What changed in this filing

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Item 9A. Controls and Procedures

2023-02-14 compared with 2022-02-11 · 60 added, 162 removed, 417 unchanged (35% of the section changed)

8 unchanged sentences

There were no changes in our internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act, during our most recently completed fiscal quarter that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Index for Notes to the Consolidated Financial Statements

Management’s Annual Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting.

Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of our financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of our financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect our transactions, providing reasonable assurance that transactions are recorded as necessary for preparation of our financial statements in accordance with generally accepted accounting principles, providing reasonable assurance that receipts and expenditures are made in accordance with management authorization, and providing reasonable assurance that unauthorized acquisition, use or disposition of company assets that could have a material effect on our financial statements would be prevented or detected on a timely basis.

3 unchanged sentences

Based on this evaluation, management concluded that our internal control over financial reporting was effective as of December 31, 2022.

The effectiveness of our internal control over financial reporting as of December 31, 2021 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report herein.

The effectiveness of our internal control over financial reporting as of December 31, 2022 has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report herein.

Other Information

6 unchanged sentences

If we make any amendments to this code other than technical, administrative or other non-substantive amendments, or grant any waivers, including implicit waivers, from a provision of this code we will disclose the nature of the amendment or waiver, its effective date and to whom it applies on our website at investor.t-mobile.com or in a Current Report on Form 8-K filed with the SEC.

The remaining information required by this item, including information about our Directors, Executive Officers and Audit Committee, will be incorporated by reference from our definitive Proxy Statement to be filed with the SEC pursuant to Regulation 14A or be included in an amendment to this Report.

Executive Compensation

The information required by this item will be incorporated by reference from our definitive Proxy Statement to be filed with the SEC pursuant to Regulation 14A or to be included in an amendment to this Report.

The information required by this item will be incorporated by reference from our definitive Proxy Statement to be filed with the SEC pursuant to Regulation 14A or will be included in an amendment to this Report.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Index for Notes to the Consolidated Financial Statements

Certain Relationships and Related Transactions, and Director Independence

Principal Accountant Fees and Services

Exhibit and Financial Statement Schedules

3 unchanged sentences

Report of Independent Registered Public Accounting Firm ( PCAOB ID:

Report of Independent Registered Public Accounting Firm (PCAOB ID:

Consolidated Balance Sheets

8 unchanged sentences

Form 10–K Summary

Index for Notes to the Consolidated Financial Statements

INDEX TO EXHIBITS

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Filed Herewith

Exhibit Description Form Date of Filing Exhibit Number Included Herewith

2.1 Business Combination Agreement, dated as of April 29, 2018, by and among T-Mobile US, Inc., Huron Merger Sub LLC, Superior Merger Sub Corporation, Sprint Corporation, Starburst I, Inc., Galaxy Investment Holdings, Inc., and for the limited purposes set forth therein, Deutsche Telekom AG, Deutsche Telekom Holding B.V.

18 unchanged sentences

10-Q 8/3/2021 2.2

2.8* Membership Interest Purchase Agreement, dated as of September 6, 2022, by and among Sprint LLC, Sprint Communications LLC, and Cogent Infrastructure, Inc.

8-K 9/7/2022 2.1

3.1 Fifth Amended and Restated Certificate of Incorporation of T-Mobile US, Inc.

10 unchanged sentences

10-Q 10/27/2015 4.3

4.5 Twenty-Third Supplemental Indenture, dated as of March 16, 2017, by and among T-Mobile USA, Inc., T-Mobile US, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, including the Form of 4.000% Senior Note due 2022.

8-K 3/16/2017 4.1

Index for Notes to the Consolidated Financial Statements

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Filed Herewith

4.5 Twenty-Fifth Supplemental Indenture, dated as of March 16, 2017, by and among T-Mobile USA, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.375% Senior Note due 2027.

8-K 3/16/2017 4.3

4.7 Twenty-Sixth Supplemental Indenture, dated as of April 27, 2017, by and among T-Mobile USA, Inc., T-Mobile US, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, including the Form of 4.000% Senior Note due 2022-1.

