the upfront payment made on the [added: Ka’ena] Acquisition Date was for the settlement of the preexisting wholesale relationship with Ka’ena.

The amount of the upfront payment was subject to customary [removed: adjustments] [added: adjustments,] and as a result of such adjustments, $17 million of the upfront payment was returned to T-Mobile during the fourth quarter of 2024, which resulted in a commensurate increase in the maximum payable in satisfaction of the earnout.

Based on the adjusted amount paid upfront, [removed: up to] an additional $420 million in future cash and T-Mobile common stock is payable in satisfaction of the [removed: earnout, dependent upon Ka’ena’s achievement of specified performance indicators.][added: earnout.]

Upon the closing of the Ka’ena Acquisition, this relationship was effectively terminated, and the Company acquired Ka’ena’s prepaid customer relationships and began to recognize service revenues associated with these customers within Prepaid revenues and operating expenses primarily within Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income subsequent to the [added: Ka’ena] Acquisition Date.

For more information regarding the Ka’ena Acquisition, see [Note 2 – Business [removed: Combinations](#i74564af84967428cb924f8cbc6ef21c3_43)] [added: Combinations](#i684035d10de84216af26dbe03ecb0a4a_43)] of the Notes to the Consolidated Financial Statements.

Acquisition of UScellular Wireless [removed: Operations][added: Business]

[added: On May 24, 2024, we entered into a securities purchase agreement with United States Cellular Corporation (“UScellular”), Telephone and Data Systems, Inc., and USCC Wireless Holdings, LLC for the acquisition of] substantially all of UScellular’s wireless operations and select [added: AWS, PCS, 600 MHz, 700 MHz and other] spectrum assets for an aggregate purchase price of approximately $4.4 billion, payable in cash and the assumption of up to $2.0 billion of debt through [removed: an] exchange [removed: offer to be made] [added: offers] to certain UScellular [removed: debtholders prior to closing.][added: debtholders.]

For more information regarding [removed: our acquisition of UScellular’s wireless operations,] [added: the UScellular Acquisition,] see [Note 2 – Business [removed: Combinations](#i74564af84967428cb924f8cbc6ef21c3_43)] [added: Combinations](#i684035d10de84216af26dbe03ecb0a4a_43)] of the Notes to the Consolidated Financial Statements.

On December 20, 2024, we entered into an agreement and plan of merger for the acquisition of 100% of the outstanding capital stock of Vistar Media [removed: Inc.,] [added: Inc. (“Vistar”),] a provider of technology solutions for digital-out-of-home [removed: advertisements, for a purchase price of approximately $625 million.][added: advertisements (the “Vistar Acquisition”).]

In [removed: 2025,] [added: 2026,] we expect Postpaid service revenues to continue to grow, primarily due to continued postpaid account and customer growth as well as postpaid Average Revenue per Account (“ARPA”) growth driven by the execution of our strategy to continuously deepen our account relationships, including growth in [removed: High Speed Internet.][added: broadband.]

Transaction Overview

On May 23, 2025, we launched exchange offers (the “Exchange Offers”) for any and all of certain outstanding senior notes of UScellular for new notes of T-Mobile with the same interest rate, interest payment dates, maturity dates and redemption terms as each corresponding series of senior notes of UScellular.

In conjunction with the Exchange Offers, we also solicited consents for each series of the outstanding senior notes of UScellular to effect a number of amendments to the applicable indenture under which each such series of notes were issued and are governed (the “Consent Solicitations”).

The consummation of the Exchange Offers and Consent Solicitations were subject to the closing of the UScellular Acquisition (as defined below), which occurred on August 1, 2025.

On July 22, 2025, we entered into asset purchase agreements for the acquisition of substantially all of the wireless operations assets (together with UScellular’s wireless operations and select spectrum assets, the “UScellular Wireless Business”) of each of Farmers Cellular Telephone Company, Inc., Iowa RSA No. 9 Limited Partnership, and Iowa RSA No. 12 Limited Partnership (collectively, the “Iowa Entities”) for an aggregate purchase price of $175 million payable in cash.

Prior to our acquisition of the Iowa Entities, UScellular held a minority interest in each of the Iowa Entities.

The UScellular Wireless Business offers a comprehensive range of wireless communications products and services.

As a combined company, we expect to increase competition in the telecommunications industry, achieve synergies and enhance our rural 5G coverage with our combined network footprint.

On August 1, 2025, upon the completion of certain customary closing conditions, including the receipt of certain regulatory approvals (the “UScellular Acquisition Date”), we completed the acquisition of the UScellular Wireless Business, and as a result, the UScellular Wireless Business became wholly owned by T-Mobile.

In exchange, on the UScellular Acquisition Date, we transferred cash of $2.8 billion.

Additionally, the closing of the UScellular Acquisition obligated us to execute the Exchange Offers.

On August 5, 2025, we executed the Exchange Offers of certain senior notes of UScellular with an aggregate outstanding principal balance of $1.7 billion for T-Mobile notes with the same interest rate, interest payment dates, maturity dates and redemption terms as each corresponding series of senior notes of UScellular.

Merger-related costs associated with the UScellular Acquisition to date include:

- Integration costs to achieve efficiencies in network, retail, information technology and back office operations and migrate customers to the T-Mobile network and billing systems;

- Restructuring costs, including contract terminations, severance and network decommissioning; and

- Transaction costs, including legal and professional services related to the completion of the UScellular Acquisition.

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| (in millions) | | | | | | | | | | | | | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | Change | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | 2025 | | | | | | 2024 | | | | | | | | | | | | | | | | | | | | | | | | $ | | | | | | % | | | | | | | | | | | | | | | | | |

| Cost of services, exclusive of depreciation and amortization | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 31 | | | | | $ | — | | | | | | | | | | | | | | | | | | | | | | | $ | 31 | | | | | NM | | | | | | | | | | | | | | |

| Cost of equipment sales, exclusive of depreciation and amortization | | | | | | | | | | | | | | | | | | | | | | | | | | | 10 | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | 10 | | | | | | NM | | | | | | | | | | | | | | |

| Selling, general and administrative | | | | | | | | | | | | | | | | | | | | | | | | | | | 222 | | | | | | 26 | | | | | | | | | | | | | | | | | | | | | | | | 196 | | | | | | 754 | | % | | | | | | | | | | | | |

| Total UScellular merger-related costs | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 263 | | | | | $ | 26 | | | | | | | | | | | | | | | | | | | | | | | $ | 237 | | | | | 912 | | % | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net cash payments for UScellular merger-related costs | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 139 | | | | | $ | 22 | | | | | | | | | | | | | | | | | | | | | | | $ | 117 | | | | | 532 | | % | | | | | | | | | | | | |

*Anticipated Impacts*

As a result of our UScellular Acquisition restructuring and integration activities, we expect to realize cost efficiencies by eliminating redundancies within our combined network as well as other business processes and operations.

Upon completion of these activities, we expect to achieve total annual run rate cost synergies of $1.2 billion, consisting of $950 million in operating expenses and $250 million in capital expenditures, with costs to achieve expected to be approximately $2.6 billion.

Our restructuring and integration activities associated with the UScellular Acquisition are expected to occur over the next two years with substantially all costs incurred and associated cash payments made by the end of fiscal year 2027.

We are evaluating additional restructuring initiatives associated with the UScellular Acquisition, which are dependent on consultations and negotiations with certain counterparties and the expected impact on our business operations, which could affect the amount or timing of the costs and related payments.

Upon the completion of certain customary closing conditions, including the receipt of certain regulatory approvals, on February 3, 2025 (the “Vistar Acquisition Date”), we completed the Vistar Acquisition, and as a result, Vistar became a wholly owned subsidiary of T-Mobile.

In exchange, we transferred cash of $621 million.

Acquisition of Blis Holdco Limited

On February 18, 2025, we entered into a share purchase agreement for the acquisition of 100% of the outstanding capital stock of Blis Holdco Limited (“Blis”), a provider of advertising solutions (the “Blis Acquisition”).

Upon the completion of certain customary closing conditions, including the receipt of certain regulatory approvals, on March 3, 2025 (the “Blis Acquisition Date”), we completed the Blis Acquisition, and as a result, Blis became a wholly owned subsidiary of T-Mobile.

In exchange, we transferred cash of $180 million.

Sprint Merger-Related Costs

Sprint Merger-related costs have been excluded from our calculations of Adjusted EBITDA and Core Adjusted EBITDA, which are non-GAAP financial measures, as we do not consider these costs to be reflective of our ongoing operating performance.

See “Adjusted EBITDA and Core Adjusted EBITDA” in the “[Performance Measures](#i684035d10de84216af26dbe03ecb0a4a_187)” section of this MD&A.

Cash payments extending beyond 2024 primarily relate to operating and financing leases for which we have recognized accelerated lease expense.

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The arrangement is expected to close in the first half of 2025, subject to customary closing conditions and regulatory approvals.

At closing, we expect to invest approximately $950 million in the joint venture to acquire a 50% equity interest and all existing Lumos fiber customers.

This arrangement is expected to close in 2025, subject to customary closing conditions and regulatory approvals.

At closing, we expect to invest approximately $4.9 billion in the joint venture to acquire a 50% equity interest and all existing residential fiber customers, as well as funding the joint venture.

On May 24, 2024, we entered into a securities purchase agreement with United States Cellular Corporation (“UScellular”), Telephone and Data Systems, Inc., and USCC Wireless Holdings, LLC, pursuant to which, among other things, we will acquire

To the extent any debtholders do not participate in the exchange, their bonds will continue as obligations of UScellular, and the cash portion of the purchase price will be correspondingly increased.

The transaction is expected to close in mid-2025, subject to customary closing conditions and receipt of certain regulatory approvals.

Upon closing of the transaction, we expect to account for the UScellular transaction as a business combination and to consolidate the acquired operations.

We expect this transaction will yield approximately $1.0 billion in total annual run rate cost synergies, including operating expense and capital expenditure synergies, upon integration, with total cost to achieve the integration currently estimated at between $2.2 billion to $2.6 billion.

The purchase price is subject to certain agreed-upon working capital and other adjustments.

The acquisition is subject to certain customary closing conditions, including certain regulatory approvals, and is expected to close in the first quarter of 2025.

We also expect an increase in service revenues upon the closing of our previously announced joint ventures and acquisition of UScellular.

In addition, Wholesale and other service revenues are expected to continue to decline primarily as DISH services more of its Boost customers with their standalone network.

We also expect an increase in Total operating expenses upon the closing of our previously announced joint ventures and acquisition of UScellular.

We expect these increases to be partially offset by synergy realization from the acquisition of UScellular benefiting Cost of services.

- Lower Wireline revenues due to the sale of the Wireline Business on May 1, 2023.

- An increase of $627 million in liquidation revenue, primarily due to a higher number of liquidated devices, including the impact from the transition of certain device recovery programs from external sources to in-house processing; mostly offset by

- A decrease of $231 million in device sales revenue, excluding purchased leased devices, primarily from:

- A decrease of $219 million in lease revenues, primarily due to a lower number of customer devices under lease as a result of the continued strategic shift in device financing from leasing to EIP.

Other revenues decreased $220 million, or 19%, primarily from the transition of certain device recovery programs from external sources to in-house processing, resulting in a change in presentation from Other revenues to Equipment revenues.

Total operating expenses decreased $902 million, or 1%.

- A decrease of $472 million in Merger-related costs related to network decommissioning and integration;

- Lower costs due to the sale of the Wireline Business on May 1, 2023;

- Lower employee costs, primarily due to reduced headcount;

- Higher Merger synergies; partially offset by

- Higher site costs related to the continued build-out of our nationwide 5G network.

- An increase of $457 million in liquidation costs, primarily due to a higher number of liquidated devices, including the impact from the transition of certain device recovery programs from external sources to in-house processing; partially offset by

- Higher costs as a result of the Ka’ena Acquisition; and

Gain on disposal group held for sale was $25 million for the year ended December 31, 2023, related to the sale of the Wireline Business on May 1, 2023.

Interest expense, net increased slightly, primarily from:

- Higher interest income, primarily due to higher average balances and higher average interest rates on short-term cash equivalents.

- Higher income before income taxes; partially offset by

- An increase in tax benefits from adjustments to certain tax reserves; and

- Net tax benefits recognized from a remeasurement of deferred tax assets and liabilities in certain state jurisdictions.

- Merger-related costs, net of Merger-related gain and tax, of $91 million for the year ended December 31, 2024, compared to Merger-related costs, net of tax, of $775 million for the year ended December 31, 2023.

| Net income | | | 8,360 | | | | | | | | | | | | | | | | | | | | | | | | 4,766 | | |

(1) Customers impacted by the decommissioning of the legacy Sprint CDMA and LTE and T-Mobile UMTS networks have been excluded from our postpaid account base resulting in the removal of 57,000 postpaid accounts in the first quarter of 2022 and 69,000 postpaid accounts in the second quarter of 2022.

(2) Customers impacted by the decommissioning of the legacy Sprint CDMA and LTE and T-Mobile UMTS networks have been excluded from our customer base resulting in the removal of 212,000 postpaid phone customers and 349,000 postpaid other customers in the first quarter of 2022 and 284,000 postpaid phone customers, 946,000 postpaid other customers and 28,000 prepaid customers in the second quarter of 2022.

As of December 31, [removed: 2024,] [added: 2025,] we held [removed: €2.0] [added: €4.8] billion in EUR-denominated Senior Notes, which are subject to foreign currency exchange rate fluctuations.

Certain [removed: potential] sources of financing available to us, including our Revolving Credit [removed: Facility,] [added: Facility and ECA Facilities,] bear interest that is indexed to a benchmark rate plus a fixed margin.

See [removed: [Note](#i74564af84967428cb924f8cbc6ef21c3_430) [9](#i74564af84967428cb924f8cbc6ef21c3_430) [– Debt](#i74564af84967428cb924f8cbc6ef21c3_430)] [added: [Note 9 – Debt](#i684035d10de84216af26dbe03ecb0a4a_400)] of the Notes to the Consolidated Financial Statements for additional information.

