Filing Details
- Accession Number:
- 0000950157-20-000760
- Form Type:
- 13D Filing
- Publication Date:
- 2020-06-15 17:25:51
- Filed By:
- Deutsche Telekom Ag
- Company:
- T-Mobile Us Inc. (NYSE:TMUS)
- Filing Date:
- 2020-06-15
- SEC Url:
- 13D Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Deutsche Telekom Holding B.V | 843,196,990 | 0 | 538,590,941 | 0 | 843,196,990 | 68.2% |
| T-Mobile Global Holding GmbH | 843,196,990 | 0 | 538,590,941 | 0 | 843,196,990 | 68.2% |
| T-Mobile Global Zwischenholding GmbH | 843,196,990 | 0 | 538,590,941 | 0 | 843,196,990 | 68.2% |
| Deutsche Telekom AG | 843,196,990 | 0 | 538,590,941 | 0 | 843,196,990 | 68.2% |
Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 8)
T-Mobile US, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
872590104
(CUSIP Number)
Dr. Axel Lützner
Vice President DT Legal
Deutsche Telekom AG
Friedrich-Ebert-Allee 140
53113 Bonn, Germany
+49-228-181-0
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
June 15, 2020
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following
box. ☐
| Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent. |
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be
subject to all other provisions of the Act (however, see the Notes).
SCHEDULE 13D/A
CUSIP No. 872590104
| 1 | NAME OF REPORTING PERSON Deutsche Telekom Holding B.V. IRS identification number not applicable. | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒ | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS OO | ||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION The Netherlands | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER:* 843,196,990 | |
| 8 | SHARED VOTING POWER: 0 | ||
| 9 | SOLE DISPOSITIVE POWER:** 538,590,941 | ||
| 10 | SHARED DISPOSITIVE POWER: 0 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON*** 843,196,990 | ||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)**** 68.2% | ||
| 14 | TYPE OF REPORTING PERSON CO | ||
| * | Consists of the sum of (i) 538,590,941 shares of Common Stock held by DT Holding and (ii) 304,606,049 shares of Common Stock held by SoftBank UK and subject to the Proxy, in each case as of June 15, 2020. The Reporting Persons may be deemed to be members of a “group” within the meaning of Section 13(d)(3) of the
Exchange Act, comprised of the Reporting Persons and the other persons referred to in Schedule B attached to this Schedule 13D (the “Separately Filing Group Members”). |
| ** | Consists of 538,590,941 shares of Common Stock held by DT Holding. |
| *** | Consists of the sum of (i) 538,590,941 shares of Common Stock held by DT Holding and (ii) 304,606,049 shares of Common Stock held by SoftBank UK and subject to the Proxy, in each case as of June 15, 2020. The Reporting Persons may be deemed to be members of a “group” within the meaning of Section 13(d)(3) of the Exchange Act, comprised of the Reporting
Persons and the Separately Filing Group Members. |
| **** | Based on the number of shares of
Common Stock outstanding as of April 30, 2020, as reported by the Issuer in its Quarterly Report on Form 10-Q, filed with the Commission on May 6, 2020. |
CUSIP No. 872590104
| 1 | NAME OF REPORTING PERSON T-Mobile Global Holding GmbH IRS identification number: 98-0470438 | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒ | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS OO | ||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Federal Republic of Germany | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER:* 843,196,990 | |
| 8 | SHARED VOTING POWER: 0 | ||
| 9 | SOLE DISPOSITIVE POWER:** 538,590,941 | ||
| 10 | SHARED DISPOSITIVE POWER: 0 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON*** 843,196,990 | ||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)**** 68.2% | ||
| 14 | TYPE OF REPORTING PERSON CO | ||
| * | Consists of the sum of (i) 538,590,941 shares of Common Stock held by DT Holding and (ii) 304,606,049 shares of Common Stock held by SoftBank UK and subject to the Proxy, in each case as of June 15, 2020. The Reporting Persons may be deemed to be members of a “group” within the meaning of Section 13(d)(3) of the Exchange Act, comprised of the Reporting Persons and the Separately
Filing Group Members. |
| ** | Consists of 538,590,941 shares of Common Stock held by DT Holding. |
| *** | Consists of the sum of (i) 538,590,941 shares of Common Stock held by DT Holding and (ii) 304,606,049 shares of Common Stock held by SoftBank UK and subject to the Proxy, in each case as of June 15, 2020. The Reporting Persons may be deemed to be members of a “group” within the meaning of Section 13(d)(3) of the Exchange Act, comprised of the Reporting Persons and the Separately Filing Group
Members. |
| **** | Based on the number of shares of Common
Stock outstanding as of April 30, 2020, as reported by the Issuer in its Quarterly Report on Form 10-Q, filed with the Commission on May 6, 2020. |
CUSIP No. 872590104
| 1 | NAME OF REPORTING PERSON T-Mobile Global Zwischenholding GmbH IRS identification number not applicable. | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒ | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS OO | ||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Federal Republic of Germany | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER:* 843,196,990 | |
| 8 | SHARED VOTING POWER: 0 | ||
| 9 | SOLE DISPOSITIVE POWER:** 538,590,941 | ||
| 10 | SHARED DISPOSITIVE POWER: 0 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON*** 843,196,990 | ||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)**** 68.2% | ||
| 14 | TYPE OF REPORTING PERSON CO | ||
| * | Consists of the sum of (i) 538,590,941 shares of Common Stock held by DT Holding and (ii) 304,606,049 shares of Common Stock held by SoftBank UK and subject to the Proxy, in each case as of June 15, 2020. The Reporting Persons may be deemed to be members of a “group” within the meaning of Section 13(d)(3) of the Exchange Act, comprised of the
Reporting Persons and the Separately Filing Group Members. |
| ** | Consists of 538,590,941 shares of Common Stock held by DT Holding. |
| *** | Consists of the sum of (i) 538,590,941 shares of Common Stock held by DT Holding and (ii) 304,606,049 shares of Common Stock held by SoftBank UK and subject to the Proxy, in each case as of June 15, 2020. The Reporting Persons may be deemed to be members of a “group” within the meaning of Section 13(d)(3) of the Exchange Act, comprised of the Reporting Persons and the Separately Filing Group
Members. |
| **** | Based on the number of shares of Common
Stock outstanding as of April 30, 2020, as reported by the Issuer in its Quarterly Report on Form 10-Q, filed with the Commission on May 6, 2020. |
CUSIP No. 872590104
| 1 | NAME OF REPORTING PERSON Deutsche Telekom AG IRS identification number not applicable. | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒ | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS OO | ||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Federal Republic of Germany | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER:* 843,196,990 | |
| 8 | SHARED VOTING POWER: 0 | ||
| 9 | SOLE DISPOSITIVE POWER:** 538,590,941 | ||
| 10 | SHARED DISPOSITIVE POWER: 0 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON*** 843,196,990 | ||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)**** 68.2% | ||
| 14 | TYPE OF REPORTING PERSON CO | ||
| * | Consists of the sum of (i) 538,590,941 shares of Common Stock held by DT Holding and (ii) 304,606,049 shares of Common Stock held by SoftBank UK and subject to the Proxy, in each case as of June 15, 2020. The Reporting Persons may be deemed to be members of a “group” within the meaning of Section 13(d)(3) of the Exchange Act, comprised of the Reporting
Persons and the Separately Filing Group Members. |
| ** | Consists of 538,590,941 shares of Common Stock held by DT Holding. |
| *** | Consists of the sum of (i) 538,590,941 shares of Common Stock held by DT Holding and (ii) 304,606,049 shares of Common Stock held by SoftBank UK and subject to the Proxy, in each case as of June 15, 2020. The Reporting Persons may be deemed to be members of a “group” within the meaning of Section 13(d)(3) of the Exchange Act, comprised of the Reporting
Persons and the Separately Filing Group Members. |
| **** | Based on the number of shares of Common
Stock outstanding as of April 30, 2020, as reported by the Issuer in its Quarterly Report on Form 10-Q, filed with the Commission on May 6, 2020. |
SCHEDULE 13D/A
Explanatory Note
This Amendment No. 8 (this “Amendment No. 8”) to the Schedule 13D filed with the U.S. Securities and Exchange Commission (the “Commission”) on May 10, 2013, as amended and supplemented by Amendment No. 1 to Schedule
13D filed with the Commission on November 26, 2013, Amendment No. 2 to Schedule 13D filed with the Commission on January 15, 2014, Amendment No. 3 to Schedule 13D filed with the Commission on March 6, 2018, Amendment No. 4 to Schedule 13D filed
with the Commission on April 30, 2018, Amendment No. 5 to Schedule 13D filed with the Commission on July 26, 2019, Amendment No. 6 to Schedule 13D filed with the Commission on February 20, 2020 and Amendment No. 7 to Schedule 13D filed with the
Commission on April 2, 2020 (as amended and supplemented, collectively, 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 beschränkter 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 beschränkter 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 Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 13d-1(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”).
