| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock |
| (b) | Name of Issuer:
T-Mobile US, Inc. |
| (c) | Address of Issuer's Principal Executive Offices:
12920 SE 38th Street, Bellevue,
WASHINGTON
, 98006. |
Item 1 Comment:
This Amendment No. 36 (this "Amendment No. 36") to the Schedule 13D filed with the U.S. Securities and Exchange Commission (the "Commission") on May 10, 2013 (as amended and supplemented from time to time, this "Schedule 13D"), is being filed by Deutsche Telekom AG, a stock corporation (Aktiengesellschaft) organized under the laws of the Federal Republic of Germany ("Deutsche Telekom"), T-Mobile Global Zwischenholding GmbH, a limited liability company (Gesellschaft mit beschrankter Haftung) organized under the laws of the Federal Republic of Germany and a direct wholly owned subsidiary of Deutsche Telekom ("T-Mobile Global"), T-Mobile Global Holding GmbH, a limited liability company (Gesellschaft mit beschrankter Haftung) organized under the laws of the Federal Republic of Germany and a direct wholly owned subsidiary of T-Mobile Global ("T-Mobile Holding"), and Deutsche Telekom Holding B.V., a limited liability company (besloten vennootschap met beperkte aansprakelijkheid) organized under the laws of the Netherlands and a direct wholly owned subsidiary of T-Mobile Holding ("DT Holding" and, together with Deutsche Telekom, T-Mobile Global and T-Mobile Holding, the "Reporting Persons", and each, a "Reporting Person"), pursuant to Section 13(d) of the Exchange Act, and Rule 13d-2(a) thereunder, with respect to the shares of common stock, par value $0.00001 per share (the "Common Stock"), of T-Mobile US, Inc., a Delaware corporation (the "Issuer" or "T-Mobile").
This Amendment No. 36 is being filed to update this Schedule 13D to reflect the decrease in the total amount of Common Stock outstanding as a result of a series of Common Stock repurchases by the Issuer, which has increased the percent of Common Stock owned by the Reporting Persons. Except as set forth below, all Items of this Schedule 13D, as amended prior to the date hereof, are materially unchanged. Capitalized terms used in this Amendment No. 36 and not otherwise defined shall have the respective meanings assigned to such terms in this Schedule 13D.
Deutsche Telekom disclaims beneficial ownership in any Common Stock held by Delaware Project 6 L.L.C., Delaware Project 9 L.L.C. and Signal Bright LLC ("Signal Bright"), each a wholly-owned subsidiary of SoftBank Group Corp. ("SoftBank"), if such Common Stock is not subject to the Proxy. |
| Item 2. | Identity and Background |
|
| (a) | This Item 2 is hereby amended and supplemented as follows:
The information set forth in Schedules A-1, A-3 and A-4 of this Schedule 13D (filed herewith as Exhibits 70, 71 and 72, respectively) is hereby incorporated by reference. |
| (b) | Same as (a) above. |
| (c) | Same as (a) above. |
| (d) | Same as (a) above. |
| (e) | Same as (a) above. |
| (f) | Same as (a) above. |
| Item 5. | Interest in Securities of the Issuer |
| (a) | This Item 5 is hereby amended and supplemented as follows:
The information contained in the cover pages of this Schedule 13D is incorporated herein by reference. As of the date hereof, the Reporting Persons beneficially own, in aggregate, 592,065,875 shares of Common Stock consisting of (i) 582,065,875 shares of Common Stock held by DT Holding and (ii) 10,000,000 shares of Common Stock held by Signal Bright and subject to the Proxy (of which 10,000,000 of such shares of Common Stock are subject to call options granted by Signal Bright to Deutsche Telekom), representing 55.9% of the shares of the Common Stock outstanding as of October 23, 2026, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the Commission on October 28, 2026. The number of shares of Common Stock held by Signal Bright is based solely on the information provided by SoftBank. In addition, Dr. Frank Appel, Chairman of Deutsche Telekom's supervisory board, and Dr. Thomas Dohmke and Natalie Knight, members of Deutsche Telekom's supervisory board, beneficially own 190 shares, 25 shares and 1,600 shares of Common Stock, respectively, which in each case represents less than 0.01% of the shares of Common Stock issued and outstanding as of October 23, 2026, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the Commission on October 28, 2026. To the best knowledge of the Reporting Persons, each of Dr. Frank Appel, Dr. Thomas Dohmke and Natalie Knight has the sole power to vote or direct the vote or dispose or direct the disposition of all of the shares of Common Stock beneficially owned by such person. |
| (b) | Same as (a) above. |
| (c) | Except as previously reported on this Schedule 13D, to the best knowledge of the Reporting Persons, none of the Reporting Persons has effected any transaction in Common Stock in the 60 days preceding the date hereof. |
| Item 7. | Material to be Filed as Exhibits. |
| | Exhibit 70 - Schedule A-1: Directors and Executive Officers of T-Mobile Global Holding GmbH
Exhibit 71 - Schedule A-3: Directors and Executive Officers of Deutsche Telekom AG
Exhibit 72 - Schedule A-4: Directors and Executive Officers of Deutsche Telekom Holding B.V. |
(b)