[Index for Notes to [removed: the Consolidated] [added: the](#i684035d10de84216af26dbe03ecb0a4a_34) [Consolidated] Financial [removed: Statements](#i74564af84967428cb924f8cbc6ef21c3_34)][added: Statements](#i684035d10de84216af26dbe03ecb0a4a_34)]

As of December 31, 2025, we had drawn $2.0 billion under our ECA Facilities.

As of December 31, 2024, we did not have outstanding balances under these facilities.

As America’s supercharged Un-carrier, we have disrupted the [removed: wireless communications services] [added: telecommunications] industry by actively engaging with and listening to our customers and focusing on eliminating their pain points.

Our customers benefit from what we believe is an unmatched combination of [added: the best] value and [removed: network quality,] [added: best network, alongside an] unwavering focus on offering them the best possible service experience and [added: an] undisputable drive for disruptive innovation in wireless and beyond.

This includes providing added value and what we believe is an exceptional experience while implementing signature Un-carrier initiatives that have changed the [removed: wireless] industry.

With what we believe is America’s [added: best network, with the] largest, fastest, most awarded and most advanced 5G network, the Un-carrier strives to offer customers unrivaled coverage and capacity where they live, work and travel.

Our dense and multi-layer network provides an unmatched 5G and overall network experience to our customers, which consists of our foundational layer of low-band, [removed: our] mid-band and [removed: our] millimeter-wave (“mmWave”) spectrum licenses (see “Spectrum Position” below).

This multilayer portfolio of spectrum broadens and deepens our nationwide 5G network, enabling accelerated innovation and increased competition in the U.S. wireless [removed: and broadband industries.][added: telecommunications industry.]

Our network allows us to deliver new, innovative products and services, such as our [removed: High Speed Internet] [added: 5G broadband] fixed wireless product, with the same customer experience focus and industry-disrupting mindset that we have adopted in our [removed: attempt] [added: journey] to redefine [removed: the] wireless communications services [removed: industry] in the United States in the customers’ favor.

Leveraging the latest AI technology and digital capabilities, we are pioneering new approaches to serving customers with a platform to better anticipate and proactively solve their issues, offering personalized self-service options and taking authorized actions on their behalf, while simultaneously creating large-format customer experience stores for customers looking for an immersive [removed: experience, and increasing investment in domestic customer care.][added: experience.]

As of December 31, [removed: 2024,] [added: 2025,] we provide wireless communications [added: and broadband] services to [removed: 129.5] [added: 142.4] million postpaid and prepaid customers and generate revenue by providing affordable wireless communications [added: and broadband] services to these customers, as well as a wide selection of wireless devices and accessories.

Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i74564af84967428cb924f8cbc6ef21c3_133)] [added: Operations](#i684035d10de84216af26dbe03ecb0a4a_148)] for additional information.

We provide wireless communications [added: and broadband] services through a variety of service plan options.

We also offer for sale to customers a wide selection of wireless devices, including smartphones, wearables, tablets, [removed: home] [added: 5G] broadband [removed: routers] [added: gateways] and other mobile communication devices that are manufactured by various suppliers.

Our most popular [added: current] service plan [removed: offering is Go5G Plus,] [added: offerings are our premium Experience plans, including Experience More and Experience Beyond,] which [removed: includes] [added: include] unlimited talk, text and data on our network, 5G access at no extra cost, scam protection features, [added: popular streaming subscriptions, in-flight Wi-Fi,] access to the same device offers as new customers and more.

We also offer an Essentials rate plan for customers who want the basics at a lower price point, [added: and] specific rate plans to qualifying customers, including Military and Veterans, First Responder and [removed: 55+, as well as Go5G and Go5G Next plans to deliver a full suite of plans that provide customers the features that meet their lifestyle and daily needs.][added: 55+.]

[removed: Our] [added: In addition to our wireless communications services, we offer complementary broadband services including 5G broadband, which is a] fixed wireless product [removed: is] available to tens of millions of domestic households [removed: where we currently have] [added: utilizing the] excess [removed: network capacity, providing, for some consumers, an alternative to traditional landline internet or broadband service providers] [added: capacity of our nationwide 5G network,] and [added: fiber,] expanding [added: broadband] access [removed: to] and [removed: choice] [added: choices] for some consumers.

With our [removed: High Speed Internet plan,] [added: 5G broadband and fiber plans,] customers can access the internet without worrying about annual service contracts, data overages or hidden fees.

We also provide products and services that are complementary to our wireless communications [added: and broadband] services, including device protection, financial services and advertising.

We provide wireless communications [added: and broadband] services to a variety of customers needing connectivity, but focus primarily on two categories of customers:

- Postpaid customers generally are qualified to pay after receiving [removed: wireless communications services] [added: service] utilizing phones, [removed: High Speed Internet modems,] [added: 5G broadband gateways, fiber connections,] mobile internet devices (including tablets and hotspots), wearables, DIGITS and other connected devices (including SyncUP and internet of things (“IoT”)).

- Prepaid customers generally pay for [removed: wireless communications services] [added: service] in advance.

We [added: also] provide Machine-to-Machine (“M2M”) and Mobile Virtual Network Operator (“MVNO”) customers access to our network.

We generate the majority of our service revenues by providing wireless communications [added: and broadband] services to postpaid and prepaid customers.

In [removed: 2024,] [added: 2025,] our service revenues generated by providing wireless communications [added: and broadband] services by customer category were:

- [removed: 79%] [added: 81%] Postpaid customers;

- [removed: 16%] [added: 15%] Prepaid customers; and

- [removed: 5%] [added: 4%] Wholesale and other services.

Substantially all of our revenues for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022,] [added: 2023,] were earned in the United States, including Puerto Rico and the U.S. Virgin Islands.

[removed: Utilizing our multilayer spectrum portfolio, our mission is to become “Famous for Network.”] We have deployed low-band, mid-band and mmWave spectrum dedicated for 5G across our dense and broad network to create what we believe is America’s largest, fastest, most awarded and most advanced 5G network.

Our innovative Customer-Driven Coverage (“CDC”) approach to network investments, and leadership in deploying the latest network technologies including Massive [removed: Multiple-input/multiple-out] [added: Multiple-input Multiple-output] (“Massive MIMO”), Voice over New Radio (“VoNR”), [added: Low Latency, Low Loss, Scalable Throughput (“L4S”),] four-carrier and higher order aggregation, dynamic network slicing and the U.S.’s first broad deployment of 5G Advanced, are [added: enabled by our scaled nationwide 5G standalone network.]

- We controlled an average of 394 MHz of combined low- and mid-band spectrum nationwide as of December 31, [removed: 2024.][added: 2025.]

- An average of [removed: 41] [added: 43] MHz in the 600 MHz band;

- An average of [removed: 10] [added: 12] MHz in the 700 MHz band;

- An average of [removed: 41] [added: 42] MHz in the 1700 MHz AWS band;

- An average of [removed: 66] [added: 68] MHz in the 1900 MHz PCS band;

- An average of [removed: 184] [added: 185] MHz in the 2.5 GHz band;

- An average of [removed: 11] [added: 3] MHz in the 3.45 GHz band; and

- We controlled an average of [removed: 1,033] [added: 1,059] GHz of combined mmWave spectrum [removed: licenses.][added: licenses as of December 31, 2025.]

See [removed: [Note](#i74564af84967428cb924f8cbc6ef21c3_64) [7](#i74564af84967428cb924f8cbc6ef21c3_64) [–] [added: [Note 7 –] Goodwill, Spectrum License Transactions and Other Intangible [removed: Assets](#i74564af84967428cb924f8cbc6ef21c3_64)] [added: Assets](#i684035d10de84216af26dbe03ecb0a4a_70)] of the Notes to the Consolidated Financial Statements for additional details.

- [removed: As of December 31, 2024, we had] [added: We have] equipment deployed on [removed: approximately 82,000] macro cell sites and [removed: 52,000] small cell/distributed antenna system sites across our [removed: network.][added: network and leverage our CDC insights to optimize network positioning and performance.]

The [removed: wireless communications services] [added: telecommunications] industry remains competitive.

Our comprehensive T-Life app is radically simplifying customer experiences with upgrades, add-a-line, and switching transactions all available at customers’ fingertips, allowing customers and prospects to transact with us wherever and whenever they want.

We offer a full suite of service plans that provide customers with the features that meet their lifestyle and daily needs.

Utilizing our multilayer spectrum portfolio, our mission is to become “Famous for Network” and we have been recognized by third parties for having America’s best network.

- On May 30, 2025, we entered into a License and Unit Purchase Agreement with NEWLEVEL IV, L.P. and NEWLEVEL, LLC, both of which are affiliates of Grain Management, LLC (“Grain”), pursuant to which we will sell our 800 MHz spectrum licenses in exchange for cash consideration of $2.9 billion and the receipt of Grain’s 600 MHz spectrum licenses, which we are currently utilizing under lease agreements with Grain.

See [Note 7 – Goodwill, Spectrum License Transactions and Other Intangible Assets](#i684035d10de84216af26dbe03ecb0a4a_70) of the Notes to the Consolidated Financial Statements for additional details.

We focus on helping employees understand the skills needed for their career success and give them access to learning in many forms, such as mentoring, training, structured learning programs, videos and books.

- Evolve skills and careers – from onboarding throughout careers, with clear expectations on contributions to the business and opportunities to develop and build their career;

- Enable effective collaboration – align with our values and behavioral norms, provide tools, resources, and learning needed for individual and team success.

Our culture of belonging fosters trust, accelerates innovation, sparks new ideas and enhances collaboration.

This fuels our success by enabling our employees to deliver exceptional experiences for our customers and to make a positive impact on the communities we serve.

We aim to create an environment where employees have careers, not jobs, where everyone has a voice and belongs, and where leaders empower each employee to act like an owner and share in the Company’s success.

T-Mobile’s hiring process casts a wide net to attract and hire the most qualified candidates.

Our Employee Resource Groups (“ERGs”) play an important role in enhancing T-Mobile’s culture and providing valuable learning and development opportunities for our employees.

Our six ERGs and four sub-affinity groups are open to all employees at the Company and are closely tied to our business goals and priorities.

Our ERGs foster invaluable connections, community service and career development opportunities for employees.

Our chapter volunteers have led impactful initiatives and community service projects across the country for our employees.

We have pursued and may continue to pursue acquisitions of, investments in, or joint ventures or mergers with, other companies that we believe would complement or expand our business.

To the extent any such business has any international operations, we may be subject to economic, tax and labor regulations in these international jurisdictions.

Our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities

Our comprehensive T-Life app will further allow us to tap into customer preferences and radically simplify customer experiences in the future.

In addition to our wireless communications services, we offer High Speed Internet, which includes a fixed wireless product that utilizes the excess capacity of our nationwide 5G network.

enabled by our scaled nationwide 5G standalone network.

We put employees in the driver’s seat and give them access to mentoring, training, videos, books, job search and interview tips, and much more.

- Evolve skills and careers – Learn every day, champion relentless improvement, develop critical skills, explore career possibilities, and build the desired career;

- Champion belonging and inclusion – Promote inclusive habits and behaviors and enhance belonging and connectedness.

Our diversity, equity and inclusion efforts are focused on fostering a workplace that helps us better serve our customers and communities across the nation.

We aim to create an environment where employees feel included, valued and empowered, contributing to a stronger, more connected business.

T-Mobile has an inclusive hiring process that seeks diverse talent to be candidates for employment, but all of our hiring decisions continue to be based solely on merit.

Many of our employees participate in one of six Employee Resource Groups (ERGs) and their sub-groups, which are instrumental in promoting connection.

Our ERGs include:

- Veterans & Allies Network;

- Accessibility Community at T-Mobile;

- Multicultural Alliance;

- Asia Pacific & Allies Network;

- Black Empowerment Network;

- Indigenous Peoples Network;

- Eleva Network (focused on the Latino community and allies);

- Multigenerational Network;

- Pride; and

- Women & Allies Network.

These groups offer immersive experiences, mentorship programs, networking opportunities, and community service projects.

They are designed to help participants grow as professionals and community leaders.

External Diversity Councils

In partnership with civil rights organizations, we had previously established two External Diversity and Inclusion Councils.

These councils offered guidance for our efforts in areas like workforce recruitment, procurement, community investment, and corporate governance.

The work with these external councils concluded as planned after a successful 5-year collaboration and the councils have been dissolved.

Suppliers

T-Mobile considers a broad range of suppliers, including those that are veteran-owned, disability-owned, woman-owned, minority-owned, and LGBT-owned, and we include small and large businesses of all kinds in our procurement processes.

Purchases and contracts are awarded based on the best qualified and most competitive suppliers to enable T-Mobile’s success.

Most recently, for example, in September 2023, the FCC sought public comment on whether it should initiate a rulemaking proceeding to consider changes to its mobile spectrum rules and policies.

that could potentially set prices, minimum performance standards and/or restrictions on service discontinuation that could impact our business in those states.

For example, following the FCC’s adoption of the 2017 Restoring Internet Freedom (“RIF”) Order reclassifying broadband internet access services as non-common carrier “information services,” a number of states sought to impose state-specific net neutrality, rate-setting, and privacy requirements on providers’ broadband services.

The FCC’s RIF Order expressly preempted such state efforts, which were inconsistent with the FCC’s federal deregulatory approach at that time.

In 2019, however, the DC Circuit issued a ruling largely upholding the RIF Order but also vacating the portion of the ruling broadly preempting state/local measures regulating broadband services.

The court left open the prospect that particular state laws could still unlawfully conflict with the FCC’s RIF Order and be preempted.

In the meantime, the FCC sought to repeal the RIF Order through its adoption of the 2024 Open Internet Order, though the latter was struck down by a federal court of appeals in January 2025.

While most states pursuing net neutrality legislation sought to codify the federal rules repealed by the RIF Order, there are differences in some states.

For more information regarding the legal proceedings in which we are involved, see [Note [removed: 1](#i74564af84967428cb924f8cbc6ef21c3_112)[8](#i74564af84967428cb924f8cbc6ef21c3_112)] [added: 1](#i684035d10de84216af26dbe03ecb0a4a_124)[8](#i684035d10de84216af26dbe03ecb0a4a_124)] [– Commitments and [removed: Contingencies](#i74564af84967428cb924f8cbc6ef21c3_112)] [added: Contingencies](#i684035d10de84216af26dbe03ecb0a4a_124)] of the Notes to the Consolidated Financial Statements.

For the fiscal year ended December 31, [removed: 2024][added: 2025]

][added: Logo_03_2023.jpg](https://www.sec.gov/Archives/edgar/data/1283699/000128369926000010/tmus-20251231_g1.jpg)]

As of June [removed: 28, 2024,] [added: 30, 2025,] the aggregate market value of the voting and non-voting common equity held by non-affiliates was [removed: $86.0] [added: $112.4] billion based on the closing sale price as reported on the NASDAQ Global Select Market.

Part III of this Annual Report on Form 10-K will be incorporated by reference from certain portions of the definitive Proxy Statement for the Registrant’s [removed: 2025] [added: 2026] Annual Meeting of Stockholders, which definitive Proxy Statement will be filed with the Securities and Exchange Commission pursuant to Regulation 14A or will be included in an amendment to this Report.

For the Year Ended December 31, [removed: 2024][added: 2025]

| | | | [Item [removed: 1A.](#i74564af84967428cb924f8cbc6ef21c3_220)] [added: 1A.](#i684035d10de84216af26dbe03ecb0a4a_223)] | | | [Risk [removed: Factors](#i74564af84967428cb924f8cbc6ef21c3_220)] [added: Factors](#i684035d10de84216af26dbe03ecb0a4a_223)] | | | [removed: [12](#i74564af84967428cb924f8cbc6ef21c3_220)] [added: [12](#i684035d10de84216af26dbe03ecb0a4a_223)] | | |

| | | | [Item [removed: 1B.](#i74564af84967428cb924f8cbc6ef21c3_355)] [added: 1B.](#i684035d10de84216af26dbe03ecb0a4a_313)] | | | [Unresolved Staff [removed: Comments](#i74564af84967428cb924f8cbc6ef21c3_355)] [added: Comments](#i684035d10de84216af26dbe03ecb0a4a_313)] | | | [removed: [24](#i74564af84967428cb924f8cbc6ef21c3_355)] [added: [25](#i684035d10de84216af26dbe03ecb0a4a_313)] | | |

| | | | [Item [removed: 1C.](#i74564af84967428cb924f8cbc6ef21c3_358)] [added: 1C.](#i684035d10de84216af26dbe03ecb0a4a_307)] | | | [removed: [Cybersecurity](#i74564af84967428cb924f8cbc6ef21c3_358)] [added: [Cybersecurity](#i684035d10de84216af26dbe03ecb0a4a_307)] | | | [removed: [24](#i74564af84967428cb924f8cbc6ef21c3_358)] [added: [25](#i684035d10de84216af26dbe03ecb0a4a_307)] | | |

| | | | [Item [removed: 3.](#i74564af84967428cb924f8cbc6ef21c3_217)] [added: 3.](#i684035d10de84216af26dbe03ecb0a4a_217)] | | | [Legal [removed: Proceedings](#i74564af84967428cb924f8cbc6ef21c3_217)] [added: Proceedings](#i684035d10de84216af26dbe03ecb0a4a_217)] | | | [removed: [27](#i74564af84967428cb924f8cbc6ef21c3_217)] [added: [27](#i684035d10de84216af26dbe03ecb0a4a_217)] | | |

| | | | [Item [removed: 4.](#i74564af84967428cb924f8cbc6ef21c3_232)] [added: 4.](#i684035d10de84216af26dbe03ecb0a4a_232)] | | | [Mine Safety [removed: Disclosures](#i74564af84967428cb924f8cbc6ef21c3_232)] [added: Disclosures](#i684035d10de84216af26dbe03ecb0a4a_232)] | | | [removed: [27](#i74564af84967428cb924f8cbc6ef21c3_232)] [added: [27](#i684035d10de84216af26dbe03ecb0a4a_232)] | | |

| [PART [removed: II.](#i74564af84967428cb924f8cbc6ef21c3_214)] [added: I.](#i684035d10de84216af26dbe03ecb0a4a_214)] | | | | | | | | | | | |

| | | | [Item [removed: 5.](#i74564af84967428cb924f8cbc6ef21c3_343)] [added: 5.](#i684035d10de84216af26dbe03ecb0a4a_292)] | | | [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i74564af84967428cb924f8cbc6ef21c3_343)] [added: Securities](#i684035d10de84216af26dbe03ecb0a4a_292)] | | | [removed: [28](#i74564af84967428cb924f8cbc6ef21c3_343)] [added: [28](#i684035d10de84216af26dbe03ecb0a4a_292)] | | |

| | | | [Item [removed: 7.](#i74564af84967428cb924f8cbc6ef21c3_133)] [added: 7.](#i684035d10de84216af26dbe03ecb0a4a_148)] | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i74564af84967428cb924f8cbc6ef21c3_133)] [added: Operations](#i684035d10de84216af26dbe03ecb0a4a_148)] | | | [removed: [30](#i74564af84967428cb924f8cbc6ef21c3_133)] [added: [30](#i684035d10de84216af26dbe03ecb0a4a_148)] | | |

| | | | [Item [removed: 7A.](#i74564af84967428cb924f8cbc6ef21c3_328)] [added: 7A.](#i684035d10de84216af26dbe03ecb0a4a_328)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i74564af84967428cb924f8cbc6ef21c3_328)] [added: Risk](#i684035d10de84216af26dbe03ecb0a4a_328)] | | | [removed: [52](#i74564af84967428cb924f8cbc6ef21c3_328)] [added: [55](#i684035d10de84216af26dbe03ecb0a4a_328)] | | |

| | | | [Item [removed: 8.](#i74564af84967428cb924f8cbc6ef21c3_13)] [added: 8.](#i684035d10de84216af26dbe03ecb0a4a_13)] | | | [Financial Statements and Supplementary [removed: Data](#i74564af84967428cb924f8cbc6ef21c3_13)] [added: Data](#i684035d10de84216af26dbe03ecb0a4a_13)] | | | [removed: [53](#i74564af84967428cb924f8cbc6ef21c3_13)] [added: [56](#i684035d10de84216af26dbe03ecb0a4a_13)] | | |

| | | | [Item [removed: 9.](#i74564af84967428cb924f8cbc6ef21c3_331)] [added: 9.](#i684035d10de84216af26dbe03ecb0a4a_331)] | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i74564af84967428cb924f8cbc6ef21c3_331)] [added: Disclosure](#i684035d10de84216af26dbe03ecb0a4a_331)] | | | [removed: [108](#i74564af84967428cb924f8cbc6ef21c3_331)] [added: [119](#i684035d10de84216af26dbe03ecb0a4a_331)] | | |

| | | | [Item [removed: 9A](#i74564af84967428cb924f8cbc6ef21c3_334).] [added: 9A](#i684035d10de84216af26dbe03ecb0a4a_298).] | | | [Controls and [removed: Procedures](#i74564af84967428cb924f8cbc6ef21c3_334)] [added: Procedures](#i684035d10de84216af26dbe03ecb0a4a_298)] | | | [removed: [108](#i74564af84967428cb924f8cbc6ef21c3_334)] [added: [119](#i684035d10de84216af26dbe03ecb0a4a_298)] | | |

| | | | [Item [removed: 9C.](#i74564af84967428cb924f8cbc6ef21c3_340)] [added: 9C.](#i684035d10de84216af26dbe03ecb0a4a_337)] | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i74564af84967428cb924f8cbc6ef21c3_340)] [added: Inspections](#i684035d10de84216af26dbe03ecb0a4a_337)] | | | [removed: [109](#i74564af84967428cb924f8cbc6ef21c3_340)] [added: [120](#i684035d10de84216af26dbe03ecb0a4a_337)] | | |

| | | | [Item [removed: 10.](#i74564af84967428cb924f8cbc6ef21c3_289)] [added: 10.](#i684035d10de84216af26dbe03ecb0a4a_343)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#i74564af84967428cb924f8cbc6ef21c3_289)] [added: Governance](#i684035d10de84216af26dbe03ecb0a4a_343)] | | | [removed: [110](#i74564af84967428cb924f8cbc6ef21c3_289)] [added: [121](#i684035d10de84216af26dbe03ecb0a4a_343)] | | |

| | | | [Item [removed: 11.](#i74564af84967428cb924f8cbc6ef21c3_292)] [added: 11.](#i684035d10de84216af26dbe03ecb0a4a_346)] | | | [Executive [removed: Compensation](#i74564af84967428cb924f8cbc6ef21c3_292)] [added: Compensation](#i684035d10de84216af26dbe03ecb0a4a_346)] | | | [removed: [110](#i74564af84967428cb924f8cbc6ef21c3_292)] [added: [121](#i684035d10de84216af26dbe03ecb0a4a_346)] | | |

| | | | [Item [removed: 12.](#i74564af84967428cb924f8cbc6ef21c3_295)] [added: 12.](#i684035d10de84216af26dbe03ecb0a4a_349)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i74564af84967428cb924f8cbc6ef21c3_295)] [added: Matters](#i684035d10de84216af26dbe03ecb0a4a_349)] | | | [removed: [110](#i74564af84967428cb924f8cbc6ef21c3_295)] [added: [121](#i684035d10de84216af26dbe03ecb0a4a_349)] | | |

| | | | [Item [removed: 13.](#i74564af84967428cb924f8cbc6ef21c3_298)] [added: 13.](#i684035d10de84216af26dbe03ecb0a4a_352)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i74564af84967428cb924f8cbc6ef21c3_298)] [added: Independence](#i684035d10de84216af26dbe03ecb0a4a_352)] | | | [removed: [110](#i74564af84967428cb924f8cbc6ef21c3_298)] [added: [121](#i684035d10de84216af26dbe03ecb0a4a_352)] | | |

| | | | [Item [removed: 14.](#i74564af84967428cb924f8cbc6ef21c3_301)] [added: 14.](#i684035d10de84216af26dbe03ecb0a4a_355)] | | | [Principal Accountant Fees and [removed: Services](#i74564af84967428cb924f8cbc6ef21c3_301)] [added: Services](#i684035d10de84216af26dbe03ecb0a4a_355)] | | | [removed: [110](#i74564af84967428cb924f8cbc6ef21c3_301)] [added: [121](#i684035d10de84216af26dbe03ecb0a4a_355)] | | |

| | | | [Item [removed: 15.](#i74564af84967428cb924f8cbc6ef21c3_307)] [added: 15.](#i684035d10de84216af26dbe03ecb0a4a_361)] | | | [removed: [Exhibit] [added: [Exhibits] and Financial Statement [removed: Schedules](#i74564af84967428cb924f8cbc6ef21c3_307)] [added: Schedules](#i684035d10de84216af26dbe03ecb0a4a_361)] | | | [removed: [110](#i74564af84967428cb924f8cbc6ef21c3_307)] [added: [121](#i684035d10de84216af26dbe03ecb0a4a_361)] | | |

| | | | [Item [removed: 16.](#i74564af84967428cb924f8cbc6ef21c3_310)] [added: 16.](#i684035d10de84216af26dbe03ecb0a4a_364)] | | | [Form 10-K [removed: Summary](#i74564af84967428cb924f8cbc6ef21c3_310)] [added: Summary](#i684035d10de84216af26dbe03ecb0a4a_364)] | | | [removed: [111](#i74564af84967428cb924f8cbc6ef21c3_310)] [added: [122](#i684035d10de84216af26dbe03ecb0a4a_364)] | | |

The following important factors, along with the Risk Factors included in [Part I, Item [removed: 1A](#i74564af84967428cb924f8cbc6ef21c3_220)] [added: 1A](#i684035d10de84216af26dbe03ecb0a4a_223)] of this Form 10-K, could affect future results and cause those results to differ materially from those expressed in the forward-looking statements:

- [removed: criminal] cyberattacks, [removed: disruption,] [added: disruptions,] data loss or other security breaches;

- our inability to [removed: timely] adopt and [removed: effectively] deploy network [removed: technology developments;][added: technologies in a timely and effective manner;]

- the timing and effects of any pending and future acquisition, [removed: divestiture,] investment, joint [removed: venture] [added: venture, merger,] or [removed: merger] [added: divestiture] involving us, including our inability to obtain any required regulatory approval necessary to consummate any such transactions or to achieve the expected benefits of such transactions;

- adverse economic, political or market conditions in the U.S. and international markets, including changes resulting from increases in inflation or interest rates, [added: tariffs and trade restrictions,] supply chain [removed: disruptions] [added: disruptions, fluctuations in global currencies, immigration policies,] and impacts of geopolitical instability, such as the [removed: Ukraine-Russia] [added: Ukraine-Russia, Iran-Israel] and Israel-Hamas wars and further escalations thereof;

- any [removed: disruption or] failure [added: or inability] of our third parties (including key suppliers) to provide products or services for the operation of our business;

- [added: compliance with the current regulatory framework, including our national security obligations, and] any changes in regulations or in the regulatory framework under which we operate;

- future sales of our common stock by DT and [removed: SoftBank Group Corp. (“SoftBank”) and] our inability to attract additional equity financing outside the United States due to foreign ownership limitations by the Federal Communications Commission (“FCC”).