The Reporting Persons are party to certain agreements with the Separately Filing Group Members (as defined in Item 2), which agreements contain, among other things, certain voting agreements and transfer and other
restrictions. As a result, the Reporting Persons may be deemed to be members of a “group” within the meaning of Section 13(d)(3) of the Exchange Act, comprised of the Reporting Persons and the Separately Filing Group Members.
Except as set forth below, all Items of this Schedule 13D, as amended prior to the date hereof, remain unchanged. Capitalized terms used in this Amendment No. 8 and not otherwise defined shall have the respective
meanings assigned to such terms in this Schedule 13D.
| Item 4. | Purpose of the Transaction |
This Item 4 is hereby amended and supplemented as follows:
In connection with SoftBank’s exploration of one or more transactions with respect to the Common Stock beneficially owned by SoftBank and SoftBank UK, representatives of SoftBank have approached representatives of the Reporting Persons
regarding one or more potential transactions with respect to such Common Stock. These transactions may include one or more of: privately negotiated transactions between the Reporting Persons, SoftBank and SoftBank UK; privately negotiated
transactions between the Reporting Persons and the Issuer; private placements or public offerings by SoftBank and SoftBank UK; privately negotiated transactions between SoftBank and SoftBank UK, on the one hand, and the Issuer or one or more
other stockholders of the Issuer or third parties, on the other hand; derivative or hedging transactions by SoftBank and SoftBank UK; margin loans by SoftBank and SoftBank UK; or other structured transactions (“Potential Transactions”). The
exploration or execution of any Potential Transactions involve discussions and negotiations between or among the Reporting Persons, the Issuer and SoftBank, including plans or proposals to amend, waive or grant a consent under the transfer
restrictions applicable to SoftBank and SoftBank UK under the Proxy Agreement. In addition, the Potential Transactions may involve discussions and negotiations between the Reporting Persons, on the one hand, and third parties, on the other
hand. Some of the Potential Transactions under consideration would require the approval of the board of directors of the Issuer. Such discussions and negotiations relate to, and may involve or result in, one or more of the types of matters
specified in clauses (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons have had, and continue to have, discussions with SoftBank and the Issuer regarding Potential Transactions. Any action or actions the Reporting Persons might
undertake in respect of the Common Stock will be dependent upon the Reporting Persons’ review of numerous factors, including, among other things, the price level and liquidity of the Common Stock; general market and economic conditions; ongoing
evaluation of the Issuer’s business, financial condition, operations, prospects and strategic alternatives; the relative attractiveness of alternative business and investment opportunities; accounting and tax considerations; the outcome of
negotiations with SoftBank and the Issuer; and other factors and future developments. There can be no assurance that the aforementioned explorations of Potential Transactions will lead to any transactions being consummated. The Reporting