8-K 4/28/2017 4.1

4.8 Twenty-Eighth Supplemental Indenture, dated as of April 28, 2017, by and among T-Mobile USA, Inc., T-Mobile US, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.375% Senior Note due 2027-1.

8-K 4/28/2017 4.3

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Included Herewith

4.6 Thirty-Third Supplemental Indenture, dated as of January 25, 2018, by and among T-Mobile USA, Inc., T-Mobile US, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, including the Form of 4.750% Senior Note due 2028.

18 unchanged sentences

8-K 1/14/2021 4.4

Index for Notes to the Consolidated Financial Statements

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Filed Herewith

4.16 Forty-Sixth Supplemental Indenture, dated as of March 23, 2021, by and among T-Mobile USA, Inc., T-Mobile US, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, including the Form of 2.625% Senior Note due 2026.

4 unchanged sentences

8-K 3/23/2021 4.4

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Included Herewith

4.19 Forty-Ninth Supplemental Indenture, dated as of March 30, 2021, by and among T-Mobile USA, Inc., the guarantors party thereto, and Deutsche Bank Trust Company Americas, as trustee.

10-Q 8/3/2021 4.3

4.23 Indenture, dated as of April 9, 2020 by and among T-Mobile USA, Inc., the Company and Deutsche Bank Trust Company Americas, as trustee.

4.20 Indenture, dated as of April 9, 2020 by and among T-Mobile USA, Inc., T-Mobile US, Inc.

and Deutsche Bank Trust Company Americas, as trustee.

8-K 4/13/2020 4.1

13 unchanged sentences

8-K 6/26/2020 4.3

Index for Notes to the Consolidated Financial Statements

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Filed Herewith

4.28 Ninth Supplemental Indenture, dated as of June 24, 2020, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 2.550% Senior Secured Note due 2031.

6 unchanged sentences

8-K 10/6/2020 4.6

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Included Herewith

4.32 Thirteenth Supplemental Indenture, dated as of October 6, 2020, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 3.300% Senior Secured Note due 2051.

16 unchanged sentences

8-K 12/6/2021 4.3

Index for Notes to the Consolidated Financial Statements

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Filed Herewith

4.41 Twenty-Second Supplemental Indenture, dated as of December 6, 2021, by and among T‑Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 2.700% Senior Secured Note due 2032.

2 unchanged sentences

8-K 12/6/2021 4.5

4.46 Registration Rights Agreement, dated as of May 13, 2021, by and among T-Mobile USA, Inc., the Initial Guarantors (as defined therein) and J.P.

Morgan Securities LLC, as representative of the Initial Purchasers (as defined therein).

4.43 Indenture, dated as of September 15, 2022 by and among T-Mobile USA, Inc., T-Mobile US, Inc.

and Deutsche Bank Trust Company Americas, as trustee.

8-K 9/15/2022 4.1

4.47 Registration Rights Agreement, dated as of August 13, 2021, by and among T-Mobile USA, Inc., the Initial Guarantors (as defined therein) and Citigroup Global Markets Inc., Deutsche Bank Securities Inc.

Morgan Securities LLC, as representatives of the Initial Purchasers (as defined therein).

4.44 First Supplemental Indenture, dated as of September 15, 2022, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.200% Senior Note due 2033.

8-K 9/15/2022 4.2

4.48 Registration Rights Agreement, dated as of December 6, 2021, by and among T‑Mobile USA, Inc., the Initial Guarantors (as defined therein) and Barclays Capital Inc., Credit Suisse Securities (USA) LLC and Goldman Sachs & Co.

LLC, as representatives of the Initial Purchasers (as defined therein).

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Included Herewith

4.45 Second Supplemental Indenture, dated as of September 15, 2022, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.650% Senior Note due 2053.

8-K 9/15/2022 4.3

4.46 Third Supplemental Indenture, dated as of September 15, 2022, by and among T-Mobile USA, Inc., the Guarantors (as defined therein) and Deutsche Bank Trust Company Americas, as trustee, including the Form of 5.800% Senior Note due 2062.