We intend to also use certain social media accounts as [added: a] means of disclosing information about us and our services and for complying with our disclosure obligations under Regulation FD (the @TMobileIR X account (https://x.com/TMobileIR), the [removed: @MikeSievert] [added: @SriniGopalan] X account [removed: (https://x.com/MikeSievert)] [added: (https://x.com/SriniGopalan)] and our [removed: Chief Executive Officer’s] [added: CEO’s] LinkedIn account [removed: (https://www.linkedin.com/in/sievert),] [added: (https://www.linkedin.com/in/srini-gopalan/),] both of which Mr. [removed: Sievert] [added: Gopalan] also uses as a means for personal communications and observations, and the @TMobileCFO X account (https://x.com/tmobilecfo) and our Chief Financial Officer’s LinkedIn account (https://www.linkedin.com/in/peter-osvaldik-3887394), both of which Mr. Osvaldik also uses as a means for personal communication and observations).

| 3.150% Senior Notes due 2032 | | | | | | TMUS32A | | | | | | The NASDAQ Stock Market LLC | | |

| 3.500% Senior Notes due 2037 | | | | | | TMUS37 | | | | | | The NASDAQ Stock Market LLC | | |

| 3.800% Senior Notes due 2045 | | | | | | TMUS45 | | | | | | The NASDAQ Stock Market LLC | | |

| 6.250% Senior Notes due 2069 | | | | | | TMUSL | | | | | | The NASDAQ Stock Market LLC | | |

| 5.500% Senior Notes due March 2070 | | | | | | TMUSZ | | | | | | The NASDAQ Stock Market LLC | | |

| 5.500% Senior Notes due June 2070 | | | | | | TMUSI | | | | | | The NASDAQ Stock Market LLC | | |

As of February 6, 2026, there were 1,101,862,739 shares of common stock outstanding.

| | | | [Item 1.](#i684035d10de84216af26dbe03ecb0a4a_316) | | | [Business](#i684035d10de84216af26dbe03ecb0a4a_316) | | | [6](#i684035d10de84216af26dbe03ecb0a4a_316) | | |

| | | | [Item 2.](#i684035d10de84216af26dbe03ecb0a4a_310) | | | [Properties](#i684035d10de84216af26dbe03ecb0a4a_310) | | | [27](#i684035d10de84216af26dbe03ecb0a4a_310) | | |

| [PART II.](#i684035d10de84216af26dbe03ecb0a4a_286) | | | | | | | | | | | |

| | | | [Item 6.](#i684035d10de84216af26dbe03ecb0a4a_325) | | | [\[Reserved\]](#i684035d10de84216af26dbe03ecb0a4a_325) | | | [29](#i684035d10de84216af26dbe03ecb0a4a_325) | | |

| | | | [Item 9B](#i684035d10de84216af26dbe03ecb0a4a_334). | | | [Other Information](#i684035d10de84216af26dbe03ecb0a4a_334) | | | [120](#i684035d10de84216af26dbe03ecb0a4a_334) | | |

| [PART III.](#i684035d10de84216af26dbe03ecb0a4a_340) | | | | | | | | | | | |

| [PART IV.](#i684035d10de84216af26dbe03ecb0a4a_358) | | | | | | | | | | | |

| | | | | | | [Index to Exhibits](#i684035d10de84216af26dbe03ecb0a4a_367) | | | [123](#i684035d10de84216af26dbe03ecb0a4a_367) | | |

| | | | | | | [Signatures](#i684035d10de84216af26dbe03ecb0a4a_370) | | | [137](#i684035d10de84216af26dbe03ecb0a4a_370) | | |

- operational delays, higher procurement and operational costs, and increased regulatory and compliance complexities, for example, as a result of changes to trade policies, including higher tariffs, restrictions and other economic disincentives to trade;

As of January 24, 2025, there were 1,141,744,952 shares of common stock outstanding.

| [PART I.](#i74564af84967428cb924f8cbc6ef21c3_10) | | | | | | | | | | | |

| | | | [Item 1.](#i74564af84967428cb924f8cbc6ef21c3_352) | | | [Business](#i74564af84967428cb924f8cbc6ef21c3_352) | | | [6](#i74564af84967428cb924f8cbc6ef21c3_352) | | |

| | | | [Item 2.](#i74564af84967428cb924f8cbc6ef21c3_361) | | | [Properties](#i74564af84967428cb924f8cbc6ef21c3_361) | | | [27](#i74564af84967428cb924f8cbc6ef21c3_361) | | |

| | | | [Item 6.](#i74564af84967428cb924f8cbc6ef21c3_349) | | | [\[Reserved\]](#i74564af84967428cb924f8cbc6ef21c3_349) | | | [29](#i74564af84967428cb924f8cbc6ef21c3_349) | | |

| | | | [Item 9B](#i74564af84967428cb924f8cbc6ef21c3_337). | | | [Other Information](#i74564af84967428cb924f8cbc6ef21c3_337) | | | [109](#i74564af84967428cb924f8cbc6ef21c3_337) | | |

| [PART III.](#i74564af84967428cb924f8cbc6ef21c3_286) | | | | | | | | | | | |

| [PART IV.](#i74564af84967428cb924f8cbc6ef21c3_304) | | | | | | | | | | | |

| | | | | | | [Index to Exhibits](#i74564af84967428cb924f8cbc6ef21c3_364) | | | [125](#i74564af84967428cb924f8cbc6ef21c3_313) | | |

| | | | | | | [Signatures](#i74564af84967428cb924f8cbc6ef21c3_313) | | | [125](#i74564af84967428cb924f8cbc6ef21c3_313) | | |

As part of management’s oversight of cybersecurity, [added: Mark Clancy,] our [removed: Chief Security Officer (“CSO”)] [added: Senior Vice President, Cybersecurity,] presents on our cybersecurity practices to the [removed: Nominating and] [added: Nominating,] Corporate Governance [added: and Compliance] Committee of our Board of Directors (the [removed: “NCG] [added: “NCGC] Committee”) and to our full Board of Directors on a periodic basis.

Our [removed: Senior Vice President, Internal Audit & Risk Management (the “Chief] [added: Chief] Audit [removed: Executive”),] [added: Executive] periodically presents enterprise risks, including cybersecurity risks, to the Audit Committee of our Board of Directors (the “Audit Committee”).

[added: Our] Chief Compliance Officer regularly attends meetings of the [removed: NCG] [added: NCGC] Committee to provide insights from the compliance perspective relating to cybersecurity.

We utilize the National Institute of Standards and Technology’s Cybersecurity Framework as a guide in cyber risk management to identify, assess, and assist [removed: the CSO] [added: cybersecurity leadership] in managing cybersecurity risks.

Through these quarterly risk assessments, management informs the Audit Committee [removed: on] [added: of] the cyber risk landscape facing the Company and the Company’s preparedness to manage such risk.

The Company engages top-tier external [removed: cyber security] [added: cybersecurity] firms, as needed, leveraging their expertise as part of our ongoing effort to evaluate and enhance our cybersecurity program.

Our third-party risk management program actively engages with the enterprise-wide risk assessment process and partners with cyber risk management to report relevant risks to the [removed: NCG] [added: NCGC] Committee, the Audit Committee and our internal Enterprise Risk & Compliance Committee.

For additional details regarding the impact of both cybersecurity incidents, see [Note [removed: 1](#i74564af84967428cb924f8cbc6ef21c3_112)[8](#i74564af84967428cb924f8cbc6ef21c3_112) [–] [added: 18 –] Commitments and [removed: Contingencies](#i74564af84967428cb924f8cbc6ef21c3_112)] [added: Contingencies](#i684035d10de84216af26dbe03ecb0a4a_124)] of the Notes to the Consolidated Financial Statements.

However, we face ongoing risks from certain cybersecurity threats that, if realized, are reasonably likely to materially affect business strategy, [removed: results of operations, or] financial [removed: condition.][added: condition or operating results.]

See “Risk Factors – *We have experienced [removed: criminal] cyberattacks and could in the future be further harmed by disruption, data loss or other security breaches, whether directly or indirectly through third parties whose products and services we rely on in operating our business*.”

[removed: Transformation and Chief] [added: Chief] Information [removed: & Digital] Officer

The [removed: Transformation and] Chief Information [removed: & Digital] Officer [removed: under the direction of the Company’s Chief Executive Officer,] is responsible for overseeing the Company’s information technology systems, digital capabilities, and cybersecurity practices.

[added: Mark Clancy, our Senior Vice President, Cybersecurity, under the direction of the Chief Information Officer, is responsible for overseeing the] cybersecurity organization and promoting a security-centric culture throughout our business and operational functions.

The [removed: CSO] [added: Senior Vice President, Cybersecurity,] is at the forefront of enhancing our cybersecurity framework and strengthening the overall cybersecurity program.

The [removed: CSO] [added: Senior Vice President, Cybersecurity,] oversees the cyber risk management function, which identifies cybersecurity threats, assesses cybersecurity risks and supports the [removed: Transformation and] Chief Information [removed: & Digital] Officer and the Company in managing such risks.

As the Company’s [removed: CSO,] [added: Chief Information Officer,] Jeff Simon has extensive experience in risk management and information security, including serving as the Chief Information Security Officer at Fidelity National Information Services, Inc. Mr. Simon received his Master of Science in Computer Science, Software Engineering & Artificial Intelligence from the Johns Hopkins Whiting School of Engineering and Bachelor of Science in Business Administration and Applied Economics from Marquette University.

The Enterprise Risk & Compliance Committee is chaired by the Chief Financial Officer of the Company, with the [removed: Executive Vice President &] [added: Chief Legal Officer and] General Counsel as the co-chair and comprises core members including the [removed: Transformation and] Chief Information [removed: & Digital] Officer, while the [removed: CSO] [added: Senior Vice President, Cybersecurity,] serves in an advisory capacity.

Specific to cybersecurity, the [removed: Transformation and] Chief Information [removed: & Digital] Officer and the [removed: CSO] [added: Senior Vice President, Cybersecurity,] have the expertise to provide insights into the nature of cyber threats, the Company’s readiness, and actions taken to mitigate such risks.

Our Board of Directors oversees risks from cybersecurity threats using a multi-faceted approach that involves the [removed: NCG] [added: NCGC] Committee and Audit Committee and various executive roles.

Additionally, our [removed: Transformation and] Chief Information [removed: & Digital] Officer and [removed: CSO] [added: Senior Vice President, Cybersecurity,] report on cybersecurity to the full Board.

[removed: Nominating and] [added: Nominating,] Corporate Governance [added: and Compliance] Committee

The [removed: NCG] [added: NCGC] Committee oversees risks associated with data privacy and information security, which encompasses cybersecurity.

Our [removed: CSO] [added: Senior Vice President, Cybersecurity,] and Chief Compliance Officer, among other executives, provide periodic reports to the [removed: NCG] [added: NCGC] Committee and also meet with the [removed: NCG] [added: NCGC] Committee to discuss any material events when they arise.

The periodic reports are designed to keep the [removed: NCG] [added: NCGC] Committee abreast of the Company’s cybersecurity practices, risks and trends in cybersecurity threats.

The [removed: NCG] [added: NCGC] Committee also has discussions with management focused on evaluating the Company’s exposure to cybersecurity risks and cybersecurity practices in place to mitigate such risks.

These discussions enable the [removed: NCG] [added: NCGC] Committee to be informed of the steps management is taking to detect, monitor and manage cybersecurity risks.

[removed: These reports] to the [removed: NCG] [added: NCGC] Committee typically include information on any significant incidents that have occurred, how they were managed, and any changes to the risk profile of the Company.

The [removed: NCG] [added: NCGC] Committee seeks updates to facilitate proactive governance and to allow the [removed: NCG] [added: NCGC] Committee to address emerging cybersecurity issues with management.

Legal and other costs related to these proceedings and inquiries, as well as any potential future actions, may be substantial, and losses associated with any adverse judgments, settlements, penalties or other resolutions of such proceedings and inquiries could be material to our business, reputation, financial condition, cash flows and operating results.

As the Company’s Senior Vice President, Cybersecurity, Mark Clancy has over 25 years of experience in information technology, information security, and cybersecurity, including serving as the Chief Information and Security Officer and Vice President of Cybersecurity and Fraud at Sprint Corporation.

Mr. Clancy received his Bachelor of Science in Electrical and Electronics Engineering from Drexel University.

These reports

Our

As a result of the August 2021 cyberattack and the January 2023 cyberattack, we have incurred and may continue to incur significant costs or experience other material financial impacts, which may not be covered by, or may exceed the coverage limits of, our cyber liability insurance, and such costs and impacts may have a material adverse effect on our business, reputation, financial condition, cash flows and operating results.

The CSO, under the direction of the Transformation and Chief Information & Digital Officer, is responsible for overseeing the

As the Company’s Executive Vice President, Transformation and Chief Information & Digital Officer, Néstor Cano has served in several leadership positions at both the Company and Sprint, including as Sprint’s Chief Operating Officer, overseeing, among other things, Sprint’s digital architecture and delivery.

Mr. Cano studied industrial engineering at Barcelona Polytechnic University, attended the Executive Distribution Academy by INSEAD Business School in Fontainebleau, France, and also completed his post-graduate degree in executive management at IESE Business School in Barcelona, Spain.

| (percent of gross property and equipment) | | | December 31, [removed: 2024] [added: 2025] | | | | | | December 31, [removed: 2023] [added: 2024] | | |

| Wireless communications systems | | | 71 | | % | | | | [removed: 68] [added: 71] | | % |

| Data processing equipment and other | | | 24 | | % | | | | [removed: 27] [added: 24] | | % |

Wireless communications systems primarily consist of assets used to operate our wireless network and information technology data centers, including switching equipment, radio frequency equipment, tower assets, [removed: High Speed Internet routers,] [added: 5G broadband gateways,] construction in progress and leasehold improvements related to the wireless network and asset retirement costs.

As of [removed: January 24, 2025,] [added: February 6, 2026,] there were [removed: 14,513] [added: 13,410] registered stockholders of record of our common stock, but we estimate the total number of stockholders to be much higher as a number of our shares are held by brokers or dealers for their customers in street name.

During the year ended December 31, [removed: 2024,] [added: 2025,] we declared and paid cash dividends totaling [removed: $2.83] [added: $3.66] per share, as part of our [removed: 2023-2024] [added: 2025] Stockholder Return Program (as defined below).

Additionally, on [removed: November 21, 2024,] [added: December 4, 2025,] our Board of Directors declared a quarterly cash dividend of [removed: $0.88] [added: $1.02] per share on our issued and outstanding common stock, which will be paid on March [removed: 13, 2025,] [added: 12, 2026,] to stockholders of record as of the close of business on February [removed: 28, 2025,] [added: 27, 2026,] as part of our [removed: 2025] [added: 2026] Stockholder Return Program (as defined below).

