T-Mobile US, Inc.

    TMUSI ·NASDAQ ·Radiotelephone Communications ·Inc. in DE
    Other securities: TMUS TMUSL TMUSZ
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    Item 1. Business

    Business Overview and Strategy

    Un-carrier Strategy

    As America’s supercharged Un-carrier, we have disrupted the 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 the best value and best network, alongside an unwavering focus on offering them the best possible service experience and 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 industry. We ended annual service contracts, overages, unpredictable international roaming fees and data buckets, among other things. We are inspired by a relentless focus on customer experience, consistently delivering award-winning customer experience, which drives our customer satisfaction levels while enabling operational efficiencies.

    With what we believe is America’s 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. We believe our network is the foundation of our success and powers everything we do. 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, mid-band and 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 telecommunications industry.

    We continue to expand the footprint and improve the quality of our network, enabling us to provide what we believe are outstanding wireless experiences for customers who should not have to compromise on quality and value. Our network allows us to deliver new, innovative products and services, such as our 5G broadband fixed wireless product, with the same customer experience focus and industry-disrupting mindset that we have adopted in our journey to redefine wireless communications services in the United States in the customers’ favor.

    As part of our relentless, customer-first focus, we are transforming into an AI-enabled, data-informed, digital-first organization to continue delivering differentiated experiences to our customers. 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 experience. 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.

    Our Operations

    As of December 31, 2025, we provide wireless communications and broadband services to 142.4 million postpaid and prepaid customers and generate revenue by providing affordable wireless communications and broadband services to these customers, as well as a wide selection of wireless devices and accessories. We also provide wholesale wireless services to various partners, who then offer the services for sale to their customers. Our most significant expenses relate to operating and expanding our network, providing a full range of devices, acquiring and retaining high-quality customers and compensating employees. We provide services, devices and accessories across our flagship brands, T-Mobile, Metro by T-Mobile and Mint Mobile, through our T-Mobile and Metro by T-Mobile owned and operated retail stores, as well as through our websites (www.t-mobile.com, www.metrobyt-mobile.com and www.mintmobile.com), T-Mobile, Metro by T-Mobile and Mint Mobile apps, customer care channels and through national retailers. In addition, we sell devices to dealers and other third-party distributors for resale through independent third-party retail outlets and a variety of third-party websites. The information on our websites is not part of this Form 10-K. See Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations for additional information.

    Services and Products

    We provide wireless communications 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, 5G broadband gateways and other mobile communication devices that are manufactured by various suppliers.
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    We offer a full suite of service plans that provide customers with the features that meet their lifestyle and daily needs. Our most popular current service plan offerings are our premium Experience plans, including Experience More and Experience Beyond, which include unlimited talk, text and data on our network, 5G access at no extra cost, scam protection features, 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, and specific rate plans to qualifying customers, including Military and Veterans, First Responder and 55+.

    At the time of device purchase, qualified customers can finance all or a portion of the individual device or accessory purchase price over an installment period, generally of 24 months, using an equipment installment plan (“EIP”).

    In addition to our wireless communications services, we offer complementary broadband services including 5G broadband, which is a fixed wireless product available to tens of millions of domestic households utilizing the excess capacity of our nationwide 5G network, and fiber, expanding broadband access and choices for some consumers. With our 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 and broadband services, including device protection, financial services and advertising.

    Customers

    We provide wireless communications 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 service utilizing phones, 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”)). We serve consumers as well as business customers, who are provided services under the T-Mobile for Business brand.
    Prepaid customers generally pay for service in advance. We serve prepaid customers under the T-Mobile, Metro by T-Mobile, Mint Mobile and Ultra Mobile brands.

    We also provide Machine-to-Machine (“M2M”) and Mobile Virtual Network Operator (“MVNO”) customers access to our network. This access and the customer relationship are managed by wholesale partners, with whom we have commercial agreements permitting them to sell services utilizing our network.

    We generate the majority of our service revenues by providing wireless communications and broadband services to postpaid and prepaid customers. Our ability to attract and retain postpaid and prepaid customers is important to our business in the generation of service revenues, equipment revenues and other revenues. In 2025, our service revenues generated by providing wireless communications and broadband services by customer category were:

    81% Postpaid customers;
    15% Prepaid customers; and
    4% Wholesale and other services.

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

    Network Strategy

    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. 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.

    We believe our spectrum position and focus on technology leadership will continue to drive network differentiation. Our innovative Customer-Driven Coverage (“CDC”) approach to network investments, and leadership in deploying the latest network technologies including Massive Multiple-input Multiple-output (“Massive MIMO”), Voice over New Radio (“VoNR”), 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 enabled by our scaled nationwide 5G standalone network.
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    We are also part of an alliance working to bring Radio Access Network (“RAN”) and AI innovation closer together to deliver transformational network experiences in the future.

    Spectrum Position

    We provide wireless communications services utilizing low-band spectrum licenses covering our 600 MHz and 700 MHz spectrum, mid-band spectrum licenses, such as Advanced Wireless Services (“AWS”), Personal Communications Services (“PCS”) and 2.5 GHz spectrum, and mmWave spectrum.

    We controlled an average of 394 MHz of combined low- and mid-band spectrum nationwide as of December 31, 2025. This spectrum is comprised of:
    An average of 43 MHz in the 600 MHz band;
    An average of 12 MHz in the 700 MHz band;
    An average of 14 MHz in the 800 MHz band;
    An average of 42 MHz in the 1700 MHz AWS band;
    An average of 68 MHz in the 1900 MHz PCS band;
    An average of 185 MHz in the 2.5 GHz band;
    An average of 3 MHz in the 3.45 GHz band; and
    An average of 27 MHz in the C-band.
    We controlled an average of 1,059 GHz of combined mmWave spectrum licenses as of December 31, 2025.
    In September 2023, we entered into a License Purchase Agreement with Comcast Corporation and its affiliate, Comcast OTR1, LLC (together with Comcast Corporation, “Comcast”) pursuant to which we will acquire spectrum in the 600 MHz band in exchange for total cash consideration of between $1.2 billion and $3.3 billion. On January 13, 2025, we and Comcast entered into an amendment to the License Purchase Agreement pursuant to which we will acquire additional spectrum. Subsequent to the amendment, the total cash consideration for the transaction is between $1.2 billion and $3.4 billion. See Note 7 – Goodwill, Spectrum License Transactions and Other Intangible Assets of the Notes to the Consolidated Financial Statements for additional details.
    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 of the Notes to the Consolidated Financial Statements for additional details.
    We plan to evaluate future spectrum purchases in future auctions and secondary market opportunities to further augment or refine our current spectrum position.
    We have equipment deployed on macro cell sites and small cell/distributed antenna system sites across our network and leverage our CDC insights to optimize network positioning and performance.

    Competition

    The telecommunications industry remains competitive. We are the second largest provider of wireless communications services in the U.S. as measured by our total postpaid and prepaid customers. Our wireless communications services competitors include other carriers, such as AT&T Inc. (“AT&T”) and Verizon Communications, Inc. (“Verizon”). In addition, our wireless communications services competitors include numerous smaller and regional providers, including Charter Communications, Inc., Comcast Corporation, EchoStar Corporation (“EchoStar”), Cox Communications, Inc., and Altice USA, Inc., many of which offer no-contract, postpaid and prepaid service plans. Competitors also include providers who offer similar communication services, such as voice, messaging and data services, using alternative technologies. In addition to our wireless communications services, our broadband services compete against other broadband providers, including Cable, DSL and other Fiber broadband providers, other fixed wireless solutions, including AT&T and Verizon’s fixed wireless products, and satellite internet providers. Competitive factors within the telecommunications industry include promotions, pricing, market saturation, service and product offerings, customer experience, network investment and quality, development and deployment of technologies and changes in the regulatory environment that may affect market entry, pricing practices and network investment. Some of our competitors have shown a willingness to use discounted pricing or offer bundled services as a potential source of differentiation. 

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    Human Capital

    Employees

    As of December 31, 2025, we employed approximately 75,000 full-time and part-time employees, including network, retail, administrative and customer support functions.

    Attraction and Retention

    We employ a highly skilled workforce within a broad range of functions. Substantially all of our employees are located throughout the United States, including Puerto Rico, to serve our nationwide network and retail operations. Our headquarters are located in Bellevue, Washington, and Overland Park, Kansas.

    We attract and retain our workforce through a dynamic and inclusive culture and by providing a comprehensive set of benefits, including:

    Competitive medical, dental and vision benefits;

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    Financial statements

    data from SEC XBRL filings. Values are as-reported; restatements supersede originals. Values reported in .

    From 10-Q filed 2026-04-28 (period ending 2026-03-31).


    Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

    Cautionary Statement Regarding Forward-Looking Statements

    This Quarterly Report on Form 10-Q (“Form 10-Q”) of T-Mobile US, Inc. (“T-Mobile,” “we,” “our,” “us” or the “Company”) includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, including information concerning our future results of operations, are forward-looking statements. These forward-looking statements are generally identified by the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “could” or similar expressions. Forward-looking statements are based on current expectations and assumptions, which are subject to risks and uncertainties that may cause actual results to differ materially from the forward-looking statements. The following important factors, along with the Risk Factors included in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025, and Part II, Item 1A of this Form 10-Q, could affect future results and cause those results to differ materially from those expressed in the forward-looking statements:

    competition, industry consolidation and changes in the market for wireless communications services and other forms of connectivity;
    cyberattacks, disruptions, data loss or other security breaches;
    our inability to adopt and deploy network technologies in a timely and effective manner;
    our inability to effectively execute our digital initiatives and drive customer and employee adoption of emerging technologies;
    our inability to retain or motivate key personnel, hire qualified personnel or maintain our corporate culture;
    system failures and business disruptions, allowing for unauthorized use of or interference with our network and other systems;
    the scarcity and cost of additional wireless spectrum, and regulations relating to spectrum use;
    the timing and effects of any pending and future acquisition, investment, joint venture, merger, or 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 oil prices, inflation or interest rates, tariffs and trade restrictions, supply chain disruptions, fluctuations in global currencies, immigration policies, and impacts of geopolitical instability, such as global conflict, wars and further escalations thereof;
    operational delays, higher procurement costs, such as memory chip cost impacts on smartphones, 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;
    our inability to successfully deliver new products and services;
    any failure or inability of our third parties (including key suppliers) to provide products or services for the operation of our business;
    sociopolitical volatility and polarization and risks related to environmental, social and governance matters;
    our substantial level of indebtedness and our inability to service our debt obligations in accordance with their terms;
    changes in the credit market conditions, credit rating downgrades or an inability to access debt markets;
    our inability to maintain effective internal control over financial reporting;
    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;
    laws and regulations relating to the handling of privacy, data protection and artificial intelligence (“AI”);
    unfavorable outcomes of and increased costs from existing or future regulatory or legal proceedings;
    difficulties in protecting our intellectual property rights or if we infringe on the intellectual property rights of others;
    our offering of regulated financial services products and exposure to a wide variety of state and federal regulations;
    new or amended tax laws or regulations or administrative interpretations and judicial decisions affecting the scope or application of tax laws or regulations;
    our wireless licenses, including those controlled through leasing agreements, are subject to renewal and may be revoked;
    our exclusive forum provision as provided in our Certificate of Incorporation;
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    interests of Deutsche Telekom AG (“DT”), our controlling stockholder, which may differ from the interests of other stockholders;
    our current and future stockholder return programs may not be fully utilized, and our share repurchases and dividend payments pursuant thereto may fail to have the desired impact on stockholder value; and
    future sales of our common stock by DT and our inability to attract additional equity financing outside the United States due to foreign ownership limitations by the Federal Communications Commission (“FCC”).

    Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required by law.

    Investors and others should note that we announce material information to our investors using our investor relations website (https://investor.t-mobile.com), newsroom website (https://t-mobile.com/news), press releases, SEC filings and public conference calls and webcasts. We intend to also use certain social media accounts as 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 @SriniGopalan X account (https://x.com/SriniGopalan) and our CEO’s LinkedIn account (https://www.linkedin.com/in/srini-gopalan/), both of which Mr. 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 communications and observations). The information we post through these social media channels may be deemed material. Accordingly, investors should monitor these social media channels in addition to following our press releases, SEC filings and public conference calls and webcasts. The social media channels that we intend to use as a means of disclosing the information described above may be updated from time to time as listed on our investor relations website.

    Overview

    The objectives of our Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) are to provide users of our condensed consolidated financial statements with the following:

    A narrative explanation from the perspective of management of our financial condition, results of operations, cash flows, liquidity and certain other factors that may affect future results;
    Context to the condensed consolidated financial statements; and
    Information that allows assessment of the likelihood that past performance is indicative of future performance.