8-K 9/15/2022 4.4

4.47 Indenture, dated as of October 1, 1998, by and among Sprint Capital Corporation, Sprint Corporation and The Bank of New York Mellon Trust Company, N.A.

23 unchanged sentences

10-Q/A 8/10/2020 4.19

4.55 Indenture, dated as of November 20, 2006, by and between Sprint Nextel Corporation and The Bank of New York Mellon Trust Company, N.A.

(SEC File No.

001-04721) 11/9/2011 4.1

Index for Notes to the Consolidated Financial Statements

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Filed Herewith

4.56 Sixth Supplemental Indenture, dated as of November 14, 2012, by and between Sprint Nextel Corporation and The Bank of New York Mellon Trust Company, N.A.

(SEC File No.

001-04721) 11/14/2012 4.1

4.57 Seventh Supplemental Indenture, dated as of November 20, 2012, by and between Sprint Nextel Corporation and The Bank of New York Mellon Trust Company, N.A.

(SEC File No.

001-04721) 11/20/2012 4.1

4.58 Eighth Supplemental Indenture, dated as of September 11, 2013, by and among Sprint Corporation, Sprint Communications, Inc.

and The Bank of New York Mellon Trust Company, N.A.

(SEC File No.

001-04721) 9/11/2013 4.4

4.59 Thirteenth Supplemental Indenture, dated as of May 14, 2018, by and between Sprint Communications, Inc.

and The Bank of New York Mellon Trust Company, N.A., as trustee.

(SEC File No.

001-04721) 5/14/2018 4.2

4.60 Sixteenth Supplemental Indenture, dated as of April 1, 2020, by and among Sprint Communications, Inc., T-Mobile US, Inc., T-Mobile USA, Inc.

and The Bank of New York Mellon Trust Company, N.A., as trustee.

10-Q/A 8/10/2020 4.27

4.53 Indenture, dated as of September 11, 2013, by and between Sprint Corporation and The Bank of New York Mellon Trust Company, N.A.

13 unchanged sentences

001-04721) 2/24/2015 4.1

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Included Herewith

4.57 Fifth Supplemental Indenture, dated as of February 22, 2018, by and among Sprint Corporation, Sprint Communications, Inc., and The Bank of New York Mellon Trust Company, N.A.

7 unchanged sentences

10-Q/A 8/10/2020 4.36

Index for Notes to the Consolidated Financial Statements

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Filed Herewith

4.60 Indenture, dated as of October 27, 2016, by and among Sprint Spectrum Co LLC, Sprint Spectrum Co II LLC, Sprint Spectrum Co III LLC and Deutsche Bank Trust Company Americas, as Trustee and Securities Intermediary.

18 unchanged sentences

4.67 Description of Securities.

10-K 2/11/2022 4.75

10.1 Master Agreement, dated as of September 28, 2012, among T-Mobile USA, Inc., Crown Castle International Corp., and certain T-Mobile and Crown subsidiaries.

6 unchanged sentences

10-K 2/7/2019 10.3

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Included Herewith

10.4 Master Prepaid Lease, dated as of November 30, 2012, by and among T-Mobile USA Tower LLC, T-Mobile West Tower LLC, T-Mobile USA, Inc.

4 unchanged sentences

10-Q 8/8/2013 10.4

Index for Notes to the Consolidated Financial Statements

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Filed Herewith

10.6 First Amendment, dated as of November 30, 2012, to MPL Site Master Lease Agreement, dated as of November 30, 2012, by and among Cook Inlet/VS GSM IV PCS Holdings, LLC, T-Mobile Central LLC, T-Mobile South LLC, Powertel/Memphis, Inc., Voicestream Pittsburgh, L.P., T-Mobile West LLC, T-Mobile Northeast LLC, Wireless Alliance, LLC, Suncom Wireless Operating Company, L.L.C., T-Mobile USA, Inc.

13 unchanged sentences

10-Q 8/8/2013 10.8

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Included Herewith

10.13 Second Amended and Restated Stockholders’ Agreement, dated as of June 22, 2020, by and among T-Mobile US, Inc., Deutsche Telekom AG and SoftBank Group Corp.

