T-Mobile US 8-K 2025-09-04

Filed 2025-09-04. 1 sections, 5K characters. Original on sec.gov · Markdown · JSON

Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): September 4, 2025

LOGO

T-MOBILE US, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware1-3340920-0836269
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)
12920 SE 38th Street Bellevue, Washington98006-1350
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (425) 378-4000

(Former name or former address, if changed since last report):

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d- 2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e- 4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.00001 per shareTMUSThe NASDAQ Stock Market LLC
3.550% Senior Notes due 2029TMUS29The NASDAQ Stock Market LLC
3.700% Senior Notes due 2032TMUS32The NASDAQ Stock Market LLC
3.150% Senior Notes due 2032TMUS32AThe NASDAQ Stock Market LLC
3.850% Senior Notes due 2036TMUS36The NASDAQ Stock Market LLC
3.500% Senior Notes due 2037TMUS37The NASDAQ Stock Market LLC
3.800% Senior Notes due 2045TMUS45The NASDAQ Stock Market LLC
6.250% Senior Notes due 2069TMUSLThe NASDAQ Stock Market LLC
5.500% Senior Notes due March 2070 5.500% Senior Notes due June 2070TMUSZ TMUSIThe NASDAQ Stock Market LLC The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 — Regulation FD Disclosure.

On September 4, 2025, T-Mobile US, Inc. (the “Company”) issued a press release providing updated guidance for its recently closed acquisition of United States Cellular Corporation and an update on its business transformation initiatives.

A copy of the press release is attached hereto as Exhibit 99.1.

The information contained in Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.Description
99.1Press Release dated September 4, 2025 (furnished under Item 7.01).
104Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

T-MOBILE US, INC.
September 4, 2025/s/ Peter Osvaldik
Name: Title:Peter Osvaldik Executive Vice President and Chief Financial Officer