    Our MD&A is provided as a supplement to, and should be read together with, our unaudited condensed consolidated financial statements as of and for the three months ended March 31, 2026, included in Part I, Item 1 of this Form 10-Q, and audited consolidated financial statements, included in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2025. Except as expressly stated, the financial condition and results of operations discussed throughout our MD&A are those of T-Mobile US, Inc. and its consolidated subsidiaries.

    Acquisition of UScellular Wireless Business

    Transaction Overview

    On August 1, 2025 (the “UScellular Acquisition Date”), we completed the acquisition (the “UScellular Acquisition”) of substantially all of United States Cellular Corporation’s (“UScellular”) wireless operations and select spectrum assets and the acquisition of substantially all of the wireless operations assets of each of Farmers Cellular Telephone Company, Inc., Iowa RSA No. 9 Limited Partnership, and Iowa RSA No. 12 Limited Partnership (collectively, the “UScellular Wireless Business”). 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 exchange offers, which were launched on May 23, 2025 (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.

    For more information regarding the UScellular Acquisition, see Note 2 – Business Combinations of the Notes to the Condensed Consolidated Financial Statements.

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    UScellular Merger-Related Costs

    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.

    See Note 14 – Restructuring Costs of the Notes to the Condensed Consolidated Financial Statements for more information.

    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 Measures” section of this MD&A. Net cash payments for UScellular merger-related costs, including payments related to our restructuring plan, are included in Net cash provided by operating activities on our Condensed Consolidated Statements of Cash Flows and our calculation of Adjusted Free Cash Flow.

    UScellular merger-related costs are presented below:
    (in millions)Three Months Ended March 31,Change
    20262025$%
    UScellular merger-related costs
    Cost of services, exclusive of depreciation and amortization$344 $— $344 NM
    Cost of equipment sales, exclusive of depreciation and amortization14 — 14 NM
    Selling, general and administrative48 14 34 243 %
    Depreciation and amortization229 — 229 NM
    Total UScellular merger-related costs$635 $14 $621 NM
    Net cash payments for UScellular merger-related costs$114 $$105 NM
    NM - Not meaningful

    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. We currently expect total costs to achieve, excluding accelerated depreciation, to be approximately $2.6 billion, currently expected to be comprised of $1.5 billion of UScellular merger-related costs recognized within operating expenses and $1.1 billion of capital expenditures.

    Our remaining 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.

    Acquisition of Vistar Media Inc.

    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 Inc. (“Vistar”), a provider of technology solutions for digital-out-of-home advertisements (the “Vistar Acquisition”).

    On February 3, 2025 (the “Vistar Acquisition Date”), we completed the Vistar Acquisition in exchange for $621 million in cash.

    For more information regarding the Vistar Acquisition, see Note 2 – Business Combinations of the Notes to the Condensed Consolidated Financial Statements.
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    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”).

    On March 3, 2025 (the “Blis Acquisition Date”), we completed the Blis Acquisition in exchange for $180 million in cash.

    For more information regarding the Blis Acquisition, see Note 2 – Business Combinations of the Notes to the Condensed Consolidated Financial Statements.

    Acquisition of Ka’ena Corporation

    On May 1, 2024 (the “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 consists of an upfront payment on the Ka’ena Acquisition Date and an earnout payable in the third quarter of 2026. Based on the adjusted amount paid upfront, an additional $420 million in future cash and T-Mobile common stock is payable in satisfaction of the earnout.

    For more information regarding the Ka’ena Acquisition, see Note 2 – Business Combinations of the Notes to the Condensed Consolidated Financial Statements.

    Sprint Merger-Related Costs

    As of June 30, 2024, we have incurred substantially all restructuring and integration costs associated with our merger (the “Sprint Merger”) with Sprint Corporation (“Sprint”) and, accordingly, no longer separately disclose Sprint Merger-related costs. The cash payments for the Sprint Merger-related costs incurred extend beyond 2026 (together with the cash payments for UScellular merger-related costs, “net payments for Merger-related costs”) and primarily relate to operating leases for which we have recognized accelerated lease expense.

    Joint Ventures

    On April 1, 2025, we completed the joint acquisition of Lumos (“Lumos”), a fiber-to-the-home platform. During the three months ended June 30, 2025, we invested $932 million to acquire a 50% equity interest in the joint venture and fiber customers. In addition, pursuant to the definitive agreement, we expect to make an additional capital contribution of approximately $500 million between 2027 and 2028 under the existing business plan. Following the joint acquisition, Lumos transitioned to a wholesale model where we are the anchor tenant owning residential and small business customer relationships.