S-3ASR 6/22/2020 4.2

10.14 Support Agreement, dated as of April 29, 2018, by and among SoftBank Group Corp., SoftBank Group Capital Limited, Starburst I, Inc., Galaxy Investment Holdings, Inc., T-Mobile US, Inc., and Deutsche Telekom AG.

8-K 04/30/2018 10.1

10.14 Financing Matters Agreement, dated as of April 29, 2018, by and between T-Mobile USA, Inc.

1 unchanged sentence

8-K 4/30/2018 10.3

Index for Notes to the Consolidated Financial Statements

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Filed Herewith

10.15 Letter Agreement, dated as of February 20, 2020, by and among T-Mobile US, Inc., Deutsche Telekom AG and SoftBank Group Corp.

15 unchanged sentences

10-Q 11/5/2020 10.2

10.22 First Amended and Restated Receivables Sale and Conveyancing Agreement, dated as of March 2, 2021, by and among T-Mobile West LLC, T-Mobile Central LLC, T-Mobile Northeast LLC and T-Mobile South LLC, as sellers, and T-Mobile PCS Holdings LLC, as purchaser.

10-Q 5/4/2021 10.5

10.23 First Amended and Restated Receivables Sale and Contribution Agreement, dated as of March 2, 2021, by and between T-Mobile PCS Holdings LLCS, as seller, and T-Mobile Airtime Funding LLC, as purchaser.

10-Q 5/4/2021 10.6

10.24 Fifth Amended and Restated Master Receivables Purchase Agreement, dated as of March 2, 2021, among T-Mobile Airtime Funding LLC, as transferor, T-Mobile PCS Holdings LLC, in its individual capacity and as servicer, T-Mobile US, Inc.

and T-Mobile USA, Inc., as performance guarantors, Billing Gate One LLC, as outgoing purchaser, Landesbank Hessen-Thüringen Girozentrale, as outgoing bank purchasing agent, MUFG Bank (Europe) N.V., Germany Branch, as outgoing bank collections agent, The Toronto-Dominion Bank, as administrative agent, and certain financial institutions party thereto.

10-Q 5/4/2021 10.7

10.25 First Amendment to Fifth Amended and Restated Master Receivables Purchase Agreement, dated as of June 18, 2021, by and among T-Mobile Airtime Funding LLC, as transferor, T-Mobile PCS Holdings LLC, in its individual capacity and as servicer, T-Mobile US, Inc.

and T-Mobile USA, Inc., as performance guarantors, The Toronto-Dominion Bank, as administrative agent, and certain financial institutions party thereto.

10-Q 8/3/2021 10.4

10.26 Performance Guaranty, dated as of March 2, 2021, by T-Mobile US, Inc.

and T-Mobile USA, Inc.

10-Q 5/4/2021 10.8

10.27 Receivables Sale and Conveyancing Agreement, dated as of November 10, 2021, by and among Sprint Spectrum LLC and SprintCom, Inc., each as a seller, and T-Mobile Financial LLC, as purchaser.

10.28 Third Amended and Restated Receivables Sale Agreement, dated as of October 23, 2018, by and between T-Mobile Financial LLC, as seller, and T-Mobile Handset Funding LLC, as purchaser.

10-Q 10/30/2018 10.2

Index for Notes to the Consolidated Financial Statements

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Filed Herewith

10.29 First Amendment, dated as of November 2, 2020, to Third Amended and Restated Receivables Sale Agreement, dated as of October 23, 2018, by and between T-Mobile Financial LLC, as seller, and T-Mobile Handset Funding LLC, as purchaser.

10-K 2/23/2021 10.32

10.30 Second Amendment, dated as of November 10, 2021, to Third Amended and Restated Receivables Sale Agreement, dated as of October 23, 2018, by and between T-Mobile Financial LLC, as seller, and T-Mobile Handset Funding LLC, as purchaser.

