UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): June 13, 2019
T-MOBILE US, INC.
(Exact Name of Registrant as Specified in Charter)
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| DELAWARE | | 1-33409 | | 20-0836269 |
| (State or other jurisdiction | | (Commission File Number) | | (I.R.S. Employer |
| of incorporation or organization) | | | | Identification No.) |
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| 12920 SE 38th Street | | |
| Bellevue, Washington | | 98006-1350 |
| (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 (see General Instructions A.2. below):
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| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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. ☐
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Item 5.07 — Submission of Matters to a Vote of Security Holders.
On June 13, 2019, T-Mobile US, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the following three proposals were presented, as described in the Company’s definitive proxy statement on Schedule 14A filed with the Securities Exchange Commission on April 26, 2019 (the “Proxy Statement”):
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| (1) | | Elect twelve director nominees named in the Proxy Statement to the Company’s Board of Directors; |
| (2) | | Ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019; and |
| (3) | | Vote on a stockholder proposal regarding limitations on accelerated vesting of equity awards in the event of a change of control. |
Proposal 1 - Election of Directors
The following twelve director nominees were elected at the Annual Meeting to serve terms ending at the Company’s 2020 Annual Meeting of Stockholders, or until their successors are elected and qualified:
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| Director Nominee | For | Withhold Broker Non-Votes | |
| Srikant M. Datar | 783,129,978 | 10,279,628 25,176,886 | |
| Srini Gopalan | 726,048,311 | 67,361,295 25,176,886 | |
| Lawrence H. Guffey | 691,348,985 | 102,060,621 25,176,886 | |
| Timotheus Höttges | 711,479,160 | 81,930,446 25,176,886 | |
| Christian P. Illek | 696,873,476 | 96,536,130 25,176,886 | |
| Bruno Jacobfeuerborn | 725,542,525 | 67,867,081 25,176,886 | |
| Raphael Kübler | 674,229,012 | 119,180,594 25,176,886 | |
| Thorsten Langheim | 696,613,204 | 96,796,402 25,176,886 | |
| John J. Legere | 739,364,326 | 54,045,280 25,176,886 | |
| G. Michael Sievert | 725,002,216 | 68,407,390 25,176,886 | |
| Teresa A. Taylor | 762,023,174 | 31,386,432 25,176,886 | |
| Kelvin R. Westbrook | 701,643,754 | 91,765,852 25,176,886 | |
Proposal 2 - Ratification of the Appointment of PricewaterhouseCoopers LLP
The ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2019 was approved as follows:
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| For | Against | Abstain | Broker Non-Votes | |
| 815,461,818 | 2,793,815 | 330,859 | 0 | |
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Proposal 3- Stockholder Proposal regarding Limitations on Accelerated Vesting of Equity Awards in the Event of a Change of Control
The stockholder proposal regarding limitations on accelerated vesting of equity awards in the event of a change of control was not approved as follows:
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| For | Against | Abstain | Broker Non-Votes |
83,860,177 709,286,852 262,577 25,176,886
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.
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| | | T-MOBILE US, INC. |
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| June 14, 2019 | | /s/ J. Braxton Carter |
| | | J. Braxton Carter Executive Vice President and Chief Financial Officer
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