The table below provides information regarding our share repurchases during the three months ended December 31, [removed: 2024:][added: 2025:]

(1) On [removed: September 6, 2023,] [added: December 13, 2024, we announced that] our Board of Directors authorized a stockholder return program for up to [removed: $19.0] [added: an additional $14.0] billion [removed: of repurchases of our common stock and payment of dividends] through December 31, [removed: 2024] [added: 2025] (the [removed: “2023-2024] [added: “2025] Stockholder Return Program”).

On December [removed: 13, 2024,] [added: 11, 2025,] we announced that our Board of Directors authorized a stockholder return program for up to an additional [removed: $14.0] [added: $14.6] billion that will run through December 31, [removed: 2025] [added: 2026] (the [removed: “2025] [added: “2026] Stockholder Return Program”).

The amounts presented represent the remaining dollar amount authorized for purchase under the [removed: 2023-2024] [added: 2025] Stockholder Return Program and [removed: 2025] [added: 2026] Stockholder Return Program, as applicable, as of the end of the period, which has been reduced by the amount of any cash dividends declared and paid by the Company.

See [Note [removed: 1](#i74564af84967428cb924f8cbc6ef21c3_100)[5](#i74564af84967428cb924f8cbc6ef21c3_100) [-] [added: 15 -] Stockholder Return [removed: Programs](#i74564af84967428cb924f8cbc6ef21c3_100)] [added: Programs](#i684035d10de84216af26dbe03ecb0a4a_106)] of the Notes to the Consolidated Financial Statements for more information about our [removed: 2023-2024] [added: 2025] Stockholder Return Program and [removed: 2025] [added: 2026] Stockholder Return Program.

The graph tracks the performance of a $100 investment, with the reinvestment of all dividends, from December 31, [removed: 2019] [added: 2020] to December 31, [removed: 2024.][added: 2025.]

][added: 2025v3.jpg](https://www.sec.gov/Archives/edgar/data/1283699/000128369926000010/tmus-20251231_g2.jpg)]

| (in dollars) | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | |

| October 1, 2025 - October 31, 2025 | | | 1,246,978 | | | | | | $ | 215.24 | | | | | 1,246,978 | | | | | | | | | | | | $ | 3,340 | | | | | | | | | | | | | |

| November 1, 2025 - November 30, 2025 | | | 5,218,414 | | | | | | 209.36 | | | | | | 5,218,414 | | | | | | | | | | | | 2,248 | | | | | | | | | | | | | | |

| December 1, 2025 - December 31, 2025 | | | 5,453,744 | | | | | | 201.51 | | | | | | 5,453,744 | | | | | | | | | | | | 14,614 | | | | | | | | | | | | | | |

| Total | | | 11,919,136 | | | | | | | | | | | | 11,919,136 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| T-Mobile US, Inc. | | | $ | 100.00 | | | | | $ | 86.01 | | | | | $ | 103.82 | | | | | $ | 119.41 | | | | | $ | 166.80 | | | | | $ | 155.79 | |

| S&P 500 | | | 100.00 | | | | | | 128.71 | | | | | | 105.40 | | | | | | 133.10 | | | | | | 166.40 | | | | | | 196.16 | | |

| NASDAQ Composite | | | 100.00 | | | | | | 122.18 | | | | | | 82.43 | | | | | | 119.22 | | | | | | 154.48 | | | | | | 187.14 | | |

| Dow Jones US Mobile Telecommunications TSM | | | 100.00 | | | | | | 91.37 | | | | | | 82.48 | | | | | | 88.64 | | | | | | 108.82 | | | | | | 112.06 | | |

| October 1, 2024 - October 31, 2024 | | | 7,070,211 | | | | | | $ | 217.82 | | | | | 7,070,211 | | | | | | | | | | | | $ | 5,731 | | | | | | | | | | | | | |

| November 1, 2024 - November 30, 2024 | | | 6,527,845 | | | | | | 235.76 | | | | | | 6,527,845 | | | | | | | | | | | | 4,192 | | | | | | | | | | | | | | |

| December 1, 2024 - December 31, 2024 | | | 6,685,526 | | | | | | 230.35 | | | | | | 6,685,526 | | | | | | | | | | | | 14,004 | | | | | | | | | | | | | | |

| Total | | | 20,283,582 | | | | | | | | | | | | 20,283,582 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| T-Mobile US, Inc. | | | $ | 100.00 | | | | | $ | 171.96 | | | | | $ | 147.90 | | | | | $ | 178.53 | | | | | $ | 205.33 | | | | | $ | 286.82 | |

| S&P 500 | | | 100.00 | | | | | | 118.40 | | | | | | 152.39 | | | | | | 124.79 | | | | | | 157.59 | | | | | | 197.02 | | |

| NASDAQ Composite | | | 100.00 | | | | | | 144.92 | | | | | | 177.06 | | | | | | 119.45 | | | | | | 172.77 | | | | | | 223.87 | | |

| Dow Jones US Mobile Telecommunications TSM | | | 100.00 | | | | | | 109.03 | | | | | | 99.62 | | | | | | 89.92 | | | | | | 96.64 | | | | | | 118.64 | | |

We have audited the accompanying consolidated balance sheets of T-Mobile US, Inc. and subsidiaries (the "Company") as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of comprehensive income, stockholders' equity, and cash flows, for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] and the related notes (collectively referred to as the "consolidated financial statements").

We also have audited the Company’s internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] in conformity with accounting principles generally accepted in the United States of America.

Also, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by COSO.

[Index for Notes to [removed: the Consolidated] [added: the](#i684035d10de84216af26dbe03ecb0a4a_34) [Consolidated] Financial [removed: Statements](#i74564af84967428cb924f8cbc6ef21c3_34)][added: Statements](#i684035d10de84216af26dbe03ecb0a4a_34)]

The processing and recording of [added: postpaid and prepaid] service revenues related to monthly wireless services billings is highly automated and is based on contractual terms with customers.

The Company’s [added: postpaid] service [added: revenues, prepaid service revenues] and equipment revenues consist of a significant volume of low-dollar transactions accumulated from multiple systems and databases.

Given the large volume of low-dollar [added: postpaid service, prepaid] service and equipment revenue transactions which are initiated, accumulated, and recorded in multiple systems and databases, auditing [added: postpaid] service [added: revenues, prepaid service revenues] and equipment revenues was complex and challenging due to the extent of audit effort required and the need for professionals with expertise in information technology (IT) to identify, evaluate, and test the Company’s systems, databases, automated controls, and system interface controls.

Our audit procedures related to the Company’s [added: postpaid] service [added: revenue, prepaid service revenue] and equipment revenue transactions included the following, among others:

◦Identified the relevant systems and databases used to process [added: postpaid service, prepaid] service and equipment revenue transactions and tested the relevant IT controls over each of those systems and databases.

◦Performed testing of automated business controls and system interface controls within [added: postpaid service, prepaid] service and equipment revenues.

- We created data visualizations to evaluate recorded [added: postpaid service, prepaid] service and equipment revenue and trends in the related subscriber data.

- For a selection of [removed: wholesale service revenue and] equipment revenue transactions, we compared the amounts recognized to contractual agreements or other source documents and tested the mathematical accuracy of the recorded revenue.

| (in millions, except share and per share amounts) | | | December 31, [removed: 2024] [added: 2025] | | | | | | December 31, [removed: 2023] [added: 2024] | | |

| Cash and cash equivalents | | | $ | [removed: 5,409] [added: 5,598] | | | | | $ | [removed: 5,135] [added: 5,409] | |

| Accounts receivable, net of allowance for credit losses of [removed: $176] [added: $226] and [removed: $161] [added: $176] | | | [removed: 4,276] [added: 4,874] | | | | | | [removed: 4,692] [added: 4,276] | | |

| Equipment installment plan receivables, net of allowance for credit losses and imputed discount of [removed: $656] [added: $733] and [removed: $623] [added: $656] | | | [removed: 4,379] [added: 4,997] | | | | | | [removed: 4,456] [added: 4,379] | | |

| Inventory | | | [removed: 1,607] [added: 2,405] | | | | | | [removed: 1,678] [added: 1,607] | | |

| Prepaid expenses | | | [removed: 880] [added: 1,215] | | | | | | [removed: 702] [added: 880] | | |

| Other current assets | | | [removed: 1,853] [added: 5,372] | | | | | | [removed: 2,352] [added: 1,853] | | |

| Total current assets | | | [removed: 18,404] [added: 24,461] | | | | | | [removed: 19,015] [added: 18,404] | | |

| Property and equipment, net | | | [removed: 38,533] [added: 38,333] | | | | | | [removed: 40,432] [added: 38,533] | | |

| Operating lease right-of-use assets | | | [removed: 25,398] [added: 25,692] | | | | | | [removed: 27,135] [added: 25,398] | | |

| Financing lease right-of-use assets | | | [removed: 3,091] [added: 2,760] | | | | | | [removed: 3,270] [added: 3,091] | | |

| Goodwill | | | [removed: 13,005] [added: 13,678] | | | | | | [removed: 12,234] [added: 13,005] | | |

| Spectrum licenses | | | [removed: 100,558] [added: 98,032] | | | | | | [removed: 96,707] [added: 100,558] | | |

| Other intangible assets, net | | | [removed: 2,512] [added: 3,843] | | | | | | [removed: 2,618] [added: 2,512] | | |

| Equipment installment plan receivables due after one year, net of allowance for credit losses and imputed discount of [removed: $158] [added: $213] and [removed: $150] [added: $158] | | | [removed: 2,209] [added: 2,683] | | | | | | [removed: 2,042] [added: 2,209] | | |

| Other assets | | | [removed: 4,325] [added: 9,755] | | | | | | [removed: 4,229] [added: 4,325] | | |

| Total assets | | | $ | [removed: 208,035] [added: 219,237] | | | | | $ | [removed: 207,682] [added: 208,035] | |

| Accounts payable and accrued liabilities | | | $ | [removed: 8,463] [added: 10,280] | | | | | $ | [removed: 10,373] [added: 8,463] | |

| Short-term debt | | | [removed: 4,068] [added: 5,135] | | | | | | [removed: 3,619] [added: 4,068] | | |

| Deferred revenue | | | [removed: 1,222] [added: 1,533] | | | | | | [removed: 825] [added: 1,222] | | |

| Short-term operating lease liabilities | | | [removed: 3,281] [added: 3,814] | | | | | | [removed: 3,555] [added: 3,281] | | |

| Short-term financing lease liabilities | | | [removed: 1,175] [added: 1,163] | | | | | | [removed: 1,260] [added: 1,175] | | |

| Other current liabilities | | | [removed: 1,965] [added: 2,575] | | | | | | [removed: 1,296] [added: 1,965] | | |

| Total current liabilities | | | [removed: 20,174] [added: 24,500] | | | | | | [removed: 20,928] [added: 20,174] | | |

| Long-term debt | | | [removed: 72,700] [added: 79,649] | | | | | | [removed: 69,903] [added: 72,700] | | |

| Long-term debt to affiliates | | | [removed: 1,497] [added: 1,498] | | | | | | [removed: 1,496] [added: 1,497] | | |

| Tower obligations | | | [removed: 3,664] [added: 3,532] | | | | | | [removed: 3,777] [added: 3,664] | | |

February 11, 2026

[Index for Notes to the](#i684035d10de84216af26dbe03ecb0a4a_34) [Consolidated Financial Statements](#i684035d10de84216af26dbe03ecb0a4a_34)

[Index for Notes to the](#i684035d10de84216af26dbe03ecb0a4a_34) [Consolidated Financial Statements](#i684035d10de84216af26dbe03ecb0a4a_34)

| Net income | | | | | | | | | | | | | | | $ | 10,992 | | | | | $ | 11,339 | | | | | $ | 8,317 | |

[Index for Notes to the](#i684035d10de84216af26dbe03ecb0a4a_34) [Consolidated Financial Statements](#i684035d10de84216af26dbe03ecb0a4a_34)

| Net income | | | | | | | | | | | | | | | $ | 10,992 | | | | | $ | 11,339 | | | | | $ | 8,317 | |

| Depreciation and amortization | | | | | | | | | | | | | | | 13,508 | | | | | | 12,919 | | | | | | 12,818 | | |

| Impairment expense | | | | | | | | | | | | | | | 278 | | | | | | — | | | | | | — | | |

| Proceeds from the sale of property, equipment and intangible assets | | | | | | | | | | | | | | | 2,168 | | | | | | 99 | | | | | | 153 | | |

| Investments in unconsolidated affiliates, net | | | | | | | | | | | | | | | (4,056) | | | | | | (18) | | | | | | (7) | | |

| Effect of exchange rate changes on cash and cash equivalents, including restricted cash | | | | | | | | | | | | | | | 1 | | | | | | — | | | | | | — | | |

[Index for Notes to the](#i684035d10de84216af26dbe03ecb0a4a_34) [Consolidated Financial Statements](#i684035d10de84216af26dbe03ecb0a4a_34)

| Dividends declared ($3.80 per share) | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (4,240) | | | | | | (4,240) | | | | | | | | |

| Repurchases of common stock | | | | | | | | | (42,363,226) | | | | | | 42,363,226 | | | | | | (9,957) | | | | | | — | | | | | | — | | | | | | — | | | | | | (9,957) | | | | | | | | |

| Other, net | | | | | | | | | 90,909 | | | | | | (14,335) | | | | | | (4) | | | | | | 53 | | | | | | — | | | | | | — | | | | | | 49 | | | | | | | | |

| Balance as of December 31, 2025 | | | | | | | | | 1,106,930,661 | | | | | | 168,843,574 | | | | | | $ | (30,545) | | | | | $ | 69,460 | | | | | $ | (848) | | | | | $ | 21,136 | | | | | $ | 59,203 | | | | | | | |

[Index for Notes to the](#i684035d10de84216af26dbe03ecb0a4a_34) [Consolidated Financial Statements](#i684035d10de84216af26dbe03ecb0a4a_34)

| [Note 9](#i684035d10de84216af26dbe03ecb0a4a_400) | | | [Debt](#i684035d10de84216af26dbe03ecb0a4a_400) | | | [94](#i684035d10de84216af26dbe03ecb0a4a_400) | | |

| [Note 12](#i684035d10de84216af26dbe03ecb0a4a_100) | | | [Segment Reporting](#i684035d10de84216af26dbe03ecb0a4a_100) | | | [103](#i684035d10de84216af26dbe03ecb0a4a_100) | | |

| [Note 14](#i684035d10de84216af26dbe03ecb0a4a_103) | | | [Income Taxes](#i684035d10de84216af26dbe03ecb0a4a_103) | | | [106](#i684035d10de84216af26dbe03ecb0a4a_103) | | |

| [Note 17](#i684035d10de84216af26dbe03ecb0a4a_118) | | | [Leases](#i684035d10de84216af26dbe03ecb0a4a_118) | | | [111](#i684035d10de84216af26dbe03ecb0a4a_118) | | |

| [Note 19](#i684035d10de84216af26dbe03ecb0a4a_130) | | | [Restructuring Costs](#i684035d10de84216af26dbe03ecb0a4a_130) | | | [115](#i684035d10de84216af26dbe03ecb0a4a_130) | | |

| [Note 21](#i684035d10de84216af26dbe03ecb0a4a_142) | | | [Subsequent Events](#i684035d10de84216af26dbe03ecb0a4a_142) | | | [119](#i684035d10de84216af26dbe03ecb0a4a_142) | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

[Index for Notes to the](#i684035d10de84216af26dbe03ecb0a4a_34) [Consolidated Financial Statements](#i684035d10de84216af26dbe03ecb0a4a_34)

Investments in entities that we do not control but have significant influence are accounted for under the equity method.

We record our proportionate share of our equity method investees’ earnings (losses) within Other (expense) income, net on our Consolidated Statements of Comprehensive Income.

Installment loans acquired in the UScellular Acquisition (as defined below) are included in EIP receivables and generally have an initial term of 36 months.

This adjustment results in a discount or reduction in the transaction price of the contract with a customer, which is allocated to the

[Index for Notes to the](#i684035d10de84216af26dbe03ecb0a4a_34) [Consolidated Financial Statements](#i684035d10de84216af26dbe03ecb0a4a_34)

See [Note 5 – Sales of Certain Receivables](#i684035d10de84216af26dbe03ecb0a4a_61) for further information.

[Index for Notes to the](#i684035d10de84216af26dbe03ecb0a4a_34) [Consolidated Financial Statements](#i684035d10de84216af26dbe03ecb0a4a_34)

See [Note](#i684035d10de84216af26dbe03ecb0a4a_67) [6](#i684035d10de84216af26dbe03ecb0a4a_67) [- Property and Equipment](#i684035d10de84216af26dbe03ecb0a4a_67) for further information.

[Index for Notes to the](#i684035d10de84216af26dbe03ecb0a4a_34) [Consolidated Financial Statements](#i684035d10de84216af26dbe03ecb0a4a_34)

future revenues and expenses associated with an asset or liability.

We identify our reporting units at the level of our Wireless operating segment or one level below.

[Index for Notes to the](#i684035d10de84216af26dbe03ecb0a4a_34) [Consolidated Financial Statements](#i684035d10de84216af26dbe03ecb0a4a_34)

January 31, 2025

| | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance as of December 31, 2021 | | | | | | | | | 1,249,213,681 | | | | | | 1,537,468 | | | | | | $ | (13) | | | | | $ | 73,292 | | | | | $ | (1,365) | | | | | $ | (2,812) | | | | | $ | 69,102 | | | | | | | |

| Repurchases of common stock | | | | | | | | | (21,361,409) | | | | | | 21,361,409 | | | | | | (3,000) | | | | | | — | | | | | | — | | | | | | — | | | | | | (3,000) | | | | | | | | |

| Other, net | | | | | | | | | 132,539 | | | | | | 17,572 | | | | | | (3) | | | | | | 9 | | | | | | — | | | | | | (1) | | | | | | 5 | | | | | | | | |

| [Note](#i74564af84967428cb924f8cbc6ef21c3_430) [9](#i74564af84967428cb924f8cbc6ef21c3_430) | | | [Debt](#i74564af84967428cb924f8cbc6ef21c3_430) | | | [86](#i74564af84967428cb924f8cbc6ef21c3_430) | | |

| [Note 1](#i74564af84967428cb924f8cbc6ef21c3_2969)[2](#i74564af84967428cb924f8cbc6ef21c3_2969) | | | [Segment Reporting](#i74564af84967428cb924f8cbc6ef21c3_2969) | | | [93](#i74564af84967428cb924f8cbc6ef21c3_2969) | | |

| [Note 14](#i74564af84967428cb924f8cbc6ef21c3_397) | | | [Income Taxes](#i74564af84967428cb924f8cbc6ef21c3_397) | | | [97](#i74564af84967428cb924f8cbc6ef21c3_397) | | |

| [Note 1](#i74564af84967428cb924f8cbc6ef21c3_424)[7](#i74564af84967428cb924f8cbc6ef21c3_424) | | | [Leases](#i74564af84967428cb924f8cbc6ef21c3_424) | | | [101](#i74564af84967428cb924f8cbc6ef21c3_424) | | |

| [Note](#i74564af84967428cb924f8cbc6ef21c3_400) [19](#i74564af84967428cb924f8cbc6ef21c3_400) | | | [Restructuring Costs](#i74564af84967428cb924f8cbc6ef21c3_400) | | | [106](#i74564af84967428cb924f8cbc6ef21c3_400) | | |

| [Note](#i74564af84967428cb924f8cbc6ef21c3_124) [21](#i74564af84967428cb924f8cbc6ef21c3_124) | | | [Subsequent Events](#i74564af84967428cb924f8cbc6ef21c3_124) | | | [108](#i74564af84967428cb924f8cbc6ef21c3_124) | | |

In addition to our wireless communications services, we offer High Speed Internet utilizing our nationwide 5G network.

estimated credit worthiness of the customer.

Recourse Guarantee Liabilities and Deferred Purchase Price Assets

As of December 31, 2024, we have identified one reporting unit: wireless.

The wireless reporting unit consists of all the assets and liabilities of T-Mobile US, Inc.

On May 8, 2024, we issued €2.0 billion of euro (“EUR”) denominated debt.

Wireline Business

On September 6, 2022, Sprint Communications LLC, a Kansas limited liability company and wholly owned subsidiary of the Company (“Sprint Communications”), Sprint LLC, a Delaware limited liability company and wholly owned subsidiary of the Company, and Cogent Infrastructure, Inc., a Delaware corporation (the “Buyer”) and a wholly owned subsidiary of Cogent Communications Holdings, Inc., entered into a Membership Interest Purchase Agreement (the “Wireline Sale Agreement”), pursuant to which Cogent Infrastructure, Inc. agreed to acquire the U.S. long-haul fiber network and operations (including the non-U.S. extensions thereof) of Sprint Communications and its subsidiaries (the “Wireline Business”).

Such transactions contemplated by the Wireline Sale Agreement are collectively referred to as the “Wireline Transaction.” On May 1, 2023, Cogent Infrastructure, Inc. and the Company completed the Wireline Transaction.

Under the terms of the Wireline Sale Agreement, the Company agreed to make payments pursuant to an IP transit services agreement totaling $700 million, consisting of (i) $350 million in equal monthly installments during the first year after the closing and (ii) $350 million in equal monthly installments over the subsequent 42 months.

The present value of the $700 million liability for fees payable for IP transit services was recognized and treated as part of the consideration exchanged with the Buyer to complete the disposal transaction, as there is a remote likelihood we will use any more than a de minimis amount of the services under the IP transit services agreement.

Therefore, we concluded the cash payment obligations under the IP transit services agreement were part of the consideration paid to the Buyer to facilitate the sale of the Wireline Business, and therefore, included in measuring the fair value less costs to sell of the Wireline Business disposal group.

As of December 31, 2024 and 2023, $100 million and $183 million of the liability associated with the IP transit services agreement, including accrued interest, is presented within Other current liabilities, respectively, and $168 million and $255 million of this liability, including accrued interest, is presented within Other long-term liabilities, respectively, on our Consolidated Balance Sheets.

During the year ended December 31, 2022, we recognized a pre-tax loss of $1.1 billion within (Gain) loss on disposal group held for sale and a non-cash expense of $477 million within Impairment expense on our Consolidated Statements of Comprehensive Income related to the disposition of the Wireline Business.

Segment Reporting Disclosures

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” The standard expands reportable segment disclosure requirements for public business entities primarily through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit (referred to as the “significant expense principle”).

on uncertain tax positions and related financial statement impacts.

We plan to adopt the standard when it becomes effective for us beginning in our fiscal year 2025 annual financial statements, and we expect the adoption of the standard will impact certain of our income tax disclosures.

payment fair value of $956 million.

| | | | | | |

| Goodwill | | | 771 | | |

All of the goodwill acquired is allocated to the Wireless reporting unit.

To the extent any debtholders do not participate in the exchange, their bonds will continue as obligations of UScellular, and the cash portion of the purchase price will be correspondingly increased.

The transaction is expected to close in mid-2025, subject to customary closing conditions and receipt of certain regulatory approvals.

Upon closing of the transaction, we expect to account for the UScellular transaction as a business combination and to consolidate the acquired operations.

We estimate the incremental future minimum lease payments associated with the master license agreement will be $1.4 billion over 15 years post-closing.

The purchase price is subject to certain agreed-upon working capital and other adjustments.

The certifications required by Section 302 of the Sarbanes-Oxley Act of 2002 are filed as exhibits [removed: [31.1](https://www.sec.gov/Archives/edgar/data/1283699/000128369925000012/tmus12312024ex311.htm)] [added: [31.1](https://www.sec.gov/Archives/edgar/data/1283699/000128369926000010/tmus12312025ex311.htm)] and [removed: [31.2](https://www.sec.gov/Archives/edgar/data/1283699/000128369925000012/tmus12312024ex312.htm),] [added: [31.2](https://www.sec.gov/Archives/edgar/data/1283699/000128369926000010/tmus12312025ex312.htm),] respectively, to this Form 10-K.

There were no changes in our internal control over financial [removed: reporting, as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act,] [added: reporting] during our most recently completed fiscal quarter that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

The implementation is expected to occur in phases over the next several [removed: years.][added: years and will replace many of our operating and financial systems.]

Based on this evaluation, management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2024.][added: 2025.]

The effectiveness of our internal control over financial reporting as of December 31, [removed: 2024] [added: 2025] has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report herein.

In the second quarter of 2025, we began the implementation of a new global enterprise resource planning (“ERP”) system.

We are currently preparing to implement a new global enterprise resource planning (“ERP”) system, which will replace many of our operating and financial systems.

The duration of this trading plan is [removed: 420] [added: 376] days.

The duration of this trading plan is [removed: 99] [added: 393] days.

[removed: Michael Sievert, President and] [added: Katz, the Company’s] Chief [removed: Executive] [added: Business and Product] Officer, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) to [removed: sell] [added: sell, subject to certain conditions,] up to [removed: 180,000] [added: 15,000] shares of [removed: T-Mobile US, Inc.] [added: the Company’s] common [removed: stock between February 25, 2025, and November 18, 2025, subject to certain conditions.][added: stock.]

On [removed: November 25, 2024, Ulf Ewaldsson,] [added: December 2, 2025, Claure Mobile LLC, an entity affiliated with Marcelo Claure, a director of] the [removed: Company’s President, Technology,] [added: Company,] adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) to [removed: sell] [added: sell, subject to certain conditions,] up to [removed: 19,407] [added: 1,250,000] shares of the Company’s common [removed: stock on February 21, 2025, subject to certain conditions.][added: stock.]

On December 4, 2025, Michael J.

On November 6, 2024, Michael Katz, President, Marketing, Strategy and Products, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) to sell up to 2,500 shares of the Company’s common stock between May 15, 2025, and December 31, 2025, and up to 6,204 shares of the Company’s common stock to be acquired on February 15, 2025, upon the vesting of certain time-based restricted stock unit awards, between February 18, 2025, and December 31, 2025, subject to certain conditions.

On November 12, 2024, Callie Field, President, Business Group, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) to sell on February 18, 2025, all of her T-Mobile US, Inc. common stock to be acquired on February 15, 2025, upon the vesting of certain time-based restricted stock unit awards and performance-based restricted stock unit awards (“PRSUs”), up to a total of 43,582 shares assuming PRSUs will vest at maximum value, subject to certain conditions.

On November 14, 2024, G.

The duration of this trading plan is 370 days.

The duration of this trading plan is 89 days.

On November 26, 2024, Peter Osvaldik, the Company’s Chief Financial Officer, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) to sell up to 25,000 shares of the Company’s common stock between February 27, 2025, and November 28, 2025, subject to certain conditions.

The duration of this trading plan is 367 days.

On December 13, 2024, Raul Marcelo Claure, a member of the Company’s Board of Directors, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) to sell up to 620,400 shares of the Company’s common stock between April 12, 2025, and December 31, 2025, subject to certain conditions.

The duration of this trading plan is 383 days.

A copy of our Policy on Securities Trading is [removed: filed] [added: included] as Exhibit 19.1 to this report.