Persons specifically reserve the right to change their intentions with respect to any or all of such matters.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: June 15, 2020
| Deutsche Telekom AG | ||||
| By: | /s/ Dr. Axel Lützner | |||
| Name: | Dr. Axel Lützner | |||
| Title: | Vice President DT Legal | |||
| By: | /s/ Dr. Ulrich Zwach | |||
| Name: | Dr. Ulrich Zwach | |||
| Title: | Vice President DT Legal | |||
| T-Mobile Global Zwischenholding GmbH | ||||
| By: | /s/ Dr. Christian Dorenkamp | |||
| Name: | Dr. Christian Dorenkamp | |||
| Title: | Managing Director | |||
| By: | /s/ Roman Zitz | |||
| Name: | Roman Zitz | |||
| Title: | Managing Director | |||
| T-Mobile Global Holding GmbH | ||||
| By: | /s/ Franco Musone Crispino | |||
| Name: | Franco Musone Crispino | |||
| Title: | Managing Director | |||
| By: | /s/ Dr. Uli Kühbacher | |||
| Name: | Dr. Uli Kühbacher | |||
| Title: | Managing Director | |||
| Deutsche Telekom Holding B.V. | ||||
| By: | /s/ Frans Roose | |||
| Name: | Frans Roose | |||
| Title: | Managing Director | |||
| By: | /s/ Ton Zijlstra | |||
| Name | Ton Zijlstra | |||
| Title | Managing Director | |||
SCHEDULE A-3
Directors and Executive Officers of Deutsche Telekom AG
Schedule A-3 is amended and restated as follows:
The following tables I and II set forth the names, business addresses and present principal occupation of each director and executive officer of Deutsche Telekom AG. Unless otherwise noted, each of the persons listed
below is principally employed by Deutsche Telekom AG and is a citizen of the Federal Republic of Germany.
| I. | Board of Management |
| Name | Business Address | Present Principal Occupation | ||
| Timotheus Höttges | Friedrich-Ebert-Allee 140 Bonn, Germany 53113 | Chairman of the Board | ||
| Adel Al-Saleh *† | Friedrich-Ebert-Allee 140 Bonn, Germany 53113 | Board Member for T-Systems | ||
| Birgit Bohle | Friedrich-Ebert-Allee 140 Bonn, Germany 53113 | Board Member for Human Resources and Labor | ||
| Srini Gopalan † | Friedrich-Ebert-Allee 140 Bonn, Germany 53113 | Board Member for Europe | ||
| Dr. Christian P. Illek | Friedrich-Ebert-Allee 140 Bonn, Germany 53113 | Board Member for Finance (CFO) | ||
| Thorsten Langheim | Friedrich-Ebert-Allee 140 Bonn, Germany 53113 | Board Member for USA and Group Development | ||
| Claudia Nemat | Friedrich-Ebert-Allee 140 Bonn, Germany 53113 | Board Member for Technology and Innovation | ||
| Dr. Dirk Wössner | Landgrabenweg 151, Bonn, Germany 53227 | Board Member for Germany |
* = citizen of the United States
† = citizen of the United Kingdom
| II. | Supervisory Board |
| Name | Business Address | Present Principal Occupation | ||
| Rolf Bösinger | Wilhelmstrasse 97, Berlin, Germany 10117 | State Secretary, Federal Ministry of Finance, Berlin | ||
| Günter Bräunig | Palmengartenstrasse 5-9, Frankfurt am Main, Germany 60325 | CEO KfW | ||
| Odysseus D. Chatzidis * | Friedrich-Ebert-Allee 140 Bonn, Germany 53113 | Chairman of the European Works Council of Deutsche Telekom AG, Bonn | ||
| Constantin Greve | Friedrich-Ebert-Allee 140 Bonn, Germany 53113 | Chairman of the Works Council of Deutsche Telekom AG, Bonn | ||
| Lars Hinrichs | Badestraße 2, Hamburg, Germany 20148 | CEO Cinco Capital GmbH, Hamburg | ||
| Helga Jung | Hahnenbichlstraße 24 86833 Ettringen | Former Member of the Board of Management of Allianz SE, Munich | ||
| Prof. Dr. Michael Kaschke | Carl-Zeiss-Strasse 22, Oberkochen, Germany 73447 | Former CEO & President Carl Zeiss AG, Oberkochen | ||