    On July 24, 2025, we completed the joint acquisition of Metronet Holdings, LLC and certain of its affiliates (collectively, “Metronet”), a fiber-to-the-home platform. During the three months ended September 30, 2025, we invested $4.6 billion to acquire a 50% equity interest in the joint venture and residential fiber customers. Following the joint acquisition, Metronet became a wholesale services provider, and its residential fiber retail operations and customers transitioned to us. We do not anticipate making further capital contributions under the existing business plan.

    We account for the Lumos and Metronet joint ventures under the equity method of accounting with our proportionate share of earnings (losses) presented within Other expense, net on our Condensed Consolidated Statements of Comprehensive Income. We recognize revenues for fiber customers and the related wholesale costs paid to the joint ventures for network access within Postpaid revenues and Cost of services, respectively, on our Condensed Consolidated Statements of Comprehensive Income.

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

    Subsequent to March 31, 2026, on April 24, 2026, we entered into a definitive agreement with an affiliate of Wren House Infrastructure Management Limited (“Wren House”) to establish a joint venture that will acquire i3 Broadband, one of Wren House’s existing fiber portfolio companies. The transaction with Wren House is expected to close in the second half of 2026, subject to customary closing conditions and regulatory approvals, at which time we expect to invest approximately $700 million to acquire a 50% equity interest in the joint venture and substantially all existing residential fiber customers. Additionally, on April 25, 2026, we entered into definitive agreements with affiliates of Oak Hill Capital Management, LLC (“Oak Hill”) to establish a joint venture that will acquire and combine GoNetspeed and Greenlight Networks, two of Oak Hill’s existing fiber
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    portfolio companies. The transaction with Oak Hill is expected to close in the first half of 2027, subject to customary closing conditions and regulatory approvals, at which time we expect to invest approximately $2.0 billion to acquire a 50% equity interest in the joint venture and substantially all existing residential fiber customers. We expect to account for these joint ventures under the equity method of accounting and recognize service revenues for the acquired fiber customers and wholesale costs paid to the joint venture for network access within Postpaid revenues and Cost of services, respectively, on our Condensed Consolidated Statements of Comprehensive Income.

    Network Restructuring Initiative

    Recent technological advancements have enhanced our Customer-Driven Coverage insights, enabling us to identify, assess and shut down low customer value sites. In the fourth quarter of 2025, we began implementing restructuring initiatives to identify and realize these cost savings on our network, excluding activities associated with the UScellular Acquisition (the “Network Restructuring Initiative”). The major activities associated with the Network Restructuring Initiative include the rationalization of network and backhaul services and the decommissioning of cell sites and distributed antenna systems to reduce our overall network cost. Our Network Restructuring Initiative also includes the termination of certain of our operating leases for cell sites and switch sites.

    Network Restructuring Initiative costs are presented below:
    Three Months Ended
    March 31, 2026
    (in millions)
    Network Restructuring Initiative
    Cost of services, exclusive of depreciation and amortization$76 
    Depreciation and amortization60 
    Total Network Restructuring Initiative costs$136 

    Network Restructuring Initiative 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” section of this MD&A.

    Our Network Restructuring Initiative is expected to be completed prior to the end of 2027, with a majority of costs incurred by the end of 2026. We currently expect to incur between $500 million and $800 million of total costs associated with the Network Restructuring Initiative.

    We are evaluating additional restructuring activities associated with the Network Restructuring Initiative, 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 restructuring costs and related payments.

    See Note 14 – Restructuring Costs of the Notes to the Condensed Consolidated Financial Statements for more information.

    2025-2026 Workforce Transformation

    In the fourth quarter of 2025, we began implementing a restructuring initiative to streamline operations by centralizing leaders and teams, reducing organizational layers, and eliminating duplicative roles (the “2025-2026 Workforce Transformation”). We intend to reinvest the expected cost savings from the 2025-2026 Workforce Transformation into the business, including into our digital initiatives.

    During the three months ended March 31, 2026, we recorded a pre-tax charge of $141 million related to the 2025-2026 Workforce Transformation, which is included in Cost of services and Selling, general and administrative expenses on our Condensed Consolidated Statements of Comprehensive Income. We have incurred substantially all of the costs associated with our 2025-2026 Workforce Transformation initiative and expect substantially all remaining associated employee separations and related cash outflows to occur in 2026.

    See Note 14 – Restructuring Costs of the Notes to the Condensed Consolidated Financial Statements for more information.


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    Results of Operations

    Set forth below is a summary of our consolidated financial results:
    Three Months Ended March 31,Change
    (in millions)20262025$%
    Revenues
    Postpaid revenues$15,629 $13,594 $2,035 15 %
    Prepaid revenues2,517 2,643 (126)(5)%
    Wholesale and other service revenues685 688 (3)— %
    Total service revenues18,831 16,925 1,906 11 %
    Equipment revenues3,996 3,704 292 %
    Other revenues280 257 23 %
    Total revenues23,107 20,886 2,221 11 %
    Operating expenses
    Cost of services, exclusive of depreciation and amortization shown separately below3,339 2,602 737 28 %
    Cost of equipment sales, exclusive of depreciation and amortization shown separately below5,488 4,798 690 14 %
    Selling, general and administrative5,966 5,488 478 %
    Depreciation and amortization3,817 3,198 619 19 %
    Total operating expenses18,610 16,086 2,524 16 %
    Operating income4,497 4,800 (303)(6)%
    Other expense, net
    Interest expense, net(1,031)(916)(115)13 %
    Other expense, net(132)(46)(86)187 %
    Total other expense, net(1,163)(962)(201)21 %
    Income before income taxes3,334 3,838 (504)(13)%
    Income tax expense(830)(885)55 (6)%
    Net income$2,504 $2,953 $(449)(15)%
    Statement of Cash Flows Data
    Net cash provided by operating activities$7,222 $6,847 $375 %
    Net cash used in investing activities(2,849)(3,409)560 (16)%
    Net cash (used in) provided by financing activities(6,440)3,193 (9,633)(302)%
    Non-GAAP Financial Measures
    Adjusted EBITDA$9,241 $8,259 $982 12 %
    Core Adjusted EBITDA9,240 8,258 982 12 %
    Adjusted Free Cash Flow4,599 4,396 203%

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    Held by

    holders ( registered funds via N-PORT, institutional investors via 13F). Showing top by dollar value.

    Holder Type ETF MF Position ($) % of holder Δ % of holder Holder AUM

    Recent insider activity

    Last 90 days. Open-market trades (purchases & sales) by directors, officers, and 10%+ owners. 4 transactions across 3 insiders. Net: -4,194 shares, -$924,924.

    Date Insider Role Action Shares Price Value
    2026-05-01 Katz Michael J. Chief Bus. and Prod. Officer Sell -5,000 $195.81 -$979,050
    2026-05-01 Almeida Andre Chief Broadband, Ent. & Emerg Buy +5,097 $196.18 $1,000,016
    2026-03-10 Datar Srikant M. indirect Director Sell -1,000 $218.25 -$218,250
    2026-03-04 Datar Srikant M. Director Sell -3,291 $221.10 -$727,640

    Source: SEC Form 4 filings.

    Next expected filings

    • ~2026-07-22 10-Q expected by 2026-08-05 (in 57 days)
    • ~2026-10-22 10-Q expected by 2026-11-05 (in 149 days)
    • ~2027-02-10 10-K expected by 2027-03-10 (in 260 days)
    • ~2027-04-27 10-Q expected by 2027-05-11 (in 336 days)

    Predicted from historical filing cadence; not an SEC commitment.

    Recent SEC filings

    • 2026-04-30 S-3ASR S-3ASR
    • 2026-04-28 8-K Earnings Release; Financial Statements and Exhibits
    • 2026-04-28 10-Q Quarterly Report
    • 2026-04-27 DEF 14A Proxy Statement
    • 2026-04-23 8-K Other Events
    • 2026-03-31 8-K Other Events
    • 2026-03-27 8-K Officer/Director Change
    • 2026-02-19 8-K Other Events; Financial Statements and Exhibits
    • 2026-02-11 10-K Annual Report
    • 2026-02-11 8-K Earnings Release; Financial Statements and Exhibits
    • 2026-01-12 8-K Other Events; Financial Statements and Exhibits
    • 2026-01-06 8-K Material Agreement Entered; Material Financial Obligation; Financial Statements and Exhibits
    • 2025-12-11 8-K Other Events
    • 2025-12-09 8-K Officer/Director Change
    • 2025-10-23 10-Q Quarterly Report