See the [Index to [removed: Exhibits](#i74564af84967428cb924f8cbc6ef21c3_364)] [added: Exhibits](#i684035d10de84216af26dbe03ecb0a4a_367)] immediately following “Item 16.

| [removed: 4.5] [added: 4.15] | | | | | | [removed: [Twenty-Fifth] [added: [Forty-Seventh] Supplemental Indenture, dated as of March [removed: 16, 2017,] [added: 23, 2021,] by and among T-Mobile USA, Inc., [added: T-Mobile US, Inc.,] the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, including the Form of [removed: 5.375%] [added: 3.375%] Senior Note due [removed: 2027.](https://www.sec.gov/Archives/edgar/data/1283699/000119312517085582/d551684dex43.htm)] [added: 2029.](https://www.sec.gov/Archives/edgar/data/1283699/000114036121009648/nt10021707x7_ex4-3.htm)] | | | | | | 8-K | | | | | | [removed: 3/16/2017] [added: 3/23/2021] | | | | | | 4.3 | | | | | | | | |

| [removed: 4.6] [added: 4.5] | | | | | | [Thirty-Third Supplemental Indenture, dated as of January 25, 2018, by and among T-Mobile USA, Inc., T-Mobile US, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, including the Form of 4.750% Senior Note due 2028.](https://www.sec.gov/Archives/edgar/data/1283699/000119312518019879/d523287dex42.htm) | | | | | | 8-K | | | | | | 1/25/2018 | | | | | | 4.2 | | | | | | | | |

| [removed: 4.7] [added: 4.10] | | | | | | [removed: [Thirty-Fourth] [added: [Forty-First] Supplemental Indenture, dated as of April [removed: 26, 2018,] [added: 1, 2020,] by and among T-Mobile USA, Inc., T-Mobile US, Inc., the other guarantors party [removed: thereto] [added: thereto,] and Deutsche Bank Trust Company Americas, as [removed: trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000128369918000026/tmus03312018ex45.htm)] [added: trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000128369920000165/ngtmus06302020ex412.htm)] | | | | | | 10-Q | | | | | | [removed: 5/1/2018] [added: 8/6/2020] | | | | | | [removed: 4.5] [added: 4.12] | | | | | | | | |

| [removed: 4.8] [added: 4.6] | | | | | | [Thirty-Sixth Supplemental Indenture, dated as of April 30, 2018, by and among T-Mobile USA, Inc., T-Mobile US, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, including the Form of 4.750% Senior Note due 2028-1.](https://www.sec.gov/Archives/edgar/data/1283699/000119312518151561/d580428dex42.htm) | | | | | | 8-K | | | | | | 5/4/2018 | | | | | | 4.2 | | | | | | | | |

| [removed: 4.9] [added: 4.7] | | | | | | [removed: [Thirty-Seventh] [added: [T](https://www.sec.gov/Archives/edgar/data/1283699/000110465918034627/a18-12444_24ex4d1.htm)[hirty-Seventh] Supplemental Indenture, dated as of May 20, 2018, by and among T-Mobile USA, Inc., the guarantors party thereto, and Deutsche Bank Trust Company Americas.](https://www.sec.gov/Archives/edgar/data/1283699/000110465918034627/a18-12444_24ex4d1.htm) | | | | | | 8-K | | | | | | 5/21/2018 | | | | | | 4.1 | | | | | | | | |

| [removed: 4.10] [added: 4.8] | | | | | | [Thirty-Eighth Supplemental Indenture, dated as of December 20, 2018, by and among T-Mobile USA, Inc., the guarantors party thereto, and Deutsche Bank Trust Company Americas.](https://www.sec.gov/Archives/edgar/data/1283699/000119312518356529/d677297dex41.htm) | | | | | | 8-K | | | | | | 12/21/2018 | | | | | | 4.1 | | | | | | | | |

| [removed: 4.11] [added: 4.9] | | | | | | [Fortieth Supplemental Indenture, dated as of September 27, 2019, by and among T-Mobile USA, Inc., T-Mobile US, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000128369919000119/tmus09302019ex41.htm) | | | | | | 10-Q | | | | | | 10/28/2019 | | | | | | 4.1 | | | | | | | | |

| [removed: 4.12] [added: 4.17] | | | | | | [removed: [Forty-First] [added: [Forty-Ninth] Supplemental Indenture, dated as of [removed: April 1, 2020,] [added: March 30, 2021,] by and among T-Mobile USA, Inc., [removed: T-Mobile US, Inc.,] the [removed: other] guarantors party thereto, and Deutsche Bank Trust Company Americas, as [removed: trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000128369920000165/ngtmus06302020ex412.htm)] [added: trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000128369921000150/ng_tmus06302021ex43.htm)] | | | | | | 10-Q | | | | | | [removed: 8/6/2020] [added: 8/3/2021] | | | | | | [removed: 4.12] [added: 4.3] | | | | | | | | |

| [removed: 4.13] [added: 4.11] | | | | | | [Forty-Third Supplemental Indenture, dated as of January 14, 2021, by and among T-Mobile USA, Inc., T-Mobile US, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, including the Form of 2.250% Senior Note due 2026.](https://www.sec.gov/Archives/edgar/data/1283699/000114036121001209/nt10018737x4_ex4-2.htm) | | | | | | 8-K | | | | | | 1/14/2021 | | | | | | 4.2 | | | | | | | | |

| [removed: 4.14] [added: 4.12] | | | | | | [Forty-Fourth Supplemental Indenture, dated as of January 14, 2021, by and among T-Mobile USA, Inc., T-Mobile US, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, including the Form of 2.625% Senior Note due 2029.](https://www.sec.gov/Archives/edgar/data/1283699/000114036121001209/nt10018737x4_ex4-3.htm) | | | | | | 8-K | | | | | | 1/14/2021 | | | | | | 4.3 | | | | | | | | |

| [removed: 4.15] [added: 4.13] | | | | | | [Forty-Fifth Supplemental Indenture, dated as of January 14, 2021, by and among T-Mobile USA, Inc., T-Mobile US, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, including the Form of 2.875% Senior Note due 2031.](https://www.sec.gov/Archives/edgar/data/1283699/000114036121001209/nt10018737x4_ex4-4.htm) | | | | | | 8-K | | | | | | 1/14/2021 | | | | | | 4.4 | | | | | | | | |

| [removed: 4.16] [added: 4.14] | | | | | | [Forty-Sixth Supplemental Indenture, dated as of March 23, 2021, by and among T-Mobile USA, Inc., T-Mobile US, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, including the Form of 2.625% Senior Note due 2026.](https://www.sec.gov/Archives/edgar/data/1283699/000114036121009648/nt10021707x7_ex4-2.htm) | | | | | | 8-K | | | | | | 3/23/2021 | | | | | | 4.2 | | | | | | | | |

| [removed: 4.17] [added: 4.16] | | | | | | [removed: [Forty-Seventh] [added: [Forty-Eighth] Supplemental Indenture, dated as of March 23, 2021, by and among T-Mobile USA, Inc., T-Mobile US, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, including the Form of [removed: 3.375%] [added: 3.500%] Senior Note due [removed: 2029](https://www.sec.gov/Archives/edgar/data/1283699/000114036121009648/nt10021707x7_ex4-3.htm).] [added: 2031.](https://www.sec.gov/Archives/edgar/data/1283699/000114036121009648/nt10021707x7_ex4-4.htm)] | | | | | | 8-K | | | | | | 3/23/2021 | | | | | | [removed: 4.3] [added: 4.4] | | | | | | | | |

| [removed: 4.18] [added: 4.76] | | | | | | [removed: [Forty-Eighth] [added: [Twenty-Eighth] Supplemental Indenture, dated as of March [removed: 23, 2021,] [added: 27, 2025,] by and among T-Mobile USA, Inc., [removed: T-Mobile US, Inc.,] the [removed: other guarantors party thereto] [added: Guarantors (as defined therein)] and Deutsche Bank Trust Company Americas, as trustee, including the Form of [removed: 3.500%] [added: 5.875%] Senior Note due [removed: 2031.](https://www.sec.gov/Archives/edgar/data/1283699/000114036121009648/nt10021707x7_ex4-4.htm)] [added: 2055.](https://www.sec.gov/Archives/edgar/data/1283699/000119312525065576/d906607dex44.htm)] | | | | | | 8-K | | | | | | [removed: 3/23/2021] [added: 3/27/2025] | | | | | | 4.4 | | | | | | | | |

| 4.19 | | | | | | [removed: [Forty-Ninth] [added: [Fifty-First] Supplemental Indenture, dated as of March [removed: 30, 2021,] [added: 10, 2025,] by and among T-Mobile USA, Inc., the guarantors party [removed: thereto,] [added: thereto] and Deutsche Bank Trust Company Americas, as [removed: trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000128369921000150/ng_tmus06302021ex43.htm)] [added: trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000128369925000079/tmus03312025ex49.htm)] | | | | | | 10-Q | | | | | | [removed: 8/3/2021] [added: 4/24/2025] | | | | | | [removed: 4.3] [added: 4.9] | | | | | | | | |

| [removed: 4.20] [added: 4.18] | | | | | | [Fiftieth Supplemental Indenture, dated as of May 21, 2024, by and among T-Mobile USA, Inc., the guarantors party thereto, and Deutsche Bank Trust Company Americas, as trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000128369924000111/tmus06302024ex44.htm) | | | | | | 10-Q | | | | | | 7/31/2024 | | | | | | 4.4 | | | | | | | | |

| [removed: 4.21] [added: 4.22] | | | | | | [Indenture, dated as of April 9, 2020 by and among T-Mobile USA, Inc., T-Mobile US, Inc. and Deutsche Bank Trust Company Americas, as trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000114036120008648/nc10010559x2_ex4-1.htm) | | | | | | 8-K | | | | | | 4/13/2020 | | | | | | 4.1 | | | | | | | | |

| [removed: 4.22] [added: 4.58] | | | | | | [removed: [First] [added: [Tenth] Supplemental Indenture, dated as of [removed: April 9, 2020,] [added: September 14, 2023,] by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of [removed: 3.500%] [added: 5.750%] Senior [removed: Secured] Note due [removed: 2025.](https://www.sec.gov/Archives/edgar/data/1283699/000114036120008648/nc10010559x2_ex4-2.htm)] [added: 2034.](https://www.sec.gov/Archives/edgar/data/1283699/000114036123043964/ny20010326x4_ex4-2.htm)] | | | | | | 8-K | | | | | | [removed: 4/13/2020] [added: 9/14/2023] | | | | | | 4.2 | | | | | | | | |

| [removed: 4.45] [added: 4.48] | | | | | | [Indenture, dated as of September 15, 2022 by and among T-Mobile USA, Inc., T-Mobile US, Inc. and Deutsche Bank Trust Company Americas, as trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000119312522245647/d386774dex41.htm) | | | | | | 8-K | | | | | | 9/15/2022 | | | | | | 4.1 | | | | | | | | |

| [removed: 4.46] [added: 4.49] | | | | | | [First Supplemental Indenture, dated as of September 15, 2022, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.200% Senior Note due 2033.](https://www.sec.gov/Archives/edgar/data/1283699/000119312522245647/d386774dex42.htm) | | | | | | 8-K | | | | | | 9/15/2022 | | | | | | 4.2 | | | | | | | | |

| [removed: 4.47] [added: 4.50] | | | | | | [Second Supplemental Indenture, dated as of September 15, 2022, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.650% Senior Note due 2053.](https://www.sec.gov/Archives/edgar/data/1283699/000119312522245647/d386774dex43.htm) | | | | | | 8-K | | | | | | 9/15/2022 | | | | | | 4.3 | | | | | | | | |

| [removed: 4.48] [added: 4.51] | | | | | | [Third Supplemental Indenture, dated as of September 15, 2022, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.800% Senior Note due 2062.](https://www.sec.gov/Archives/edgar/data/1283699/000119312522245647/d386774dex44.htm) | | | | | | 8-K | | | | | | 9/15/2022 | | | | | | 4.4 | | | | | | | | |

| [removed: 4.49] [added: 4.52] | | | | | | [Fourth Supplemental Indenture, dated as of February 9, 2023, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 4.950% Senior Note due 2028.](https://www.sec.gov/Archives/edgar/data/1283699/000114036123005527/ny20006219x4_ex4-3.htm) | | | | | | 8-K | | | | | | 2/9/2023 | | | | | | 4.3 | | | | | | | | |

| [removed: 4.50] [added: 4.53] | | | | | | [Fifth Supplemental Indenture, dated as of February 9, 2023, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.050% Senior Note due 2033.](https://www.sec.gov/Archives/edgar/data/1283699/000114036123005527/ny20006219x4_ex4-4.htm) | | | | | | 8-K | | | | | | 2/9/2023 | | | | | | 4.4 | | | | | | | | |

| [removed: 4.51] [added: 4.54] | | | | | | [Sixth Supplemental Indenture, dated as of February 9, 2023, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000114036123005527/ny20006219x4_ex4-5.htm) | | | | | | 8-K | | | | | | 2/9/2023 | | | | | | 4.5 | | | | | | | | |

| [removed: 4.52] [added: 4.55] | | | | | | [Seventh Supplemental Indenture, dated as of May 11, 2023, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 4.800% Senior Note due 2028.](https://www.sec.gov/Archives/edgar/data/1283699/000119312523142123/d459031dex43.htm) | | | | | | 8-K | | | | | | 5/11/2023 | | | | | | 4.3 | | | | | | | | |

| [removed: 4.53] [added: 4.56] | | | | | | [Eighth Supplemental Indenture, dated as of May 11, 2023, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as [removed: trustee](https://www.sec.gov/Archives/edgar/data/1283699/000119312523142123/d459031dex44.htm)] [added: trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000119312523142123/d459031dex44.htm)] | | | | | | 8-K | | | | | | 5/11/2023 | | | | | | 4.4 | | | | | | | | |

| [removed: 4.54] [added: 4.57] | | | | | | [Ninth Supplemental Indenture, dated as of May 11, 2023, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.750% Senior Note due 2054.](https://www.sec.gov/Archives/edgar/data/1283699/000119312523142123/d459031dex45.htm) | | | | | | 8-K | | | | | | 5/11/2023 | | | | | | 4.5 | | | | | | | | |

| [removed: 4.55] [added: 4.59] | | | | | | [removed: [Tenth] [added: [Eleventh] Supplemental Indenture, dated as of September 14, 2023, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of [removed: 5.750%] [added: 6.000%] Senior Note due [removed: 2034.](https://www.sec.gov/Archives/edgar/data/1283699/000114036123043964/ny20010326x4_ex4-2.htm)] [added: 2054.](https://www.sec.gov/Archives/edgar/data/1283699/000114036123043964/ny20010326x4_ex4-3.htm)] | | | | | | 8-K | | | | | | 9/14/2023 | | | | | | [removed: 4.2] [added: 4.3] | | | | | | | | |