10.31 Third Amended and Restated Receivables Purchase and Administration Agreement, dated as of October 23, 2018, by and among T-Mobile Handset Funding LLC, as transferor, T-Mobile Financial LLC, as servicer, T-Mobile US, Inc.

and T-Mobile USA, Inc., jointly and severally as performance guarantors, Royal Bank of Canada, as administrative agent, and certain financial institutions party thereto.

10-Q 10/30/2018 10.1

10.32 First Amendment, dated as of December 21, 2018, to Third Amended and Restated Receivables Purchase and Administration Agreement, dated as of October 23, 2018, by and among T-Mobile Handset Funding LLC, as transferor, T-Mobile Financial LLC, as servicer, T-Mobile US, Inc.

and T-Mobile USA, Inc., jointly and severally as performance guarantors, Royal Bank of Canada, as administrative agent, and certain financial institutions party thereto .

10-K 2/7/2019 10.45

10.33 Second Amendment, dated as of February 14, 2020, to Third Amended and Restated Receivables Purchase and Administration Agreement, dated as of October 23, 2018, by and among T-Mobile Handset Funding LLC, as transferor, T-Mobile Financial LLC, as servicer, T-Mobile US, Inc.

and T-Mobile USA, Inc., jointly and severally as guarantors, Royal Bank of Canada, as Administrative Agent, and certain financial institutions party thereto.

10-Q 5/6/2020 10.1

10.34 Third Amendment, dated as of April 30, 2020, to Third Amended and Restated Receivables Purchase and Administration Agreement, dated as of October 23, 2018, by and among T-Mobile Handset Funding LLC, as transferor, T-Mobile Financial LLC, as servicer, T-Mobile US, Inc.

and T-Mobile USA, Inc., jointly and severally as guarantors, Royal Bank of Canada, as Administrative Agent, and certain financial institutions party thereto.

10-Q/A 8/10/2020 10.15

10.35 Fourth Amendment, dated as of November 2, 2020, to Third Amended and Restated Receivables Purchase and Administration Agreement, dated as of October 23, 2018, by and among T-Mobile Handset Funding LLC, as transferor, T-Mobile Financial LLC, as servicer, T-Mobile US, Inc.

and T-Mobile USA, Inc., jointly and severally as guarantors, Royal Bank of Canada, as Administrative Agent, and certain financial institutions party thereto.

10-K 2/23/2021 10.37

10.36 Fifth Amendment, dated as of August 16, 2021, to Third Amended and Restated Receivables Purchase and Administration Agreement, dated as of October 23, 2018, by and among T-Mobile Handset Funding LLC, as transferor, and T-Mobile Financial LLC, individually and as servicer.

10-Q 11/2/2021 10.1

10.37 Sixth Amendment, dated as of November 10, 2021, to Third Amended and Restated Receivables Purchase and Administration Agreement, dated as of October 23, 2018, by and among T-Mobile Handset Funding LLC, as transferor, T-Mobile Financial LLC, individually and as servicer, T-Mobile US, Inc.

and T-Mobile USA, Inc., jointly and severally as guarantors, Royal Bank of Canada, as Administrative Agent, and certain financial institutions party thereto.

Index for Notes to the Consolidated Financial Statements

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Filed Herewith

10.38 Amended and Restated Performance Guaranty, dated as of November 10, 2021, by T-Mobile US, Inc.

and T-Mobile USA, Inc.

10.39 Purchase Agreement, dated as of March 13, 2017, among T-Mobile USA, Inc., the guarantors party thereto and Deutsche Telekom AG.

8-K 3/16/2017 10.1

10.40 Purchase Agreement, dated as of January 22, 2018, among T-Mobile USA, Inc., the guarantors party thereto and Deutsche Telekom AG.

8-K 1/25/2018 10.1

10.41 Credit Agreement, dated as of April 1, 2020, by and among T-Mobile USA, Inc., the issuing banks and lenders party thereto, and Deutsche Bank AG New York Branch, as administrative agent.