| Nicole Koch | Landgrabenweg 147, Bonn, Germany 53227 | Chairwoman of the Works Council at Deutsche Telekom Privatkunden-Vertrieb GmbH, Bonn | ||
| Dagmar P. Kollmann † | Grinzinger Allee 50, Vienna, Austria 1190 | Entrepreneur and member of several supervisory and advisory boards | ||
| Petra Steffi Kreusel | Hahnstrasse 43d, Frankfurt am Main, Germany 60528 | Senior Vice President, Customer & Public Relations at T-Systems International GmbH, Frankfurt am Main | ||
| Harald Krüger | Petuelring 130, München, Germany 80788 | Former Chairman of the Management Board of Bayerische Motoren Werke Aktiengesellschaft, Munich | ||
| Ulrich Lehner | Henkelstraße 67, Düsseldorf, Germany 40589 | Member of the Shareholders’ Committee of Henkel AG & Co. KGaA, Düsseldorf; Chairman of the Supervisory Board Deutsche Telekom AG | ||
| Kerstin Marx | Friedrich-Ebert-Allee 140, 53113 Bonn | Chairwoman of the Group Works Council of Deutsche Telekom AG, Bonn | ||
| Frank Sauerland | Paula-Thiede-Ufer 10, Berlin, Germany 10179 | Head of Committee, Collective Bargaining Policy, TC /IT National Committee at the ver.di National Executive Board, Berlin; Deputy Chairman of the Supervisory Board Deutsche Telekom AG |
| Name | Business Address | Present Principal Occupation | ||
| Lothar Schröder | Ingelheimer Str. 53 28199 Bremen | Trade Union Secretary and former Member of the ver.di National Executive Board, Berlin | ||
| Nicole Seelemann-Wandtke | Kronshagener Weg 105, Kiel, Germany 24116 | Deputy Chairwoman of the Works Council of the Consumer unit at Telekom Deutschland GmbH, Bonn | ||
| Sibylle Spoo | Paula-Thiede-Ufer 10, Berlin, Germany 10179 | Lawyer, Trade Union Secretary at the ver.di Federal Administration, Berlin | ||
| Karl-Heinz Streibich | Zimmerweg 15, Frankfurt, Germany 60325 | President acatech – Deutsche Akademie der Technikwissenschaften, Berlin | ||
| Margret Suckale | Am Rathenaupark 1, Hamburg, Germany 22763 | Member of Supervisory Board of Heidelberg Cement AG | ||
| Karin Topel | Querstraße 1, Leipzig, Germany 04103 | Chairwoman of the Works Council at Deutsche Telekom Technik GmbH, Bonn, Technical Branch Office, Eastern District |
* = citizen of Greece
† = citizen of Austria
SCHEDULE B
Certain Information Regarding the
Separately Filing Group Members(1)
| Number of Shares Beneficially Owned With(2) | ||||||||||||||||||||
| Separately Filing Group Member | Aggregate Number (Percentage) of Shares Beneficially Owned(2), (3) | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | |||||||||||||||
| SoftBank Group Corp. | 304,606,049 (24.7%) | | 0 | 0 | 304,606,049 | 0 | ||||||||||||||
| SoftBank Group Capital Limited | 304,606,049 (24.7%) | | 0 | 0 | 304,606,049 | 0 | ||||||||||||||
| (1) | See the Schedule 13D filed on June 15, 2020 by the Separately Filing Group Members, which includes information regarding each Separately Filing Group Member’s jurisdiction of organization, principal business, address of
principal office and other information. |
| (2) | The information shown in the table with respect to the number of shares beneficially owned is based on the number of shares of Common Stock beneficially owned by each Separately Filing Group Member as of
June 15, 2020. |
| (3) | The information shown in the table with respect to the percentage of shares beneficially owned is based on the number of shares of Common Stock outstanding as of April 30, 2020, as reported by the Issuer
in its Quarterly Report on Form 10-Q, filed with the Commission on May 6, 2020. |