| [removed: 4.56] [added: 4.64] | | | | | | [removed: [Eleventh] [added: [Sixteenth] Supplemental Indenture, dated as of [removed: September 14, 2023,] [added: May 8, 2024,] by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of [removed: 6.000%] [added: 3.700%] Senior Note due [removed: 2054.](https://www.sec.gov/Archives/edgar/data/1283699/000114036123043964/ny20010326x4_ex4-3.htm)] [added: 2032.](https://www.sec.gov/Archives/edgar/data/1283699/000114036124024941/ny20027787x5_ex4-3.htm)] | | | | | | 8-K | | | | | | [removed: 9/14/2023] [added: 5/8/2024] | | | | | | 4.3 | | | | | | | | |

| [removed: 4.57] [added: 4.60] | | | | | | [Twelfth Supplemental Indenture, dated as of January 12, 2024, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 4.850% Senior Note due 2029.](https://www.sec.gov/Archives/edgar/data/1283699/000119312524007577/d66474dex42.htm) | | | | | | 8-K | | | | | | 1/12/2024 | | | | | | 4.2 | | | | | | | | |

| [removed: 4.58] [added: 4.61] | | | | | | [Thirteenth Supplemental Indenture, dated as of January 12, 2024, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.150% Senior Note due 2034.](https://www.sec.gov/Archives/edgar/data/1283699/000119312524007577/d66474dex43.htm) | | | | | | 8-K | | | | | | 1/12/2024 | | | | | | 4.3 | | | | | | | | |

| [removed: 4.59] [added: 4.62] | | | | | | [Fourteenth Supplemental Indenture, dated as of January 12, 2024, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.500% Senior Note due 2055.](https://www.sec.gov/Archives/edgar/data/1283699/000119312524007577/d66474dex44.htm) | | | | | | 8-K | | | | | | 1/12/2024 | | | | | | 4.4 | | | | | | | | |

| [removed: 4.60] [added: 4.63] | | | | | | [Fifteenth Supplemental Indenture, dated as of May 8, 2024, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 3.550 % Senior Note due 2029.](https://www.sec.gov/Archives/edgar/data/1283699/000114036124024941/ny20027787x5_ex4-2.htm) | | | | | | 8-K | | | | | | 5/8/2024 | | | | | | 4.2 | | | | | | | | |

| [removed: 4.61] [added: 4.65] | | | | | | [removed: [Sixteenth] [added: [Seventeenth] Supplemental Indenture, dated as of May 8, 2024, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of [removed: 3.700%] [added: 3.850 %] Senior Note due [removed: 2032.](https://www.sec.gov/Archives/edgar/data/1283699/000114036124024941/ny20027787x5_ex4-3.htm)] [added: 2036.](https://www.sec.gov/Archives/edgar/data/1283699/000114036124024941/ny20027787x5_ex4-4.htm)] | | | | | | 8-K | | | | | | 5/8/2024 | | | | | | [removed: 4.3] [added: 4.4] | | | | | | | | |

| [removed: 4.62] [added: 4.84] | | | | | | [removed: [Seventeenth] [added: [Thirty-Sixth] Supplemental Indenture, dated as of [removed: May 8, 2024,] [added: October 9, 2025,] by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of [removed: 3.850 %] [added: 5.700%] Senior Note due [removed: 2036.](https://www.sec.gov/Archives/edgar/data/1283699/000114036124024941/ny20027787x5_ex4-4.htm)] [added: 2056.](https://www.sec.gov/Archives/edgar/data/1283699/000114036125037817/ny20056240x4_ex4-4.htm)] | | | | | | 8-K | | | | | | [removed: 5/8/2024] [added: 10/9/2025] | | | | | | 4.4 | | | | | | | | |

| [removed: 4.63] [added: 4.66] | | | | | | [Eighteenth Supplemental Indenture, dated as of May 21, 2024, by and among T-Mobile USA, Inc., the guarantors party thereto, and Deutsche Bank Trust Company Americas, as trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000128369924000111/tmus06302024ex46.htm) | | | | | | 10-Q | | | | | | 7/31/2024 | | | | | | 4.6 | | | | | | | | |

| [removed: 4.64] [added: 4.67] | | | | | | [Nineteenth Supplemental Indenture, dated as of September 26, 2024, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 4.200% Senior Note due 2029.](https://www.sec.gov/Archives/edgar/data/1283699/000119312524226980/d832520dex42.htm) | | | | | | 8-K | | | | | | 9/26/2024 | | | | | | 4.2 | | | | | | | | |

| [removed: 4.65] [added: 4.68] | | | | | | [Twentieth Supplemental Indenture, dated as of September 26, 2024, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 4.700% Senior Note due 2035.](https://www.sec.gov/Archives/edgar/data/1283699/000119312524226980/d832520dex43.htm) | | | | | | 8-K | | | | | | 9/26/2024 | | | | | | 4.3 | | | | | | | | |

| [removed: 4.66] [added: 4.69] | | | | | | [Twenty-First Supplemental Indenture, dated as of September 26, 2024, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.250% Senior Note due 2055.](https://www.sec.gov/Archives/edgar/data/1283699/000119312524226980/d832520dex44.htm) | | | | | | 8-K | | | | | | 9/26/2024 | | | | | | 4.4 | | | | | | | | |

| 4.20 | | | | | | [Fifty-Second Supplemental Indenture, dated as of August 11, 2025, by and among T-Mobile USA, Inc., the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000128369925000154/tmus09302025ex47.htm) | | | | | | 10-Q | | | | | | 10/23/2025 | | | | | | 4.7 | | | | | | | | |

| 4.45 | | | | | | [Twenty-Fifth Supplemental Indenture, dated as of March 10, 2025, by and among T-Mobile USA, Inc., the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000128369925000079/tmus03312025ex48.htm) | | | | | | 10-Q | | | | | | 4/24/2025 | | | | | | 4.8 | | | | | | | | |

| 4.46 | | | | | | [Twenty-Sixth Supplemental Indenture, dated as of August 11, 2025, by and among T-Mobile USA, Inc., the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000128369925000154/tmus09302025ex46.htm) | | | | | | 10-Q | | | | | | 10/23/2025 | | | | | | 4.6 | | | | | | | | |

| 4.47 | | | | | | [Twenty-Seventh Supplemental Indenture, dated as of December 31, 2025, by and among T-Mobile USA, Inc., the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000128369926000010/tmus12312025ex447.htm) | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 4.70 | | | | | | [Twenty-Second Supplemental Indenture, dated as of February 11, 2025, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 3.150% Senior Note due 2032.](https://www.sec.gov/Archives/edgar/data/1283699/000119312525024359/d183092dex42.htm) | | | | | | 8-K | | | | | | 2/11/2025 | | | | | | 4.2 | | | | | | | | |

| 4.71 | | | | | | [Twenty-Third Supplemental Indenture, dated as of February 11, 2025, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 3.500% Senior Note due 2037.](https://www.sec.gov/Archives/edgar/data/1283699/000119312525024359/d183092dex43.htm) | | | | | | 8-K | | | | | | 2/11/2025 | | | | | | 4.3 | | | | | | | | |

| 4.72 | | | | | | [Twenty-Fourth Supplemental Indenture, dated as of February 11, 2025, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 3.800% Senior Note due 2045.](https://www.sec.gov/Archives/edgar/data/1283699/000119312525024359/d183092dex44.htm) | | | | | | 8-K | | | | | | 2/11/2025 | | | | | | 4.4 | | | | | | | | |

| 4.73 | | | | | | [Twenty-Fifth Supplemental Indenture, dated as of March 10, 2025, by and among T-Mobile USA, Inc., the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000119312525060931/d894328dex48.htm) | | | | | | POSASR | | | | | | 3/24/2025 | | | | | | 4.8 | | | | | | | | |

| 4.74 | | | | | | [Twenty-Sixth Supplemental Indenture, dated as of March 27, 2025, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.125% Senior Note due 2032.](https://www.sec.gov/Archives/edgar/data/1283699/000119312525065576/d906607dex42.htm) | | | | | | 8-K | | | | | | 3/27/2025 | | | | | | 4.2 | | | | | | | | |

| 4.75 | | | | | | [Twenty-Seventh Supplemental Indenture, dated as of March 27, 2025, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.300% Senior Note due 2035.](https://www.sec.gov/Archives/edgar/data/1283699/000119312525065576/d906607dex43.htm) | | | | | | 8-K | | | | | | 3/27/2025 | | | | | | 4.3 | | | | | | | | |

| 4.77 | | | | | | [Twenty-Ninth Supplemental Indenture, dated as of August 5, 2025, by and among T-Mobile USA, Inc., the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, relating to T-Mobile USA, Inc.’s 6.700% Senior Notes due 2033.](https://www.sec.gov/Archives/edgar/data/1283699/000119312525173566/d26684dex42.htm) | | | | | | 8-K | | | | | | 8/5/2025 | | | | | | 4.2 | | | | | | | | |

| 4.78 | | | | | | [Thirtieth Supplemental Indenture, dated as of August 5, 2025, by and among T-Mobile USA, Inc., the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, relating to T-Mobile USA, Inc.’s 6.250% Senior Notes due 2069.](https://www.sec.gov/Archives/edgar/data/1283699/000119312525173566/d26684dex43.htm) | | | | | | 8-K | | | | | | 8/5/2025 | | | | | | 4.3 | | | | | | | | |

| 4.79 | | | | | | [Thirty-First Supplemental Indenture, dated as of August 5, 2025, by and among T-Mobile USA, Inc., the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, relating to T-Mobile USA, Inc.’s 5.500% Senior Notes due March 2070.](https://www.sec.gov/Archives/edgar/data/1283699/000119312525173566/d26684dex44.htm) | | | | | | 8-K | | | | | | 8/5/2025 | | | | | | 4.4 | | | | | | | | |

| 4.80 | | | | | | [Thirty-Second Supplemental Indenture, dated as of August 5, 2025, by and among T-Mobile USA, Inc., the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, relating to T-Mobile USA, Inc.’s 5.500% Senior Notes due June 2070.](https://www.sec.gov/Archives/edgar/data/1283699/000119312525173566/d26684dex45.htm) | | | | | | 8-K | | | | | | 8/5/2025 | | | | | | 4.5 | | | | | | | | |

| 4.81 | | | | | | [Thirty-Third Supplemental Indenture, dated as of August 11, 2025, by and among T-Mobile USA, Inc., the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee.](https://www.sec.gov/Archives/edgar/data/1283699/000114036125037302/ef20056572_ex4-9.htm) | | | | | | POSASR | | | | | | 10/6/2025 | | | | | | 4.9 | | | | | | | | |

| 4.82 | | | | | | [Thirty-Fourth Supplemental Indenture, dated as of October 9, 2025, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 4.625% Senior Note due 2033.](https://www.sec.gov/Archives/edgar/data/1283699/000114036125037817/ny20056240x4_ex4-2.htm) | | | | | | 8-K | | | | | | 10/9/2025 | | | | | | 4.2 | | | | | | | | |

| 4.83 | | | | | | [Thirty-Fifth Supplemental Indenture, dated as of October 9, 2025, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 4.950% Senior Note due 2035.](https://www.sec.gov/Archives/edgar/data/1283699/000114036125037817/ny20056240x4_ex4-3.htm) | | | | | | 8-K | | | | | | 10/9/2025 | | | | | | 4.3 | | | | | | | | |

| 4.85 | | | | | | [Thirty-Seventh Supplemental Indenture, dated as of December 31, 2025, by and among T-Mobile USA, Inc., the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee](https://www.sec.gov/Archives/edgar/data/1283699/000119312526005480/d98118dex410.htm). | | | | | | POSASR | | | | | | 1/7/2026 | | | | | | 4.10 | | | | | | | | |

| 4.86 | | | | | | [Thirty-Eighth Supplemental Indenture, dated as of January 12, 2026, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.000% Senior Note due 2036.](https://www.sec.gov/Archives/edgar/data/1283699/000119312526010485/d29462dex42.htm) | | | | | | 8-K | | | | | | 1/12/2026 | | | | | | 4.2 | | | | | | | | |

| 4.87 | | | | | | [Thirty-Ninth Supplemental Indenture, dated as of January 12, 2026, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.850% Senior Note due 2056.](https://www.sec.gov/Archives/edgar/data/1283699/000119312526010485/d29462dex43.htm) | | | | | | 8-K | | | | | | 1/12/2026 | | | | | | 4.3 | | | | | | | | |

| 10.28 | | | | | | [Guarantee Assumption Agreement, dated as of March 10, 2025, by and among Sprint Spectrum License Holder LLC, Sprint Spectrum License Holder II LLC, Sprint Spectrum License Holder III LLC and certain subsidiary guarantors.](https://www.sec.gov/Archives/edgar/data/1283699/000128369925000079/tmus03312025ex103.htm) | | | | | | 10-Q | | | | | | 4/24/2025 | | | | | | 10.3 | | | | | | | | |

| 10.29 | | | | | | [Guarantee Assumption Agreement, dated as of August 11, 2025, by and among Sprint Spectrum License Holder LLC, Sprint Spectrum License Holder II LLC, Sprint Spectrum License Holder III LLC and certain subsidiary guarantors.](https://www.sec.gov/Archives/edgar/data/1283699/000128369925000154/tmus09302025ex105.htm) | | | | | | 10-Q | | | | | | 10/23/2025 | | | | | | 10.5 | | | | | | | | |

| 10.30 | | | | | | [Guarantee Assumption Agreement, dated as of December 31, 2025, by and among Sprint Spectrum License Holder LLC, Sprint Spectrum License Holder II LLC, Sprint Spectrum License Holder III LLC and certain subsidiary guarantors.](https://www.sec.gov/Archives/edgar/data/1283699/000128369926000010/tmus12312025ex1030.htm) | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 10.52 | | | | | | [Form of LTI Award Letter Agreement](https://www.sec.gov/Archives/edgar/data/1283699/000128369925000079/tmus03312025ex101.htm). | | | | | | 10-Q | | | | | | 4/24/2025 | | | | | | 10.1 | | | | | | | | |

| 10.53 | | | | | | [Form of PRSU Award Agreement (Transformation Award).](https://www.sec.gov/Archives/edgar/data/1283699/000128369925000117/tmus06302025ex101.htm) | | | | | | 10-Q | | | | | | 7/23/2025 | | | | | | 10.1 | | | | | | | | |