10-Q/A 8/10/2020 10.3

10.42 First Incremental Faci lity Amendment, dated as of September 16, 2020, to the Credit Agreement, dated as of April 1, 2020, among T-Mobile USA, Inc., Deutsche Bank AG New York Branch, as administrative agent and each Incremental Revolving Lender as defined therein.

8-K 9/17/2020 10.1

10.43 Second Amendment, dated as of October 29, 2021, to the Credit Agreement, dated as of April 1, 2020, among T-Mobile USA, Inc., the lenders party thereto, and Deutsche Bank AG New York Branch, as administrative agent .

10.44 Guarantee Agreement, dated as of April 1, 2020, by and among T-Mobile US, Inc., T-Mobile USA, Inc.

and the other guarantors party thereto in favor of Deutsche Bank AG New York Branch, as administrative agent.

10-Q/A 8/10/2020 10.4

10.45 Collateral Agreement, dated as of April 1, 2020, by and among T-Mobile US, Inc., T-Mobile USA, Inc.

and the other grantors party thereto in favor of Deutsche Bank Trust Company Americas, as collateral trustee.

10-Q/A 8/10/2020 10.7

10.46 Collateral Trust and Intercreditor Agreement, dated as of April 1, 2020, by and among T-Mobile US, Inc., T-Mobile USA, Inc., the other grantors party thereto, Deutsche Bank AG New York Branch, as first priority agent, the holder representatives party thereto and Deutsche Bank Trust Company Americas, as collateral trustee.

10-Q/A 8/10/2020 10.8

10.21 Amended and Restated Credit Agreement, dated October 17, 2022, by and among T-Mobile USA, Inc., the lenders, swingline lenders and L/C issuers party thereto, and JPMorgan Chase Bank, N.A., as administrative agent.

10.22 Guarantee and Collateral Agreement, dated October 27, 2016, among Deutsche Bank Trust Company Americas, Sprint Spectrum PledgeCo LLC, Sprint Spectrum PledgeCo II LLC, Sprint Spectrum PledgeCo III LLC, Sprint Spectrum License Holder LLC, Sprint Spectrum License Holder II LLC and Sprint Spectrum License Holder III LLC.

7 unchanged sentences

001-04721) 3/12/2018 10.1

Index for Notes to the Consolidated Financial Statements

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Filed Herewith

10.25 Second Amendment to Intra-Company Spectrum Lease Agreement, dated as of June 6, 2018, among Sprint Spectrum License Holder, LLC, Sprint Spectrum License Holder II LLC and Sprint Spectrum License Holder III LLC, Sprint Communications, Inc., Sprint Intermediate HoldCo LLC, Sprint Intermediate HoldCo II LLC, Sprint Intermediate HoldCo III LLC, Sprint Corporation and the subsidiary guarantors.

3 unchanged sentences

10-Q/A 8/10/2020 10.13

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Included Herewith

10.27 Guarantee Assumption Agreement, dated as of March 30, 2021, by and among Sprint Spectrum License Holder, LLC, Sprint Spectrum License Holder II LLC, Sprint Spectrum License Holder III LLC and certain subsidiary guarantors.

3 unchanged sentences

8-K 6/26/2020 10.1

10.54 Share Repurchase Agreement, dated as of June 22, 2020, between SoftBank Group Capital Ltd and T-Mobile US, Inc.

8-K 6/26/2020 10.2

10.55 Share Purchase Agreement, dated as of June 22, 2020, among Raul Marcelo Claure, Claure Mobile LLC and T-Mobile US, Inc.

13D/A 6/25/2020 15

10.56** MetroPCS Communications, Inc.

2010 Equity Incentive Compensation Plan.

Schedule 14A 4/19/2010 Annex A

10.29 Term Sheet, dated as of June 15, 2022, by and between the Company and DISH Network Corporation.

10-Q 7/29/2022 10.1

10.30* License Purchase Agreement, dated as of August 8, 2022, by and among T-Mobile USA, Inc., T-Mobile License LLC and Channel 51 License Co LLC.

10-Q 10/27/2022 10.1

10.31* License Purchase Agreement, dated as of August 8, 2022, by and among T-Mobile USA, Inc., T-Mobile License LLC and LB License Co, LLC.

10-Q 10/27/2022 10.2

10.32** Employment Agreement, effective November 15, 2019, between T-Mobile US, Inc.

2 unchanged sentences

10.33** Amendment No.

1, dated as of March 26, 2020, to the Amended and Restated Employment Agreement, dated as of November 15, 2019, by and between the Company and G.

1, dated as of March 26, 2020, to the Amended and Restated Employment Agreement, dated as of November 15, 2019, by and between T-Mobile US, Inc.

Michael Sievert.

2 unchanged sentences

10-K 2/6/2020 10.65

10.60** PRSU Agreement, dated as of April 1, 2020, by and between the Company and Neville R.

10.35** PRSU Agreement, dated as of April 1, 2020, by and between T-Mobile US, Inc.

and Neville R.

10-Q 5/6/2020 10.4

24 unchanged sentences

10-Q 8/8/2013 10.21

Index for Notes to the Consolidated Financial Statements

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Filed Herewith

10.45** Annual Incentive Award Notice under the 2013 Omnibus Incentive Plan.

9 unchanged sentences

001-04721) 2/6/2017 10.1

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Included Herewith

10.49** Form of Sprint Corporation Evidence of Award 2014 Long-term Incentive Plan Stock Options.

14 unchanged sentences

10-Q 5/6/2020 10.8

10.80** Amended Director Compensation Program effective as of May 1, 2013 (amended June 4, 2014 and further amended on June 1, 2015, June 16, 2016, June 13, 2017, June 13, 2019 and June 4, 2020).

10-Q/A 8/10/2020 10.30

10.55** Form of Restricted Stock Unit Award Agreement for Non-Employee Directors under the T-Mobile US, Inc.

4 unchanged sentences

10-Q 5/4/2021 10.3

10.83** Letter Agreement, dated as of March 25, 2019, by and between the Company and David A.

10-Q 8/3/2021 10.1

10.84** Letter Agreement, dated as of April 8, 2021, by and between the Company and David A.

10.57** Amended Director Compensation Program effective as of May 1, 2013 (amended June 4, 2014 and further amended on June 1, 2015, June 16, 2016, June 13, 2017, June 13, 2019 and June 4, 2020).

10-Q/A 8/10/2020 10.30

10.58** Employment Agreement, effective October 11, 2021, between T-Mobile US, Inc.

and Mark Nelson.

10-Q 5/6/2022 10.1

1 unchanged sentence

22.1 List of Guarantor Subsidiaries.

23.1 Consent of Deloitte & Touche LLP.

23.2 Consent of PricewaterhouseCoopers LLP.

24.1 Power of Attorney, pursuant to which amendments to this Form 10-K may be filed (included on the signature page contained in Part IV of the Form 10-K).

Index for Notes to the Consolidated Financial Statements

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Filed Herewith

31.1 Certifications of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

5 unchanged sentences

101.CAL XBRL Taxonomy Extension Calculation Linkbase Document.

Incorporated by Reference

Exhibit Description Form Date of Filing Exhibit Number Included Herewith

101.DEF XBRL Taxonomy Extension Definition Linkbase Document.

5 unchanged sentences

*** Furnished herewith.

Index for Notes to the Consolidated Financial Statements

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 thereunto duly authorized.

Certain instruments defining the rights of holders of long-term debt securities of the registrant and its consolidated subsidiaries are omitted pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K.

The registrant hereby undertakes to furnish to the SEC, upon request, copies of any such instruments.

Pursuant to the requirements of the Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

T-MOBILE US, INC.

19 unchanged sentences

Datar Director

/s/ Srinivasan Gopalan Director

Srinivasan Gopalan

/s/ Bavan Holloway Director

2 unchanged sentences

Illek Director

Index for Notes to the Consolidated Financial Statements

/s/ Raphael Kübler Director

8 unchanged sentences

Taylor Director

/s/ Omar Tazi Director

/s/ Kelvin R.

Westbrook Director

/s/ Michael Wilkens Director

Michael Wilkens

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures