SEC Form 4
FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol TELEPHONE & DATA SYSTEMS INC /DE/ [ TDS ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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3. Date of Earliest Transaction (Month/Day/Year) 05/19/2021 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Shares | 03/20/2021 | G | V | 3,307 | D | $0 | 74,610(1) | D | ||
Common Shares | 03/26/2021 | G | V | 11,500 | D | $0 | 63,110(1) | D | ||
Common Shares | 04/13/2021 | G | V | 12,000 | D | $0 | 51,110(1) | D | ||
Common Shares | 05/15/2021 | G | V | 11,000 | D | $0 | 40,110(1) | D | ||
Common Shares | 03/08/2021 | G | V | 251,993 | D | $0 | 1,874,514(2)(3) | I | By Voting Trust |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Option (Right to Buy) | $25.36 | 05/19/2021 | A | 104,390 | 05/19/2024(4) | 05/19/2031 | Common Shares | 104,390 | $0(4) | 104,390 | D | ||||
Restricted Stock Units | (5) | 05/19/2021 | A | 136,827 | (5) | (5) | Common Shares | 136,827 | (5) | 136,827 | D | ||||
Series A Common Shares | (6) | 03/08/2021 | G | V | 9,218 | (6) | (6) | Common Shares | 9,218 | $0 | 2,042,841(7)(8) | I | By Voting Trust |
Explanation of Responses: |
1. Includes 3768 shares owned by children. Reporting person disclaims beneficial ownership of shares owned by children. |
2. On March 8, 2021 the reporting person's spouse individually transferred 162,314 Common Shares and 89,679 Common Shares from her Marital Trust to a trust, the trustee of which is a family member. The reporting person previous reported all securities held by spouse and spouse's Marital Trust. Accordingly, the transfer did not result in the change in the number of securities reported as beneficially owned by reporting person. |
3. Reporting person is one of four trustees which is record owner of these shares and files its holdings on forms 4. Of these Common shares, shares are held by respective reporting person and his family members. |
4. Options granted pursuant to the 2020 Long-Term Incentive Plan. Options become exercisable on May 19, 2024. |
5. Restricted stock unit award pursuant to the 2020 Long Term Incentive Plan. Stock units will become vested on third anniversary. |
6. Series A Common shares are convertible, on a share-for-share basis, into common shares. |
7. Reporting person is one of four trustees which is record owner of these shares and files its holdings on forms 4. Of these Series A Common Shares, shares are held by respective reporting person and his family members. |
8. On March 8, 2021, the reporting person's spouse individually transferred 9,218 Series A common Shares to a trust, the trustee of which is a family member. The reporting person previously reported all securities held by spouse. Accordingly, the transfer did not result in the change in the number of securities reported as beneficially owned by reporting person. |
Remarks: |
Julie D. Mathews, by power of atty | 05/20/2021 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |