What changed in this filing

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Item 1. Financial Statements

2025-10-23 compared with 2025-07-23 · 384 added, 200 removed, 874 unchanged (40% of the section changed)

2 unchanged sentences

Condensed Consolidated Balance Sheets

(in millions, except share and per share amounts) June 30,

(in millions, except share and per share amounts) September 30,

2025 December 31,

48 unchanged sentences

Condensed Consolidated Statements of Comprehensive Income

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

(in millions, except share and per share amounts) 2025 2024 2025 2024

10 unchanged sentences

Selling, general and administrative 6,015 5,186 16,900 15,466

Impairment expense 278 — 278 —

Depreciation and amortization 3,408 3,151 9,752 9,770

11 unchanged sentences

Reclassification of loss from cash flow hedges, net of tax effect of $ 16 , $ 15 , $ 48 and $ 45

Gains (losses) on fair value hedges, net of tax effect of $ 13 , $( 10 ), $( 48 ) and $( 10 )

48 44 141 130

Unrealized loss on foreign currency translation adjustment, net of tax effect of $ 0 , $ 0 , $ 0 and $ 0

Losses on fair value hedges, net of tax effect of $( 7 ), $( 5 ), $( 55 ) and $( 15 )

( 20 ) ( 12 ) ( 160 ) ( 42 )

Unrealized loss on foreign currency translation adjustment, net of tax effect of $ 0 , $ 0 , $ 0 and $ 0

Amortization of actuarial gain, net of tax effect of $ 0 , $( 2 ), $( 1 ) and $( 5 )

12 unchanged sentences

Condensed Consolidated Statements of Cash Flows

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

(in millions) 2025 2024 2025 2024

7 unchanged sentences

Losses from sales of receivables 17 23 58 69

Impairment expense 278 — 278 —

Changes in operating assets and liabilities

27 unchanged sentences

Other, net ( 32 ) ( 49 ) ( 80 ) ( 117 )

Net cash used in financing activities ( 7,205 ) ( 4,134 ) ( 4,012 ) ( 5,800 )

Net cash (used in) provided by financing activities ( 4,238 ) 507 ( 8,250 ) ( 5,293 )

Effect of exchange rate changes on cash and cash equivalents, including restricted cash — — 13 —

8 unchanged sentences

(in millions, except share and per share amounts) Common Stock Outstanding Treasury Stock Outstanding Treasury Shares at Cost Par Value and Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings Total Stockholders' Equity

Balance as of March 31, 2025 1,137,339,578 136,598,154 $ ( 23,085 ) $ 68,837 $ ( 989 ) $ 16,342 $ 61,105

Balance as of June 30, 2025 1,127,450,618 146,725,778 $ ( 25,569 ) $ 69,008 $ ( 908 ) $ 18,576 $ 61,107

Net income — — — — — 2,714 2,714

3 unchanged sentences

Stock-based compensation — — — 216 — — 216

Stock issued for employee stock purchase plan 437,777 — — 89 — — 89

Issuance of vested restricted stock units 1,175,288 — — — — — —

2 unchanged sentences

Other, net 12,306 ( 654 ) ( 1 ) 46 — — 45

Balance as of June 30, 2025 1,127,450,618 146,725,778 $ ( 25,569 ) $ 69,008 $ ( 908 ) $ 18,576 $ 61,107

Balance as of September 30, 2025 1,118,506,240 156,929,196 $ ( 28,064 ) $ 69,267 $ ( 881 ) $ 20,155 $ 60,477

Balance as of December 31, 2024 1,144,579,681 126,494,683 $ ( 20,584 ) $ 68,798 $ ( 857 ) $ 14,384 $ 61,741

9 unchanged sentences

Other, net 83,513 ( 9,577 ) ( 5 ) 53 — — 48

Balance as of June 30, 2025 1,127,450,618 146,725,778 $ ( 25,569 ) $ 69,008 $ ( 908 ) $ 18,576 $ 61,107

Balance as of September 30, 2025 1,118,506,240 156,929,196 $ ( 28,064 ) $ 69,267 $ ( 881 ) $ 20,155 $ 60,477

The accompanying notes are an integral part of these condensed consolidated financial statements.

3 unchanged sentences

Balance as of March 31, 2024 1,177,240,110 89,053,922 $ ( 12,982 ) $ 67,786 $ ( 926 ) $ 8,196 $ 62,074

Balance as of June 30, 2024 1,166,772,891 103,032,151 $ ( 15,270 ) $ 68,463 $ ( 917 ) $ 10,360 $ 62,636

Net income — — — — — 3,059 3,059

3 unchanged sentences

Stock-based compensation — — — 151 — — 151

Stock issued for employee stock purchase plan 569,160 — — 79 — — 79

Issuance of vested restricted stock units 594,078 — — — — — —

1 unchanged sentence

Repurchases of common stock ( 3,179,707 ) 3,179,707 ( 650 ) — — — ( 650 )

Ka’ena Acquisition upfront consideration 3,264,952 — — 536 — — 536

Other, net 39,293 ( 811 ) ( 1 ) 2 — — 1

Balance as of June 30, 2024 1,166,772,891 103,032,151 $ ( 15,270 ) $ 68,463 $ ( 917 ) $ 10,360 $ 62,636

Balance as of September 30, 2024 1,164,613,922 106,211,047 $ ( 15,921 ) $ 68,659 $ ( 889 ) $ 12,401 $ 64,250

Balance as of December 31, 2023 1,195,807,331 67,096,823 $ ( 9,373 ) $ 67,705 $ ( 964 ) $ 7,347 $ 64,715

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Other, net 148,654 20,884 ( 5 ) 14 — — 9

Balance as of June 30, 2024 1,166,772,891 103,032,151 $ ( 15,270 ) $ 68,463 $ ( 917 ) $ 10,360 $ 62,636

Balance as of September 30, 2024 1,164,613,922 106,211,047 $ ( 15,921 ) $ 68,659 $ ( 889 ) $ 12,401 $ 64,250

The accompanying notes are an integral part of these condensed consolidated financial statements.

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Sales of Certain Receivables

Property and Equipment

Goodwill, Spectrum License Transactions and Other Intangible Assets

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We plan to adopt the standard when it becomes effective for us beginning in our fiscal year 2027 annual financial statements, and we are currently evaluating the impact this guidance will have on the disclosures included in the Notes to the Consolidated Financial Statements.

Internal-Use Software Accounting and Disclosures

In September 2025, the FASB issued ASU 2025-06, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):

Targeted Improvements to the Accounting for Internal-Use Software.” The amendments remove all references to project stages in ASC 350-40, clarify the threshold entities apply to begin capitalizing costs and address challenges arising from the evolution of software development practices.

The new guidance modernizes accounting for software developed using incremental and iterative methods, where the existing model provided limited direction on when capitalization should begin.

Index for Notes to the Condensed Consolidated Financial Statements

The ASU also specifies that the disclosures under ASC 360-10, “Property, Plant, and Equipment—Overall,” apply to capitalized software costs accounted for under ASC 350-40, regardless of how those costs are presented in the financial statements.

The standard will become effective for our fiscal year 2028 annual financial statements and interim financial statements thereafter and may be applied prospectively to periods after the adoption date, retrospectively for all prior periods presented in the financial statements or using a modified retrospective transition approach with early adoption permitted.

We are currently evaluating the impact this guidance will have on our Consolidated Financial Statements and related disclosures.

Note 2 – Business Combinations

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Concurrently, and as agreed upon through the Merger and Unit Purchase Agreement, T-Mobile and Ka’ena entered into certain separate transactions, including the effective settlement of the preexisting wholesale arrangement between T-Mobile and Ka’ena and agreements with certain of the sellers to provide services to T-Mobile during the post-acquisition period.

In accordance with the terms of the Merger and Unit Purchase Agreement, the total purchase price was variable, dependent upon specified performance indicators of Ka’ena, and consists of an upfront payment on the Ka’ena Acquisition Date and an earnout payable on August 1, 2026.

On June 30, 2025, we amended the Merger and Unit Purchase Agreement to set the calculation of the earnout as the difference between the maximum purchase price of $ 1.35 billion and the upfront payment, as adjusted, and removed the requirement for Ka’ena to achieve specified performance indicators.

As of June 30, 2025, and December 31, 2024, $ 236 million and $ 202 million of liabilities for deferred consideration, respectively, and $ 137 million and $ 80 million of liabilities for post-acquisition services, respectively, were presented within Other long-term liabilities on our Condensed Consolidated Balance Sheets.

As of September 30, 2025, $ 239 million of liabilities for deferred consideration and $ 149 million of liabilities for post-acquisition services were presented within current liabilities on our Condensed Consolidated Balance Sheets, and as of December 31, 2024, $ 202 million of liabilities for deferred consideration and $ 80 million of liabilities for post-acquisition services were presented within long-term liabilities on our Condensed Consolidated Balance Sheets.

Fair Value of Assets Acquired and Liabilities Assumed

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Acquisition of UScellular Wireless Business

On May 24, 2024, we entered into a securities purchase agreement with United States Cellular Corporation (“UScellular”), Telephone and Data Systems, Inc., and USCC Wireless Holdings, LLC, pursuant to which, among other things, we will acquire substantially all of UScellular’s wireless operations and select AWS, PCS, 600 MHz, 700 MHz and other spectrum assets (together, the “UScellular Wireless Business”) for an aggregate purchase price of approximately $ 4.4 billion, payable in cash and the assumption of up to $ 2.0 billion of debt through exchange offers to certain UScellular debtholders prior to closing (the “UScellular Acquisition”).

Upon closing of the transaction, we expect to account for the UScellular Acquisition as a business combination and to consolidate the acquired operations.

Following the closing of the transaction, UScellular will retain ownership of its other spectrum, as well as its towers.

Subject to the closing of the transaction, we will enter into a 15-year master license agreement to lease space on at least 2,100 towers being retained by UScellular and to extend our tenancy term on approximately 600 towers where we are already leasing space from UScellular for 15 years post-closing.

We estimate the incremental future minimum lease payments associated with the master license agreement will be $ 1.4 billion over 15 years post-closing.

On May 23, 2025, we launched exchange offers for any and all of certain outstanding senior notes of UScellular (the “Exchange Offers”).

On May 24, 2024, we entered into a securities purchase agreement with United States Cellular Corporation (“UScellular”), Telephone and Data Systems, Inc., and USCC Wireless Holdings, LLC for the acquisition of substantially all of UScellular’s wireless operations and select AWS, PCS, 600 MHz, 700 MHz and other spectrum assets for an aggregate purchase price of approximately $ 4.4 billion, payable in cash and the assumption of up to $ 2.0 billion of debt through exchange offers to certain UScellular debtholders.

On May 23, 2025, we launched exchange offers (the “Exchange Offers”) for any and all of certain outstanding senior notes of UScellular for new notes of T-Mobile with the same interest rate, interest payment dates, maturity dates and redemption terms as each corresponding series of senior notes of UScellular.

In conjunction with the Exchange Offers, we also solicited consents for each series of the outstanding senior notes of UScellular to effect a number of amendments to the applicable indenture under which each such series of notes were issued and are governed (the “Consent Solicitations”).

As of July 1, 2025, the total principal amount of certain outstanding UScellular senior notes validly tendered was $ 1.7 billion.

To the extent any debtholders do not participate in the Exchange Offers, their senior notes will continue as obligations of UScellular, and the cash portion of the purchase price will be correspondingly

Index for Notes to the Condensed Consolidated Financial Statements

The consummation of the Exchange Offers and Consent Solicitations are subject to the closing of the UScellular Acquisition and will expire on August 1, 2025.

On July 11, 2025, we received all necessary regulatory approvals, and the UScellular Acquisition is expected to close on August 1, 2025.

On July 22, 2025, we entered into asset purchase agreements for the acquisition of substantially all of the wireless operations assets of each of Farmers Cellular Telephone Company, Inc., Iowa RSA No.

The consummation of the Exchange Offers and Consent Solicitations were subject to the closing of the UScellular acquisition, which occurred on August 1, 2025.

On July 22, 2025, we entered into three separate asset purchase agreements for the acquisition of substantially all of the wireless operations assets (together with UScellular’s wireless operations and select spectrum assets, the “UScellular Wireless Business”) of each of Farmers Cellular Telephone Company, Inc., Iowa RSA No.

9 Limited Partnership and Iowa RSA No.

12 Limited Partnership (collectively, the “Iowa Entities”) for an aggregate purchase price of approximately $ 170 million.

These transactions are expected to close concurrently with the UScellular Acquisition on August 1, 2025.

Upon closing of the acquisition of the wireless operations assets of the Iowa Entities, we expect to account for the transactions as a business combination.

Following the closing of the acquisition of the wireless operations assets of the Iowa Entities, the Iowa Entities will retain ownership of their towers and spectrum.

12 Limited Partnership (collectively, the “Iowa Entities”) for an aggregate purchase price of $ 175 million payable in cash.

Prior to our acquisition of the Iowa Entities, UScellular held a minority interest in each of the Iowa Entities.

Index for Notes to the Condensed Consolidated Financial Statements

The UScellular Wireless Business offers a comprehensive range of wireless communications products and services.

As a combined company, we expect to increase competition in the U.S.

wireless and broadband industries, achieve synergies and enhance our rural 5G coverage with our combined network footprint.

Following the closing of the transactions, UScellular and the Iowa Entities will retain ownership of their other spectrum licenses, as well as their towers.

On August 1, 2025, upon the completion of certain customary closing conditions, including the receipt of certain regulatory approvals (the “UScellular Acquisition Date”), we completed the acquisition of the UScellular Wireless Business (the “UScellular Acquisition”), and as a result, the UScellular Wireless Business became wholly owned by T-Mobile.

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 the Exchange Offers.

UScellular senior notes with an aggregate outstanding principal balance of $ 1.7 billion were subsequently exchanged for T-Mobile notes in the Exchange Offers.

The obligation to execute the Exchange Offers was recorded as debt assumed in the UScellular Acquisition with an aggregate assigned fair value of $ 1.7 billion.

On the UScellular Acquisition Date, UScellular changed its legal name to Array Digital Infrastructure, Inc.

On August 5, 2025, we issued debt with an aggregate principal balance of $ 1.7 billion in settlement of the Exchange Offers.

The issued debt consisted of 6.700 % Senior Notes due 2033 in an aggregate principal amount of $ 489 million, 6.250 % Senior Notes due 2069 in an aggregate principal amount of $ 393 million, 5.500 % Senior Notes due March 2070 in an aggregate principal amount of $ 401 million and 5.500 % Senior Notes due June 2070 in an aggregate principal amount of $ 395 million.

The notes rank equally with all other unsecured and unsubordinated indebtedness of T-Mobile USA.

On the UScellular Acquisition Date, we entered into a master license agreement to lease space on at least 2,100 towers being retained by UScellular and extended our tenancy term on approximately 600 additional towers where we are already leasing space from UScellular for 15 years post-closing.

In addition, through the master license agreement, we leased space on approximately 1,800 additional UScellular towers on an interim basis for up to 30 months after the UScellular Acquisition Date.

As a result of entering into the master license agreement, we recorded right-of use assets and lease liabilities of $ 1.0 billion each on the UScellular Acquisition Date, with a corresponding increase to both deferred tax liabilities and assets of $ 261 million.

For towers where we were not leasing space prior to the UScellular Acquisition Date, the related balances have been included in the fair value of assets acquired and liabilities assumed.

The financial results of the UScellular Wireless Business from the UScellular Acquisition Date through September 30, 2025, were not material to our Condensed Consolidated Statements of Comprehensive Income, nor were they material to our prior period consolidated results on a pro forma basis.

Transaction-related costs for the UScellular Acquisition did not have a material impact on our Condensed Consolidated Statements of Comprehensive Income.

Consideration Transferred

The acquisition-date fair value of consideration transferred in the UScellular Acquisition comprised of the following:

(in millions) August 1, 2025

Fair value of cash paid on the UScellular Acquisition Date $ 2,811

Fair value of T-Mobile replacement equity awards attributable to pre-combination service 44

Total fair value of consideration exchanged $ 2,855

The amount of cash paid on the UScellular Acquisition Date is subject to customary adjustments within a 120 -day review period.

Fair Value of Assets Acquired and Liabilities Assumed

We have accounted for the UScellular Acquisition as a business combination.

The identifiable assets acquired and liabilities assumed of the UScellular Wireless Business were recorded at their provisionally assigned fair values as of the UScellular Acquisition Date and consolidated with those of T-Mobile.

Assigning fair values to the assets acquired and liabilities assumed at the UScellular Acquisition Date requires the use of judgment regarding estimates and assumptions.

For the provisionally assigned fair values of the assets acquired and liabilities assumed, we used the cost, income and market approaches.

Index for Notes to the Condensed Consolidated Financial Statements

The following table summarizes the provisionally assigned fair values for each class of assets acquired and liabilities assumed at the UScellular Acquisition Date.

We retained the services of certified valuation specialists to assist with assigning values to certain acquired assets and liabilities assumed.

We are in the process of finalizing the valuation of the assets acquired and liabilities assumed.

Therefore, the provisionally assigned fair values set forth below are subject to adjustment as additional information is obtained.

(in millions) August 1, 2025

Cash and cash equivalents $ 12

Accounts receivable 317

Equipment installment plan receivables 503

Inventory 130

Prepaid expenses 63

Other current assets 33

Property and equipment 1,430

Operating lease right-of-use assets (1)

Spectrum licenses 1,730

Other intangible assets 397

Equipment installment plan receivables due after one year 388

Deferred tax assets 55

Other assets 126

Total assets acquired 6,614

Accounts payable and accrued liabilities 301

Deferred revenue 275

Short-term operating lease liabilities (1)

Other current liabilities 114

Long-term debt (2)

Operating lease liabilities (1)

Other long-term liabilities 208

Total liabilities assumed 3,759

Total consideration transferred $ 2,855

(1) Includes $ 749 million, $ 51 million and $ 698 million of Operating lease right-of-use assets, Short-term operating lease liabilities and Operating lease liabilities, respectively, for towers associated with the UScellular master license agreement where we were not leasing tower space prior to the UScellular Acquisition Date.

(2) The obligation to execute the Exchange Offers was recorded as debt assumed in the UScellular Acquisition with an aggregate assigned fair value of $ 1.7 billion.

Intangible Assets

Goodwill was assigned to our Wireless segment and has a provisionally assigned value of $ 231 million, which represents the excess of the consideration transferred over the fair values of assets acquired and liabilities assumed.

The provisionally assigned goodwill recognized includes synergies expected to be achieved from the operations of the combined company, the assembled workforce of UScellular and intangible assets that do not qualify for separate recognition.

Of the total provisionally assigned amount of goodwill resulting from the UScellular Acquisition of $ 231 million, the preliminary amount deductible for tax purposes is $ 15 million.

Expected synergies from the UScellular Acquisition include the cost savings from the planned integration of network infrastructure, facilities, personnel and systems.

Other intangible assets acquired include $ 379 million of customer relationships with an estimated weighted-average useful life of ten years and $ 18 million of tradenames with an estimated weighted-average useful life of one year .

The customer relationships are amortized using the sum-of-the-years digits method over their estimated useful lives and the tradenames are amortized on a straight-line basis over their estimated useful lives.

The preliminary fair value of customer relationships was estimated using the income approach.

This fair value measurement is based on significant inputs not observable in the market, and, therefore, represents a Level 3 measurement as defined in ASC 820.

The key assumptions in applying the income approach include revenue over an estimated period of time, the discount rate, forecasted expenses and contributory asset charges.

The preliminary fair value of Spectrum licenses of $ 1.7 billion was estimated using the market and income approach, specifically a Greenfield model.

This fair value measurement is based on significant inputs not observable in the market and,

Index for Notes to the Condensed Consolidated Financial Statements

therefore, represents a Level 3 measurement as defined in ASC 820.

The key assumptions in applying the income approach include the discount rate, estimated market share, estimated capital and operating expenditures, forecasted service revenue and a long-term growth rate for a hypothetical market participant that enters the wireless industry and builds a nationwide wireless network.

Acquired Receivables

The fair value of the assets acquired includes Accounts receivable of $ 317 million and equipment installment plan (“EIP”) receivables of $ 891 million.

The unpaid principal balance under these contracts as of the UScellular Acquisition Date was $ 328 million and $ 1.1 billion, respectively.

The difference between the fair value and the unpaid principal balance primarily represents discounting for market interest rates and amounts expected to be uncollectible.

Acquisition of Vistar Media Inc.

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A portion of the payment made on the Vistar Acquisition Date was for the settlement of preexisting relationships with Vistar and is excluded from the fair value of consideration transferred.

The financial results of Vistar from the Vistar Acquisition Date through June 30, 2025, were not material to our Condensed Consolidated Statements of Comprehensive Income, nor were they material to our prior period consolidated results on a pro forma basis.

The financial results of Vistar from the Vistar Acquisition Date through September 30, 2025, were not material to our Condensed Consolidated Statements of Comprehensive Income, nor were they material to our prior period consolidated results on a pro forma basis.

Costs related to the Vistar Acquisition were not material to our Condensed Consolidated Statements of Comprehensive Income.

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For the provisionally assigned fair values of the assets acquired and liabilities assumed, we used the cost and income approaches.

Index for Notes to the Condensed Consolidated Financial Statements

The following table summarizes the provisionally assigned fair values for each class of assets acquired and liabilities assumed at the Vistar Acquisition Date.

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Total consideration transferred $ 617

Index for Notes to the Condensed Consolidated Financial Statements

Intangible Assets

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The provisionally assigned goodwill recognized includes expected growth in service revenues to be achieved from the operations of the combined company, the assembled workforce of Vistar and intangible assets that do not qualify for separate recognition.

Other intangible assets acquired primarily include $ 201 million of customer relationships with an estimated weighted-average useful life of nine years , $ 8 million of tradenames with an estimated weighted-average useful life of four years and $ 55 million of other intangible assets with an estimated weighted-average useful life of four years .

Other intangible assets acquired include $ 201 million of customer relationships with an estimated weighted-average useful life of ten years , $ 8 million of tradenames with an estimated weighted-average useful life of four years and $ 55 million of other intangible assets with an estimated weighted-average useful life of four years .

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A portion of the payment made on the Blis Acquisition Date was for the settlement of preexisting relationships with Blis and is excluded from the fair value of consideration transferred.

The financial results of Blis from the Blis Acquisition Date through September 30, 2025, were not material to our Condensed Consolidated Statements of Comprehensive Income, nor were they material to our prior period consolidated results on a pro forma basis.

Costs related to the Blis Acquisition were not material to our Condensed Consolidated Statements of Comprehensive Income.

We have accounted for the Blis Acquisition as a business combination.

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Therefore, the provisionally assigned fair values above are subject to adjustment as additional information is obtained.

Index for Notes to the Condensed Consolidated Financial Statements

Note 3 – Joint Ventures

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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.

We account for the Lumos joint venture under the equity method of accounting with our proportionate share of earnings presented within Other (expense) income, net on our Condensed Consolidated Statements of Comprehensive Income.

We recognize revenues for fiber customers and the related 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.

Index for Notes to the Condensed Consolidated Financial Statements

Metronet Joint Venture

On July 18, 2024, we entered into a definitive agreement with KKR & Co.

(“KKR”) to establish a joint venture to acquire Metronet Holdings, LLC and certain of its affiliates (collectively, “Metronet”), a fiber-to-the-home platform.

At closing, we expect to invest approximately $ 4.6 billion, adjusted for Metronet’s incremental pre-close debt financing, to acquire a 50 % equity interest in the joint venture and all existing residential fiber customers, as well as funding of the joint venture.

We do not anticipate making further capital contributions following the closing under the existing business plan.

Following the joint acquisition, Metronet will become a wholesale services provider, and its residential fiber retail operations and customers will transition to us.

On July 9, 2025, we received all necessary regulatory approvals, and the joint acquisition of Metronet is expected to close on July 24, 2025.

Upon the closing of the transaction, we expect to account for the Metronet joint venture under the equity method of accounting and recognize revenues for fiber customers and the related 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.

to establish a joint venture to acquire Metronet Holdings, LLC and certain of its affiliates (collectively, “Metronet”), a fiber-to-the-home platform.

On July 24, 2025, we completed the joint acquisition of Metronet upon the completion of certain customary closing conditions, including the receipt of certain regulatory approvals.

During the three months ended September 30, 2025, we invested $ 4.6 billion to acquire a 50 % equity interest in the joint venture and 713,000 fiber customers.

For the customers acquired, we recognized an intangible asset amortized using the sum-of-the-years digits method over a weighted-average useful life of ten years .

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.

Method of Accounting

We account for the Lumos and Metronet joint ventures under the equity method of accounting with our proportionate share of earnings presented within Other (expense) income, 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.

Note 4 – Receivables and Related Allowance for Credit Losses

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Our portfolio of receivables is comprised of two portfolio segments:

accounts receivable and equipment installment plan (“EIP”) receivables.

accounts receivable and EIP receivables.

Accounts Receivable Portfolio Segment

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We estimate credit losses associated with our accounts receivable portfolio segment using an expected credit loss model, which utilizes an aging schedule methodology based on historical information and is adjusted for asset-specific considerations, current economic conditions and reasonable and supportable forecasts.

Index for Notes to the Condensed Consolidated Financial Statements

Our approach considers a number of factors, including our overall historical credit losses and payment experience, as well as current collection trends, such as write-off frequency and severity.

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In addition, certain customers within the Subprime category may be required to pay a deposit.

Index for Notes to the Condensed Consolidated Financial Statements

To determine a customer’s credit profile and assist in determining their credit class, we use a proprietary credit scoring model that measures the credit quality of a customer leveraging several factors, such as credit bureau information and consumer credit risk scores, as well as service and device plan characteristics.

EIP receivables had a combined weighted-average effective interest rate of 11.2 % and 11.1 % as of June 30, 2025, and December 31, 2024, respectively.

Installment loans acquired in the UScellular Acquisition are included in EIP receivables and generally have an initial term of 36 months.

We applied our proprietary credit scoring model to the customers acquired in the UScellular Acquisition with an outstanding EIP receivable balance.

Based on tenure, consumer credit risk score and credit profile, these acquired customers were classified into our customer classes of Prime or Subprime.

Our proprietary credit scoring model is applied to all EIP arrangements originated after the UScellular Acquisition Date.

For EIP receivables acquired in the UScellular Acquisition, the difference between the fair value and unpaid principal balance of the loan at the acquisition date is accreted to interest income over the contractual life of the loan using the effective interest method.

EIP receivables had a combined weighted-average effective interest rate of 10.5 % and 11.1 % as of September 30, 2025, and December 31, 2024, respectively.

The following table summarizes the EIP receivables, including imputed discounts and related allowance for credit losses:

(in millions) June 30,

(in millions) September 30,

2025 December 31,

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EIP receivables, net of allowance for credit losses and imputed discount (1)

$ 6,915 $ 6,588

Classified on our condensed consolidated balance sheets as:

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EIP receivables, net of allowance for credit losses and imputed discount $ 6,915 $ 6,588

(1) Through the UScellular Acquisition, we acquired EIP receivables with a fair value of $ 891 million as of August 1, 2025.

As they were recorded at fair value, an imputed discount was not recognized on the acquired receivables.

Many of our loss estimation techniques rely on delinquency-based models categorized by customer credit class;

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We manage our EIP receivables portfolio segment using delinquency and customer credit class as key credit quality indicators.

The following table presents the amortized cost of our EIP receivables by delinquency status, customer credit class and year of origination as of June 30, 2025:

The following table presents the amortized cost of our EIP receivables, including EIP receivables acquired through the UScellular Acquisition, by delinquency status, customer credit class and year of origination as of September 30, 2025:

Originated in 2025 Originated in 2024 Originated prior to 2024 Total EIP Receivables, Net of

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EIP receivables, net of unamortized imputed discount $ 3,471 $ 835 $ 2,138 $ 513 $ 262 $ 38 $ 5,871 $ 1,386 $ 7,257

Index for Notes to the Condensed Consolidated Financial Statements

We estimate credit losses on our EIP receivables segment by applying an expected credit loss model, which relies on historical loss data adjusted for current conditions to calculate default probabilities or an estimate for the frequency of customer default.

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We multiply these estimated default probabilities by our estimated loss given default, which is the estimated amount of default or the severity of loss.

Index for Notes to the Condensed Consolidated Financial Statements

As we do for our accounts receivable portfolio segment, we consider the need to adjust our estimate of credit losses on EIP receivables for reasonable and supportable forecasts of economic conditions through monitoring external forecasts and periodic internal statistical analyses.

The following table presents write-offs of our EIP receivables by year of origination for the six months ended June 30, 2025:

The following table presents write-offs of our EIP receivables by year of origination for the nine months ended September 30, 2025:

(in millions) Originated in 2025 Originated in 2024 Originated prior to 2024 Total

Write-offs $ 117 $ 299 $ 56 $ 472

Activity for the six months ended June 30, 2025 and 2024, in the allowance for credit losses and unamortized imputed discount balances for the accounts receivable and EIP receivables segments were as follows:

June 30, 2025 June 30, 2024

Activity for the nine months ended September 30, 2025 and 2024, in the allowance for credit losses and unamortized imputed discount balances for the accounts receivable and EIP receivables segments were as follows:

September 30, 2025 September 30, 2024

(in millions) Accounts Receivable Allowance EIP Receivables Allowance Total Accounts Receivable Allowance EIP Receivables Allowance Total

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Write-offs ( 458 ) ( 472 ) ( 930 ) ( 408 ) ( 427 ) ( 835 )

Allowance for credit losses for acquired credit deteriorated receivables 10 78 88 — — —

Change in imputed discount on short-term and long-term EIP receivables N/A 100 100 N/A 87 87

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Off-Balance-Sheet Credit Exposures

We do not have material off-balance-sheet credit exposures as of June 30, 2025.

We do not have material off-balance-sheet credit exposures as of September 30, 2025.

In connection with the sales of certain service accounts receivable and EIP receivables pursuant to the sale arrangements, we provide guarantees of credit performance included on our Condensed Consolidated Balance Sheets measured at fair value that are based on a discounted cash flow model using Level 3 inputs, including estimated customer default rates and credit worthiness, dilutions and recoveries.

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In 2015, we entered into an arrangement to sell certain EIP receivables on a revolving basis (the “EIP Sale Arrangement”), which has been revised and extended from time to time.

As of both June 30, 2025, and December 31, 2024, the EIP Sale Arrangement provided funding of $ 1.3 billion.

As of both September 30, 2025, and December 31, 2024, the EIP Sale Arrangement provided funding of $ 1.3 billion.

In connection with this EIP Sale Arrangement, we formed a wholly owned subsidiary, which qualifies as a bankruptcy remote entity (the “EIP BRE”).

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The following table summarizes the carrying amounts and classification of liabilities, which consist of the recourse guarantee, included on our Condensed Consolidated Balance Sheets with respect to the EIP BRE:

(in millions) June 30,

(in millions) September 30,

2025 December 31,

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On February 25, 2025, we extended the scheduled expiration date of the Service Receivable Sale Arrangement to February 24, 2026.

As of both June 30, 2025, and December 31, 2024, the Service Receivable Sale Arrangement provided funding of $ 775 million.

As of both September 30, 2025, and December 31, 2024, the Service Receivable Sale Arrangement provided funding of $ 775 million.

In connection with the Service Receivable Sale Arrangement, we formed a wholly owned subsidiary, which qualifies as a bankruptcy remote entity, to sell service accounts receivable (the “Service BRE”).

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The following table summarizes the carrying amounts and classification of liabilities included on our Condensed Consolidated Balance Sheets with respect to the Service BRE:

(in millions) June 30,

(in millions) September 30,

2025 December 31,

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Pursuant to the Pledge Amendments, effective on November 1, 2024, the credit enhancement feature of each arrangement is replaced by a recourse guarantee liability, which is collateralized by pledged but unsold receivables.

For the three and six months ended June 30, 2025, all cash proceeds associated with sold receivables are recognized within Net cash provided by operating activities on our Condensed Consolidated Statements of Cash Flows.

For the three and six months ended June 30, 2024, cash proceeds related to beneficial interests in securitization transactions in the form of the deferred purchase price were presented within Net cash used in investing activities on our Condensed Consolidated Statements of Cash Flows.

For the three and nine months ended September 30, 2025, all cash proceeds associated with sold receivables are recognized within Net cash provided by operating activities on our Condensed Consolidated Statements of Cash Flows.

For the three and nine months ended September 30, 2024, cash proceeds related to beneficial interests in securitization transactions in the form of the deferred purchase price were presented within Net cash used in investing activities on our Condensed Consolidated Statements of Cash Flows.

The recourse guarantee represents a financial instrument that is primarily tied to the creditworthiness of our customers.

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The fair value of the recourse guarantee liabilities is determined based on a discounted cash flow model which primarily uses Level 3 inputs, including estimated customer default rates and credit worthiness, dilutions and recoveries.

Our recourse guarantee liabilities related to the sales of service receivables and EIP receivables were $ 138 million and $ 148 million as of June 30, 2025, and December 31, 2024, respectively.

These liabilities were collateralized by $ 231 million and $ 286 million of gross service receivables and $ 508 million and $ 505 million of gross EIP receivables pledged, but unsold as of June 30, 2025, and December 31, 2024, respectively, which represent our maximum exposure under the recourse guarantee.

Our recourse guarantee liabilities related to the sales of service receivables and EIP receivables were $ 137 million and $ 148 million as of September 30, 2025, and December 31, 2024, respectively.

These liabilities were collateralized by $ 523 million and $ 286 million of gross service receivables and $ 535 million and $ 505 million of gross EIP receivables pledged, but unsold as of September 30, 2025, and December 31, 2024, respectively, which represent our maximum exposure under the recourse guarantee.

Index for Notes to the Condensed Consolidated Financial Statements

The following table summarizes the impact of the sales of certain service receivables and EIP receivables on our Condensed Consolidated Balance Sheets:

(in millions) June 30,

(in millions) September 30,

2025 December 31,

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Net cash proceeds funded by reinvested collections 1,468 1,583

We recognized losses from sales of receivables, including changes in fair value of the recourse guarantee liabilities and deferred purchase price assets, of $ 19 million and $ 25 million for the three months ended June 30, 2025 and 2024, respectively, and $ 41 million and $ 46 million for the six months ended June 30, 2025 and 2024, respectively, in Selling, general and administrative expenses on our Condensed Consolidated Statements of Comprehensive Income.

We recognized losses from sales of receivables, including changes in fair value of the recourse guarantee liabilities and deferred purchase price assets, of $ 17 million and $ 23 million for the three months ended September 30, 2025 and 2024, respectively, and $ 58 million and $ 69 million for the nine months ended September 30, 2025 and 2024, respectively, in Selling, general and administrative expenses on our Condensed Consolidated Statements of Comprehensive Income.

Continuing Involvement

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At the direction of the purchasers of the sold receivables, we apply the same policies and procedures while servicing the sold receivables as we apply to our owned receivables, and we continue to maintain normal relationships with our customers.

Note 6 – Property and Equipment

The components of property and equipment, excluding amounts transferred to held for sale, were as follows:

(in millions) Useful Lives September 30,

2025 December 31,

Land $ 100 $ 69

Buildings and equipment Up to 30 years

Wireless communications systems Up to 20 years

68,770 65,778

Leasehold improvements Up to 10 years

Capitalized software Up to 8 years

21,041 18,566

Leased wireless devices Up to 16 months

Construction in progress N/A 3,402 3,377

Accumulated depreciation and amortization ( 61,993 ) ( 56,367 )

Property and equipment, net $ 38,718 $ 38,533

Total depreciation expense relating to property and equipment and financing lease right-of-use assets was $ 3.2 billion and $ 2.9 billion for the three months ended September 30, 2025 and 2024, respectively, and $ 9.1 billion and $ 9.2 billion for the nine months ended September 30, 2025 and 2024, respectively.

We capitalize interest associated with the acquisition or construction of certain property and equipment and spectrum intangible assets.

We recognized capitalized interest of $ 13 million and $ 9 million for the three months ended September 30, 2025 and 2024, respectively, and $ 33 million and $ 26 million for the nine months ended September 30, 2025 and 2024, respectively.

Asset retirement obligations are primarily for certain legal obligations to remediate leased property on which our network infrastructure and administrative assets are located.

Index for Notes to the Condensed Consolidated Financial Statements

Activity in our asset retirement obligations for the nine months ended September 30, 2025, was as follows:

(in millions) Asset Retirement Obligations

Asset retirement obligations, beginning of year $ 1,535

Fair value of liabilities acquired from the UScellular Acquisition 165

Liabilities incurred 18

Liabilities settled ( 40 )

Accretion expense 52

Asset retirement obligations, end of period $ 1,730

Classified on the condensed consolidated balance sheets as:

Other current liabilities $ 117

Other long-term liabilities 1,613

The corresponding assets, net of accumulated depreciation, related to asset retirement obligations were $ 565 million and $ 423 million as of September 30, 2025 and December 31, 2024, respectively.

Billing System Impairment

In connection with our accelerated digital transformation initiatives, including streamlining our billing technology, we evaluated our billing system architecture strategy and concluded components of our billing system replacement plan and associated development will no longer serve our future needs.

As a result, we recorded a non-cash impairment of $ 278 million related to capitalized software development costs during the three and nine months ended September 30, 2025, within Impairment expense on our Condensed Consolidated Statements of Comprehensive Income.

Note 7 – Goodwill, Spectrum License Transactions and Other Intangible Assets

The changes in the carrying amount of goodwill for the six months ended June 30, 2025, are as follows:

The changes in the carrying amount of goodwill for the nine months ended September 30, 2025, are as follows:

(in millions) Goodwill

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Provisionally assigned goodwill from acquisitions in 2025 679

Balance as of June 30, 2025, net of accumulated impairment losses of $ 10,984

Balance as of September 30, 2025, net of accumulated impairment losses of $ 10,984

Spectrum Licenses

The following table summarizes our spectrum license activity for the six months ended June 30, 2025:

The following table summarizes our spectrum license activity for the nine months ended September 30, 2025:

(in millions) Spectrum

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Spectrum license acquisitions 1,134

Spectrum licenses acquired from the UScellular Acquisition 1,730

Spectrum licenses transferred to held for sale ( 5,674 )

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Comcast Corporation

On September 12, 2023, we entered into a License Purchase Agreement (the “Comcast 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 from Comcast in exchange for total cash consideration of between $ 1.2 billion and $ 3.3 billion, subject to an application for FCC approval.

On September 12, 2023, we entered into a license purchase agreement (the “Comcast 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 from Comcast (the “Comcast Licenses”) in exchange for total cash consideration of between $ 1.2 billion and $ 3.3 billion, subject to an application for FCC approval.

The licenses will be acquired without any associated networks.

We anticipate the closing will occur in the first half of 2028.

The final purchase price will be determined, in the aggregate and on a per license basis, based on the set of licenses subject to the Comcast License Purchase Agreement at the time the parties make required transfer filings with the FCC.

Prior to the time of such filings, Comcast has the right to remove any or all of a certain specified subset of the licenses, totaling $ 2.1 billion (the “Optional Sale Licenses”), from the Comcast License Purchase Agreement.

The final purchase price will be determined, in the aggregate and on a per license basis, based on the set of Comcast Licenses at the time the parties make required transfer filings with the FCC.

Prior to the time of such filings, Comcast has the right to remove any or all of a certain specified subset of the Comcast Licenses, totaling $ 2.1 billion (the “Optional Sale Licenses”), from the Comcast License Purchase Agreement.

The removal of any Optional Sale Licenses would reduce the final purchase price by the assigned value of each such license, from the maximum purchase price of $ 3.3 billion.

The licenses are subject to an exclusive leasing arrangement between us and Comcast, which was entered into contemporaneously with the Comcast License Purchase Agreement.

The Comcast Licenses are subject to an exclusive leasing arrangement between us and Comcast, which was entered into contemporaneously with the Comcast License Purchase Agreement.

If Comcast elects to remove an Optional Sale License from the Comcast License Purchase Agreement, the associated lease for such Optional Sale License will terminate, but no sooner than two years from the date of the Comcast License Purchase Agreement (with us having a minimum period of time after any such termination to cease transmitting on such license’s associated spectrum).

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Subsequent to the amendment, the total cash consideration for the transaction is between $ 1.2 billion and $ 3.4 billion.

As a result of additional spectrum acquisitions we are planning with third parties, we have agreed with Comcast to accelerate the consummation of our acquisition of approximately $ 45 million of the Comcast Licenses.

We anticipate our acquisition of this accelerated portion of the Comcast Licenses to close in the first half 2026, with the remaining spectrum license acquisitions expected to close in the first half of 2028.

Index for Notes to the Condensed Consolidated Financial Statements

N77 License Co LLC

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Following receipt of the required regulatory approvals, on April 30, 2025, we completed the sale of a portion of our 3.45 GHz spectrum licenses for $ 2.0 billion.

During the three months ended June 30, 2025, we recognized an associated gain of $ 151 million as a reduction to Selling, general and administrative expenses on our Condensed Consolidated Statements of Comprehensive Income.

Index for Notes to the Condensed Consolidated Financial Statements

During the nine months ended September 30, 2025, we recognized an associated gain of $ 151 million as a reduction to Selling, general and administrative expenses on our Condensed Consolidated Statements of Comprehensive Income.

Grain Management, LLC

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In addition, we may receive a share of certain future proceeds from transactions entered into by Grain that monetize the 800 MHz spectrum licenses, subject to certain terms and conditions and following a certain return on invested capital for Grain.

As of June 30, 2025, $ 3.6 billion of the associated 800 MHz spectrum licenses have been classified as held for sale at cost, with $ 2.9 billion and $ 690 million presented in Other current assets and Other assets, respectively, on our Condensed Consolidated Balance Sheets based on the nature of consideration to be received.

As of September 30, 2025, $ 3.6 billion of the associated 800 MHz spectrum licenses have been classified as held for sale at cost, with $ 2.9 billion and $ 690 million presented in Other current assets and Other assets, respectively, on our Condensed Consolidated Balance Sheets based on the nature of consideration to be received.

The transaction is subject to customary closing conditions and contingent on the receipt of regulatory approvals, including the FCC’s approval regarding certain modifications to the 800 MHz spectrum licenses, and is currently expected to close in the fourth quarter of 2025 or first quarter of 2026.

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Spectrum Exchange Transactions

During the three months ended June 30, 2025 and 2024, we recognized $ 1 million and $ 38 million, respectively, and during the six months ended June 30, 2025 and 2024, we recognized $ 173 million and $ 139 million, respectively, of non-cash spectrum license acquisitions associated with the closing of certain spectrum exchange transactions.

During the three months ended June 30, 2025 and 2024, we recognized $ 1 million and $ 22 million, respectively, and during the six months ended June 30, 2025 and 2024, we recognized $ 13 million and $ 47 million, respectively, of gains associated with the closing of certain spectrum exchange transactions as a reduction to Selling, general and administrative expenses on our Condensed Consolidated Statements of Comprehensive Income.

As of June 30, 2025, $ 243 million of spectrum licenses were classified as held for sale within Other assets on our Condensed Consolidated Balance Sheets related to additional spectrum exchange agreements pending regulatory approval and closing, which are expected to close in the next 12 months.

During the nine months ended September 30, 2025, we recognized $ 173 million, and during the three and nine months ended September 30, 2024, we recognized $ 26 million and $ 165 million, respectively, of non-cash spectrum license acquisitions associated with the closing of certain spectrum exchange transactions.

There were no non-cash spectrum license acquisitions during the three months ended September 30, 2025.

During the nine months ended September 30, 2025, we recognized $ 13 million, and during the three and nine months ended September 30, 2024, we recognized $ 10 million and $ 57 million, respectively, of gains associated with the closing of certain spectrum exchange transactions as a reduction to Selling, general and administrative expenses on our Condensed Consolidated Statements of Comprehensive Income.

There were no gains or losses associated with spectrum exchange transactions during the three months ended September 30, 2025.

As of September 30, 2025, $ 243 million of spectrum licenses were classified as held for sale within Other assets on our Condensed Consolidated Balance Sheets related to additional spectrum exchange agreements pending regulatory approval and closing, which are expected to close in the next 12 months.

The closings of these transactions are not expected to have a significant impact on our Condensed Consolidated Statements of Comprehensive Income.

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The components of Other intangible assets were as follows:

Useful Lives June 30, 2025 December 31, 2024

Useful Lives September 30, 2025 December 31, 2024

(in millions) Gross Amount Accumulated Amortization Net Amount Gross Amount Accumulated Amortization Net Amount

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See Note 2 - Business Combinations and Note 3 - Joint Ventures for more information.

Amortization expense for intangible assets subject to amortization was $ 199 million and $ 205 million for the three months ended June 30, 2025 and 2024, respectively, and $ 428 million and $ 416 million for the six months ended June 30, 2025 and 2024, respectively.

Index for Notes to the Condensed Consolidated Financial Statements

Amortization expense for intangible assets subject to amortization was $ 260 million and $ 221 million for the three months ended September 30, 2025 and 2024, respectively, and $ 688 million and $ 637 million for the nine months ended September 30, 2025 and 2024, respectively.

The estimated aggregate future amortization expense for intangible assets subject to amortization is summarized below:

(in millions) Estimated Future Amortization

Twelve Months Ending June 30,

Twelve Months Ending September 30,

Thereafter 862

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Accordingly, all changes in the fair value of the swaps will be initially recorded through Accumulated other comprehensive loss on our Condensed Consolidated Balance Sheets and reclassified to earnings in an amount that exactly offsets the periodic transaction gain or loss on remeasuring the debt, such that there will be no earnings volatility due to changes in foreign-currency exchange rates.

Transaction gains or losses on remeasuring the EUR-denominated debt, as well as the offsetting swap amounts, are recorded within Other (expense) income, net on our Condensed Consolidated Statements of Comprehensive Income.

Changes in the fair value of the swaps may be different from the current period transaction gain or loss on remeasurement of the debt, in which case the difference will remain in Accumulated other comprehensive loss on our Condensed Consolidated

Transaction gains or losses on remeasuring the EUR-denominated debt, as well as the offsetting swap

Index for Notes to the Condensed Consolidated Financial Statements

Balance Sheets.

amounts, are recorded within Other (expense) income, net on our Condensed Consolidated Statements of Comprehensive Income.

These differences generally represent credit or liquidity risk, referred to as a basis spread, and the time value of money (“excluded components”).

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The following table summarizes the activity of our cross-currency swaps:

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

(in millions) 2025 2024 2025 2024

Other (expense) income, net

Pre-tax transaction (loss) gain on remeasurement of EUR-denominated debt $ ( 461 ) $ 7 $ ( 679 ) $ 7

Pre-tax transaction gain (loss) on remeasurement of EUR-denominated debt $ 25 $ ( 84 ) $ ( 654 ) $ ( 77 )

Amount recognized in Other (expense) income, net reclassified from Accumulated other comprehensive loss

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$ 25 $ ( 84 ) $ ( 654 ) $ ( 77 )

Gain (loss) associated with the change in fair value of cross-currency swaps recognized in Accumulated other comprehensive loss

(Loss) gain associated with the change in fair value of cross-currency swaps recognized in Accumulated other comprehensive loss

( 52 ) 68 439 21

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In April 2020, we terminated our interest rate lock derivatives entered into in October 2018.

Aggregate changes in the fair value of our terminated interest rate lock derivatives, net of amortization, of $ 867 million and $ 960 million are presented in Accumulated other comprehensive loss on our Condensed Consolidated Balance Sheets as of June 30, 2025, and December 31, 2024, respectively.

During the three months ended June 30, 2025 and 2024, we amortized $ 63 million and $ 59 million, respectively, and during the six months ended June 30, 2025 and 2024, we amortized $ 125 million and $ 116 million, respectively, from Accumulated other comprehensive loss into Interest expense, net , on our Condensed Consolidated Statements of Comprehensive Income.

We expect to amortize $ 264 million of the Accumulated other comprehensive loss associated with the derivatives into Interest expense, net , over the 12 months ending June 30, 2026.

Aggregate changes in the fair value of our terminated interest rate lock derivatives, net of amortization, of $ 820 million and $ 960 million are presented in Accumulated other comprehensive loss on our Condensed Consolidated Balance Sheets as of September 30, 2025, and December 31, 2024, respectively.

During the three months ended September 30, 2025 and 2024, we amortized $ 64 million and $ 59 million, respectively, and during the nine months ended September 30, 2025 and 2024, we amortized $ 189 million and $ 175 million, respectively, from Accumulated other comprehensive loss into Interest expense, net, on our Condensed Consolidated Statements of Comprehensive Income.

We expect to amortize $ 269 million of the Accumulated other comprehensive loss associated with the derivatives into Interest expense, net, over the 12 months ending September 30, 2026.

The fair values of our Senior Notes and spectrum-backed Senior Secured Notes to third parties were determined based on quoted market prices in active markets.

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Accordingly, our Senior Notes to third parties (EUR-denominated) and ABS Notes were classified as Level 2 within the fair value hierarchy.

The fair value of our ECA Facility (as defined below) was determined based on a discounted cash flow approach using market interest rates of instruments with similar maturities and credit risk.

Accordingly, our ECA Facility was classified as Level 2 within the fair value hierarchy.

Although we have determined the estimated fair values using available market information and commonly accepted valuation methodologies, judgment was required in interpreting market data to develop fair value estimates for the Senior Notes to third parties (EUR-denominated), Senior Notes to affiliates, ABS Notes and ECA Facility.

The fair value estimates were based on information available as of June 30, 2025, and December 31, 2024.

The fair value of our ECA Facility due March 2036 (as defined below) was determined based on a discounted cash flow approach using market interest rates of instruments with similar maturities and credit risk.

Accordingly, our ECA Facility due March 2036 was classified as Level 2 within the fair value hierarchy.

The fair value estimates were based on information available as of September 30, 2025, and December 31, 2024.

As such, our estimates are not necessarily indicative of the amount we could realize in a current market exchange.

Index for Notes to the Condensed Consolidated Financial Statements

The carrying amounts and fair values of our short-term and long-term debt included on our Condensed Consolidated Balance Sheets were as follows:

(in millions) Level within the Fair Value Hierarchy June 30, 2025 December 31, 2024

The carrying amounts and fair values of our short-term and long-term debt, excluding accrued interest, included on our Condensed Consolidated Balance Sheets were as follows:

(in millions) Level within the Fair Value Hierarchy September 30, 2025 December 31, 2024

Carrying Amount Fair Value Carrying Amount Fair Value

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Note 9 – Debt

The following table sets forth the debt balances and activity as of, and for the six months ended, June 30, 2025:

The following table sets forth the debt balances and activity as of, and for the nine months ended, September 30, 2025:

(in millions) December 31,

2024 Proceeds from Issuances and Borrowings (1)

Note Redemption Repayments Reclassifications (1)

Note Redemptions (1)

Repayments Reclassifications (1)

September 30,

Short-term debt $ 4,068 $ — $ ( 3,000 ) $ ( 1,064 ) $ 6,348 $ ( 19 ) $ 6,333

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Total debt $ 78,265 $ 8,266 $ ( 3,499 ) $ ( 1,064 ) $ — $ 2,228 $ 84,196

(1) Issuances and borrowings and reclassifications are recorded net of accrued or paid issuance costs and discounts.

(2) Other includes the amortization of premiums, discounts, debt issuance costs and consent fees and the impact from changes in foreign currency exchange rates.

Our effective interest rate, excluding the impact of derivatives and capitalized interest, was 4.1 % on weighted-average debt outstanding of $ 83.5 billion and $ 78.6 billion for the three months ended June 30, 2025 and 2024, respectively, and 4.1 % on weighted-average debt outstanding of $ 81.7 billion and $ 78.0 billion for the six months ended June 30, 2025 and 2024, respectively.

(1) Issuances and borrowings, note redemptions and reclassifications are recorded net of accrued or paid issuance costs and discounts.

(2) Other includes the amortization of premiums, discounts, debt issuance costs and consent fees, the impact from changes in foreign currency exchange rates and $ 1.7 billion of notes issued in settlement of the Exchange Offers.

See Note 2 – Business Combinations for further information regarding the Exchange Offers.

Our effective interest rate, excluding the impact of derivatives and capitalized interest, was 4.2 % and 4.0 % on weighted-average debt outstanding of $ 83.2 billion and $ 78.1 billion for the three months ended September 30, 2025 and 2024, respectively, and 4.1 % on weighted-average debt outstanding of $ 82.1 billion and $ 78.1 billion for the nine months ended September 30, 2025 and 2024, respectively.

The weighted-average debt outstanding was calculated by applying an average of the monthly ending balances of total short-term and long-term debt to third parties and short-term and long-term debt to affiliates, net of unamortized premiums, discounts, debt issuance costs and consent fees.

Index for Notes to the Condensed Consolidated Financial Statements

Issuances and Borrowings

During the six months ended June 30, 2025, we issued and borrowed the following debt:

(in millions) Principal Issuances Discounts and Issuance Costs, Net

During the nine months ended September 30, 2025, we issued and borrowed the following debt:

(in millions) Principal Issuances Discounts/Premiums and Issuance Costs, Net

Net Proceeds from Issuance of Long-Term Debt Issue Date

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1,250 ( 15 ) 1,235 March 27, 2025

6.700 % Senior Notes due 2033 (1)

489 56 — August 5, 2025

6.250 % Senior Notes due 2069 (1)

393 3 — August 5, 2025

5.500 % Senior Notes due March 2070 (1)

401 ( 42 ) — August 5, 2025

5.500 % Senior Notes due June 2070 (1)

395 ( 42 ) — August 5, 2025

Total of Senior Notes issued 8,027 ( 74 ) 6,300

1 unchanged sentence

500 ( 2 ) 498 February 27, 2025

4.340 % Class A Senior ABS Notes due 2030

500 ( 2 ) 498 August 6, 2025

Total of ABS Notes issued 1,000 ( 4 ) 996

4.927 % ECA Facility due 2036

4.927 % ECA Facility due March 2036

1,000 ( 30 ) 970 March 17, 2025

1 unchanged sentence

Total Issuances and Borrowings $ 10,027 $ ( 108 ) $ 8,266

On May 23, 2025, we launched exchange offers for any and all of certain outstanding senior notes of UScellular.

As of July 1, 2025, the total principal amount of certain outstanding UScellular senior notes validly tendered was $ 1.7 billion.

(1) In connection with the closing of the UScellular Acquisition, we became obligated to execute the Exchange Offers of certain senior notes of UScellular pursuant to which T-Mobile notes with an aggregate outstanding principal balance of $ 1.7 billion were issued with the same interest rate, interest payment dates, maturity dates and redemption terms as each corresponding series of senior notes of UScellular.

See Note 2 – Business Combinations for further information regarding the UScellular Acquisition.

Index for Notes to the Condensed Consolidated Financial Statements

Note Redemption and Repayments

During the six months ended June 30, 2025, we made the following redemption and repayments:

(in millions) Principal Amount Payment Date

Subsequent to September 30, 2025, on October 9, 2025, we issued $ 800 million of 4.625 % Senior Notes due 2033, $ 1.0 billion of 4.950 % Senior Notes due 2035 and $ 1.0 billion of 5.700 % Senior Notes due 2056.

Note Redemptions and Repayments

During the nine months ended September 30, 2025, we made the following redemptions and repayments:

(in millions) Principal Amount Write-off of Issuance Cost and Consent Fees (1)

Redemption or Repayment Date Redemption Price

3.500 % Senior Notes due 2025

$ 3,000 April 15, 2025

Total Redemption $ 3,000

$ 3,000 $ — April 15, 2025 N/A

5.375 % Senior Notes due 2027

500 1 September 1, 2025 100 %

Total Redemptions $ 3,500 $ 1

4.738 % Secured Series 2018-1 A-1 Notes due 2025

$ 131 January 13, 2025

ECA Facility due 2036 43 March 17, 2025

$ 131 $ — January 13, 2025 N/A

ECA Facility due March 2036 87 — Various N/A

5.152 % Series 2018-1 A-2 Notes due 2028

276 — Various N/A

4.910 % Class A Senior ABS Notes due 2025

570 — Various N/A

Total Repayments $ 1,064 $ —

(1) Write-off of issuance costs and consent fees are included in Other (expense) income, net on our Condensed Consolidated Statements of Comprehensive Income.

Write-off of issuance costs and consent fees are included in Other, net within Net cash provided by operating activities on our Condensed Consolidated Statements of Cash Flows.

Subsequent to September 30, 2025, on October 2, 2025, we delivered notice of redemption on $ 1.5 billion aggregate principal amount of our 7.625 % Senior Notes due 2026.

We will redeem the notes at par on November 1, 2025.

Index for Notes to the Condensed Consolidated Financial Statements

Asset-backed Notes

On February 27, 2025, we issued $ 500 million of 4.740 % Class A Senior ABS Notes to third parties in a private placement transaction.

Net proceeds of $ 498 million from these ABS Notes are presented in Proceeds from issuance of long-term debt, net on our Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2025.

As of June 30, 2025, $ 1.7 billion of our ABS Notes were secured in total by $ 2.3 billion of gross EIP receivables and future collections on such receivables.

On February 27, 2025, we issued $ 500 million of 4.740 % Class A Senior ABS Notes, and on August 6, 2025, we issued $ 500 million of 4.340 % Class A Senior ABS Notes, each to third parties in a private placement transaction.

Net proceeds from these ABS Notes are presented in Proceeds from issuance of long-term debt, net on our Condensed Consolidated Statements of Cash Flows for the three and nine months ended September 30, 2025.

As of September 30, 2025, $ 2.0 billion of our ABS Notes were secured in total by $ 2.6 billion of gross EIP receivables and future collections on such receivables.

Our ABS Notes and the assets securing this debt are included on our Condensed Consolidated Balance Sheets.

The expected maturities of our ABS Notes as of June 30, 2025, were as follows:

The expected maturities of our ABS Notes as of September 30, 2025, were as follows:

(in millions) Expected Maturities

5 unchanged sentences

The following table summarizes the carrying amounts and classification of assets and liabilities included on our Condensed Consolidated Balance Sheets with respect to the ABS Entities:

(in millions) June 30,

(in millions) September 30,

2025 December 31,

6 unchanged sentences

See Note 4 – Receivables and Related Allowance for Credit Losses for additional information on the EIP receivables used to secure the ABS Notes.

Index for Notes to the Condensed Consolidated Financial Statements

Restricted Cash

2 unchanged sentences

See Note 1 7 – Additional Financial Information for our reconciliation of Cash and cash equivalents, including restricted cash.

On January 31, 2025, our wholly owned subsidiary, T-Mobile USA, Inc., entered into a credit agreement with certain financial institutions, backed by an Export Credit Agency (the “ECA Facility”), providing for a loan of up to $ 1.0 billion to finance network equipment-related purchases.

The obligations under the ECA Facility are also guaranteed by us and by all of our wholly owned domestic restricted subsidiaries (subject to customary exceptions).

On March 17, 2025, we drew down the full $ 1.0 billion available under the ECA Facility and recognized the net proceeds within Proceeds from issuance of long-term debt, net on our Condensed Consolidated Statements of Cash Flows.

Borrowings under the ECA facility are amortized semi-annually in equal installments up to the maturity date of March 15, 2036.

ECA Facilities

On January 31, 2025, our wholly owned subsidiary, T-Mobile USA, Inc., entered into a credit agreement with certain financial institutions, backed by an Export Credit Agency (an “ECA Facility”), providing for a loan of up to $ 1.0 billion to finance network equipment-related purchases (the “ECA Facility due March 2036”).

The obligations under this ECA Facility are also guaranteed by us and by all of our wholly owned domestic restricted subsidiaries (subject to customary exceptions).

On March 17, 2025, we drew down the full $ 1.0 billion available under the ECA Facility due March 2036 and recognized the net proceeds within Proceeds from issuance of long-term debt, net on our Condensed Consolidated Statements of Cash Flows.

Index for Notes to the Condensed Consolidated Financial Statements

under this ECA Facility are amortized semi-annually in equal installments up to the maturity date of March 15, 2036.

Interest is based on the Secured Overnight Financing Rate for the interest period plus an applicable margin.

On August 29, 2025, our wholly owned subsidiary, T-Mobile USA, Inc., entered into an ECA Facility, providing for a loan of up to $ 1.0 billion to finance network equipment-related purchases (the “ECA Facility due November 2036”).

The obligations under this ECA Facility are also guaranteed by us and by all of our wholly owned domestic restricted subsidiaries (subject to customary exceptions).

Any amounts drawn under this ECA Facility through the availability period, which terminates December 31, 2025, will mature on November 30, 2036.

As of September 30, 2025, the ECA Facility due November 2036 is undrawn.

Note 10 – Tower Obligations

22 unchanged sentences

We lease back a portion of the space at certain tower sites.

Index for Notes to the Condensed Consolidated Financial Statements

We considered if this arrangement resulted in the sale of the Master Lease Sites for which we would derecognize the tower assets.

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The tower obligations are increased by the interest expense and amortized through contractual leaseback payments made by us to CCI.

The tower assets are reported in Property and equipment, net on our Condensed Consolidated Balance Sheets and are depreciated to their estimated residual values over the expected useful life of the towers, which is 20 years.

The tower assets are reported in Property and

Index for Notes to the Condensed Consolidated Financial Statements

equipment, net on our Condensed Consolidated Balance Sheets and are depreciated to their estimated residual values over the expected useful life of the towers, which is 20 years.

Leaseback Arrangement

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The following table summarizes the balances associated with both of the tower arrangements on our Condensed Consolidated Balance Sheets:

(in millions) June 30,

(in millions) September 30,

2025 December 31,

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Other long-term liabilities 554 554

Future minimum payments related to the tower obligations are approximately $ 384 million for the 12-month period ending June 30, 2026, $ 798 million in total for both of the 12-month periods ending June 30, 2027 and 2028, $ 848 million in total for both of the 12-month periods ending June 30, 2029 and 2030, and $ 3.5 billion in total thereafter.

Future minimum payments related to the tower obligations are approximately $ 387 million for the 12-month period ending September 30, 2026, $ 804 million in total for both of the 12-month periods ending September 30, 2027 and 2028, $ 855 million in total for both of the 12-month periods ending September 30, 2029 and 2030, and $ 3.4 billion in total thereafter.

We are contingently liable for future ground lease payments through the remaining term of the CCI Lease Sites and the Master Lease Sites.

These contingent obligations are not included in Operating lease liabilities, as any amount due is contractually owed by CCI based on the subleasing arrangement.

Under the arrangement, we remain primarily liable for ground lease payments on approximately 900 sites and have included lease liabilities of $ 247 million in our Operating lease liabilities as of June 30, 2025.

Under the arrangement, we remain primarily liable for ground lease payments on approximately 900 sites and have included lease liabilities of $ 244 million in our Operating lease liabilities as of September 30, 2025.

Note 11 – Revenue from Contracts with Customers

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• Wholesale customers include Machine-to-Machine and Mobile Virtual Network Operator customers that operate on our network but are managed by wholesale partners.

Index for Notes to the Condensed Consolidated Financial Statements

Postpaid service revenues, including postpaid phone revenues and postpaid other revenues, were as follows:

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

(in millions) 2025 2024 2025 2024

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The balances presented in each revenue line item on our Condensed Consolidated Statements of Comprehensive Income represent categories of revenue from contracts with customers disaggregated by type of product and service.

Postpaid and prepaid service revenues also include revenues earned for providing premium services to customers, such as device insurance services.

Postpaid and prepaid service revenues also include revenues earned for providing premium services to customers, such as device insurance

Index for Notes to the Condensed Consolidated Financial Statements

Revenue generated from the lease of mobile communication devices is included in Equipment revenues on our Condensed Consolidated Statements of Comprehensive Income.

Contract Balances

The contract asset and contract liability balances from contracts with customers as of June 30, 2025, and December 31, 2024, were as follows:

The contract asset and contract liability balances from contracts with customers as of September 30, 2025, and December 31, 2024, were as follows:

(in millions) Contract

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Balance as of December 31, 2024 $ 720 $ 1,219

Balance as of June 30, 2025 910 1,216

Balance as of September 30, 2025 1,030 1,622

Change $ 310 $ 403

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The change in the contract asset balance reflects customer activity related to new promotions, offset by billings on existing contracts and impairment, which is recognized as bad debt expense.

The current portion of our contract assets of $ 651 million and $ 492 million as of June 30, 2025, and December 31, 2024, respectively, was included in Other current assets on our Condensed Consolidated Balance Sheets.

The current portion of our contract assets of $ 752 million and $ 492 million as of September 30, 2025, and December 31, 2024, respectively, was included in Other current assets on our Condensed Consolidated Balance Sheets.

Contract liabilities are recorded when fees are collected, or we have an unconditional right to consideration (a receivable) in advance of delivery of goods or services.

Changes in contract liabilities are primarily related to the activity of prepaid customers, including customers acquired through the Ka’ena Acquisition.

Changes in contract liabilities are primarily related to the activity of prepaid customers, including customers acquired through the Ka’ena Acquisition, as well as contract liabilities assumed in the UScellular Acquisition.

Contract liabilities are primarily included in Deferred revenue on our Condensed Consolidated Balance Sheets.

Revenues for the three and six months ended June 30, 2025 and 2024, include the following:

Three Months Ended June 30, Six Months Ended June 30,

Revenues for the three and nine months ended September 30, 2025 and 2024, include the following:

Three Months Ended September 30, Nine Months Ended September 30,

(in millions) 2025 2024 2025 2024

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Remaining Performance Obligations

As of June 30, 2025, the aggregate amount of the transaction price allocated to remaining service performance obligations for postpaid contracts with subsidized devices and promotional bill credits that result in an extended service contract is $ 2.0 billion.

We expect to recognize revenue as the service is provided on these postpaid contracts over an extended contract term of 24 months from the time of origination.

As of September 30, 2025, the aggregate amount of the transaction price allocated to remaining service performance obligations for postpaid contracts with subsidized devices and promotional bill credits that result in an extended service contract is $ 2.2 billion.

We expect to recognize revenue as the service is provided on these postpaid contracts, generally over a period of 24 months from the time of origination.

Information about remaining performance obligations that are part of a contract that has an original expected duration of one year or less has been excluded from the above, which primarily consists of monthly service contracts.

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This variable consideration has been excluded from the disclosure of remaining performance obligations.

As of June 30, 2025, the aggregate amount of the contractual minimum consideration for wholesale, roaming and service contracts is $ 466 million, $ 1.2 billion and $ 2.5 billion for the remainder of 2025, 2026 and 2027 and beyond, respectively.

These contracts have a remaining duration ranging from less than one year to seven years .

Index for Notes to the Condensed Consolidated Financial Statements

As of September 30, 2025, the aggregate amount of the contractual minimum consideration for wholesale, roaming and service contracts is $ 158 million, $ 1.1 billion and $ 2.8 billion for the remainder of 2025, 2026 and 2027 and beyond, respectively.

These contracts have a remaining duration ranging from less than one year to six years .

Contract Costs

The balance of deferred incremental costs to obtain contracts with customers was $ 1.9 billion and $ 2.0 billion for June 30, 2025, and December 31, 2024, respectively, and is included in Other assets on our Condensed Consolidated Balance Sheets.

The balance of deferred incremental costs to obtain contracts with customers was $ 2.0 billion for both September 30, 2025, and December 31, 2024, and is included in Other assets on our Condensed Consolidated Balance Sheets.

Deferred contract costs incurred to obtain postpaid service contracts are amortized over a period of 24 months.

The amortization period is monitored to reflect any significant change in assumptions.

Amortization of deferred contract costs included in Selling, general and administrative expenses on our Condensed Consolidated Statements of Comprehensive Income were $ 478 million and $ 489 million for the three months ended June 30, 2025 and 2024, respectively, and $ 963 million and $ 978 million for the six months ended June 30, 2025 and 2024, respectively.

Amortization of deferred contract costs included in Selling, general and administrative expenses on our Condensed Consolidated Statements of Comprehensive Income were $ 474 million and $ 490 million for the three months ended September 30, 2025 and 2024, respectively, and $ 1.4 billion and $ 1.5 billion for the nine months ended September 30, 2025 and 2024, respectively.

Index for Notes to the Condensed Consolidated Financial Statements

The deferred contract cost asset is assessed for impairment on a periodic basis.

There were no impairment losses recognized on deferred contract cost assets for the three and six months ended June 30, 2025 and 2024.

There were no impairment losses recognized on deferred contract cost assets for the three and nine months ended September 30, 2025 and 2024.

Note 12 – Segment Reporting

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The following table provides the operating financial results of our Wireless segment:

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

(in millions) 2025 2024 2025 2024

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4,095 3,806 11,759 11,579

Impairment expense 278 — 278 —

Depreciation and amortization 3,408 3,151 9,752 9,770

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On November 21, 2024, our Board of Directors declared a cash dividend of $ 0.88 per share on our issued and outstanding common stock, which was paid on March 13, 2025, to stockholders of record as of the close of business on February 28, 2025.

Index for Notes to the Condensed Consolidated Financial Statements

On February 6, 2025, our Board of Directors declared a cash dividend of $ 0.88 per share on our issued and outstanding common stock, which was paid on June 12, 2025, to stockholders of record as of the close of business on May 30, 2025.

On June 5, 2025, our Board of Directors declared a cash dividend of $ 0.88 per share on our issued and outstanding common stock, which will be paid on September 11, 2025, to stockholders of record as of the close of business on August 29, 2025.

During the three and six months ended June 30, 2025, we paid an aggregate of $ 996 million and $ 2.0 billion, respectively, in cash dividends to our stockholders, which were presented within Net cash used in financing activities on our Condensed Consolidated Statements of Cash Flows, of which during the three and six months ended June 30, 2025, $ 518 million and $ 1.0 billion, respectively, were paid to Deutsche Telekom AG (“DT”).

As of June 30, 2025, $ 986 million for dividends payable is presented within Other current liabilities on our Condensed Consolidated Balance Sheets, of which $ 518 million is payable to DT.

During the three months ended June 30, 2025, we repurchased 10,148,791 shares of our common stock at an average price per share of $ 243.32 for a total purchase price of $ 2.5 billion, and during the six months ended June 30, 2025, we repurchased 20,240,018 shares of our common stock at an average price per share of $ 244.04 for a total purchase price of $ 4.9 billion, under the 2025 Stockholder Return Program.

All shares repurchased during the three and six months ended June 30, 2025, were purchased at market price.

As of June 30, 2025, we had up to $ 7.1 billion remaining under the 2025 Stockholder Return Program for repurchases of shares and quarterly dividends through December 31, 2025.

Subsequent to June 30, 2025, from July 1, 2025, through July 18, 2025, we repurchased 2,032,767 shares of our common stock at an average price per share of $ 232.16 for a total purchase price of $ 472 million.

As of July 18, 2025, we had up to $ 6.6 billion remaining under the 2025 Stockholder Return Program for repurchases of shares and quarterly dividends through December 31, 2025.

On June 5, 2025, our Board of Directors declared a cash dividend of $ 0.88 per share on our issued and outstanding common stock, which was paid on September 11, 2025, to stockholders of record as of the close of business on August 29, 2025.

Index for Notes to the Condensed Consolidated Financial Statements

On September 18, 2025, our Board of Directors declared a cash dividend of $ 1.02 per share on our issued and outstanding common stock, which will be paid on December 11, 2025, to stockholders of record as of the close of business on November 26, 2025.

During the three and nine months ended September 30, 2025, we paid an aggregate of $ 987 million and $ 3.0 billion, respectively, in cash dividends to our stockholders, which were presented within Net cash (used in) provided by financing activities on our Condensed Consolidated Statements of Cash Flows, of which during the three and nine months ended September 30, 2025, $ 514 million and $ 1.6 billion, respectively, were paid to Deutsche Telekom AG (“DT”).

As of September 30, 2025, $ 1.1 billion for dividends payable is presented within Other current liabilities on our Condensed Consolidated Balance Sheets, of which $ 595 million is payable to DT.

During the three months ended September 30, 2025, we repurchased 10,204,072 shares of our common stock at an average price per share of $ 242.01 for a total purchase price of $ 2.5 billion, and during the nine months ended September 30, 2025, we repurchased 30,444,090 shares of our common stock at an average price per share of $ 243.36 for a total purchase price of $ 7.4 billion, under the 2025 Stockholder Return Program.

All shares repurchased during the three and nine months ended September 30, 2025, were purchased at market price.

As of September 30, 2025, we had up to $ 3.6 billion remaining under the 2025 Stockholder Return Program for repurchases of shares and quarterly dividends through December 31, 2025.

Note 14 – Earnings Per Share

The computation of basic and diluted earnings per share was as follows:

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

(in millions, except shares and per share amounts) 2025 2024 2025 2024

3 unchanged sentences

Effect of dilutive securities:

Outstanding stock options, unvested stock awards (1)

Outstanding stock options and unvested stock awards (1)

2,873,612 3,687,806 3,177,154 3,567,809

6 unchanged sentences

— 1,228,008 — 685,713

(1) During the second quarter of 2025, the weighted-average number of shares issuable related to the Ka’ena Acquisition earnout (“Ka’ena Shares”) are included in our calculations of basic and diluted weighted-average shares outstanding based on the 20 trading day volume-weighted average price, as further described below.

(2) Represents the Ka’ena Shares that were contingently issuable based on achievement of specified performance indicators from the Ka’ena Acquisition closing date of May 1, 2024, based on the maximum number of shares contingently issuable for the earnout and 20 trading day volume-weighted average price as of June 30, 2024.

As of June 30, 2025, we had authorized 100 million shares of preferred stock, with a par value of $ 0.00001 per share.

There was no preferred stock outstanding as of June 30, 2025 and 2024.

(1) For three and nine months ended September 30, 2025, the weighted-average number of shares issuable related to the Ka’ena Acquisition earnout (“Ka’ena Shares”) are included in our calculations of basic and diluted weighted-average shares outstanding based on the 20 trading day volume-weighted average price as of September 30, 2025, as further described below.

As of September 30, 2025, we had authorized 100 million shares of preferred stock, with a par value of $ 0.00001 per share.

There was no preferred stock outstanding as of September 30, 2025 and 2024.

Potentially dilutive securities were not included in the computation of diluted earnings per share if to do so would have been anti-dilutive.

1 unchanged sentence

The Ka’ena Shares issuable are included in the calculation of basic and diluted weighted-average shares

Index for Notes to the Condensed Consolidated Financial Statements

outstanding for the three months ended June 30, 2025.

The Ka’ena Shares issuable are included in the calculation of basic and diluted weighted-average shares outstanding for the three and nine months ended September 30, 2025.

The Ka’ena Shares are expected to be issued after the Ka’ena Acquisition earnout payment date.

Index for Notes to the Condensed Consolidated Financial Statements

Note 15 – Leases

We are a lessee for non-cancelable operating and financing leases for cell sites, switch sites, retail stores, network equipment and office facilities with contractual terms that generally extend through 2040.

The majority of cell site leases have a non-cancelable term of five to 15 years with several renewal options that can extend the lease term for five to 50 years.

In addition, we have financing leases for network equipment that generally have a non-cancelable lease term of three to five years .

The financing leases do not have renewal options and contain a bargain purchase option at the end of the lease.

The components of lease expense were as follows:

Three Months Ended September 30, Nine Months Ended September 30,

(in millions) 2025 2024 2025 2024

Operating lease expense $ 1,263 $ 1,203 $ 3,636 $ 3,580

Financing lease expense:

Amortization of right-of-use assets 203 198 596 588

Interest on lease liabilities 31 33 96 83

Total financing lease expense 234 231 692 671

Variable lease expense 77 67 169 215

Total lease expense $ 1,574 $ 1,501 $ 4,497 $ 4,466

As of September 30, 2025, the weighted-average remaining lease term and discount rate for operating leases were 8 years and 4.5 %, respectively.

Maturities of lease liabilities as of September 30, 2025, were as follows:

(in millions) Operating Leases Finance Leases

Twelve Months Ending September 30,

2026 $ 4,813 $ 1,223

2027 4,759 816

2028 4,393 370

2029 4,072 26

Thereafter 14,703 8

Total lease payments 36,471 2,447

imputed interest ( 6,142 ) ( 104 )

Total $ 30,329 $ 2,343

Interest payments for financing leases were $ 31 million and $ 30 million for the three months ended September 30, 2025 and 2024, respectively, and $ 96 million and $ 79 million for the nine months ended September 30, 2025 and 2024, respectively.

As of September 30, 2025, we have additional operating leases for commercial properties that have not yet commenced with future lease payments of approximately $ 56 million.

As of September 30, 2025, we were contingently liable for future ground lease payments related to certain tower obligations.

These contingent obligations are not included in the above table as the amounts owed are contractually owed by CCI based on the subleasing arrangement.

See Note 10 – Tower Obligations for further information.

In addition, through the master license agreement, we leased space on approximately 1,800 additional UScellular towers on an interim basis for up to 30 months after the UScellular Acquisition Date.

Index for Notes to the Condensed Consolidated Financial Statements

Note 16 – Commitments and Contingencies

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In addition, we have commitments to purchase wireless devices, network services, equipment, software, marketing sponsorship agreements and other items in the ordinary course of business, with various terms through 2045.

The following table summarizes the timing of such purchase commitments as of June 30, 2025:

The following table summarizes the timing of such purchase commitments as of September 30, 2025:

(in millions) Less Than 1 Year 1 - 3 Years 3 - 5 Years More Than 5 Years Total

7 unchanged sentences

See Note 3 – Joint Ventures for additional details.

On May 1, 2024, we completed the Ka’ena Acquisition.

The total purchase price consists of an upfront payment on the Ka’ena Acquisition Date and an earnout payable on August 1, 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.

The earnout is excluded from our reported purchase commitments above.

See Note 2 – Business Combinations for additional details.

On May 24, 2024, we entered into a securities purchase agreement with UScellular, Telephone and Data Systems, Inc., and USCC Wireless Holdings, LLC, pursuant to which, among other things, we will acquire substantially all of UScellular’s wireless operations and select spectrum assets for an aggregate purchase price of approximately $ 4.4 billion, payable in cash and the assumption of up to $ 2.0 billion of debt through exchange offers to certain UScellular debtholders prior to closing.

Following the closing of the transaction, we will enter into a 15-year master license agreement and estimate the incremental future minimum lease payments will be $ 1.4 billion over 15 years post-closing.

The estimated purchase price and incremental minimum lease payments are excluded from our reported purchase commitments above.

See Note 2 – Business Combinations for additional details.

On July 18, 2024, we entered into a definitive agreement with KKR to establish a joint venture to acquire Metronet, a fiber-to-the-home platform.

The estimated purchase price is excluded from our reported purchase commitments above.

See Note 3 – Joint Ventures for additional details.

Sprint Merger Commitments

4 unchanged sentences

Other commitments relate to national security, pricing, service, employment and support of diversity initiatives.

Many of the commitments specify time

Index for Notes to the Condensed Consolidated Financial Statements

frames for compliance and reporting.

Many of the commitments specify time frames for compliance and reporting.

Failure to fulfill our obligations and commitments in a timely manner could result in substantial fines, penalties, or other legal and administrative actions.

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We recognize legal costs expected to be incurred in connection with Litigation and Regulatory Matters as they are incurred.

Except as otherwise specified below, we do not expect that the ultimate resolution of these Litigation and Regulatory Matters, individually or in the aggregate, will have a material adverse effect on our financial position, but we note that an unfavorable outcome of some or all of the specific matters identified below, or other matters that we are or may become involved in could have a material adverse impact on results of operations or cash flows for a particular period.

Index for Notes to the Condensed Consolidated Financial Statements

some or all of the specific matters identified below, or other matters that we are or may become involved in could have a material adverse impact on results of operations or cash flows for a particular period.

This assessment is based on our current understanding of relevant facts and circumstances.

3 unchanged sentences

T-Mobile and Sprint paid those penalties under protest, and on June 27, 2024, T-Mobile and Sprint filed Petitions for Review challenging the FCC’s Forfeiture Orders in the United States Court of Appeals for the District of Columbia.

On August 15, 2025, a panel of three judges denied the petitions for review.

On September 22, 2025, T-Mobile and Sprint filed a petition for rehearing and rehearing en banc.

We are unable to predict the potential outcome of those proceedings.

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We expect that any additional liabilities related to these indemnified matters would be indemnified and reimbursed by SoftBank.

On October 1, 2025, the pledge agreement entered into on December 26, 2023 substantially concurrently with the issuance to SoftBank of the T-Mobile common stock representing the true-up shares, as described in and pursuant to the terms of the Letter Agreement, dated February 20, 2020, by and between SoftBank, Deutsche Telekom AG and us, was terminated in accordance with the satisfaction of all active corresponding indemnification obligations.

On June 1, 2021, a putative shareholder class action and derivative lawsuit was filed in the Delaware Court of Chancery, Dinkevich v.

3 unchanged sentences

We are unable to predict the potential outcome of these claims.

Index for Notes to the Condensed Consolidated Financial Statements

On August 12, 2021, we became aware of a cybersecurity issue involving unauthorized access to T-Mobile’s systems (the “August 2021 cyberattack”).

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All appeals have been resolved, and the settlement is now final.

Under the terms of the settlement, we have paid an aggregate of $ 350 million to fund claims submitted by class members, the legal fees of plaintiffs’ counsel and the costs of administering the settlement.

Under the terms of the settlement, we have

Index for Notes to the Condensed Consolidated Financial Statements

paid an aggregate of $ 350 million to fund claims submitted by class members, the legal fees of plaintiffs’ counsel and the costs of administering the settlement.

As required under the terms of the settlement, we have spent an aggregate of $ 150 million for data security and related technology in 2022 and 2023.

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We are vigorously defending this lawsuit, but we are unable to predict the potential outcome.

Index for Notes to the Condensed Consolidated Financial Statements

On January 5, 2023, we identified that a bad actor was obtaining data through a single Application Programming Interface (“API”) without authorization.

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Deutsche Telekom AG, et al.

2025-0211-PAF, against four DT entities, our current directors, and certain of our former directors, asserting breach of fiduciary duty and unjust enrichment claims relating to our 2022 Stock Repurchase Program and our 2023-2024 Stockholder Return Program.

2025-0211-PAF, against four DT

Index for Notes to the Condensed Consolidated Financial Statements

entities, our current directors, and certain of our former directors, asserting breach of fiduciary duty and unjust enrichment claims relating to our 2022 Stock Repurchase Program and our 2023-2024 Stockholder Return Program.

We are also named as a nominal defendant in the lawsuit.

3 unchanged sentences

Accounts payable and accrued liabilities are summarized as follows:

(in millions) June 30,

(in millions) September 30,

2025 December 31,

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Accounts payable and accrued liabilities $ 9,193 $ 8,463

Book overdrafts included in Accounts payable were $ 267 million and $ 460 million as of June 30, 2025, and December 31, 2024, respectively.

Book overdrafts included in Accounts payable were $ 339 million and $ 460 million as of September 30, 2025, and December 31, 2024, respectively.

Supplemental Condensed Consolidated Statements of Cash Flows Information

The following table summarizes T-Mobile’s supplemental cash flow information:

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

(in millions) 2025 2024 2025 2024

8 unchanged sentences

Deferred consideration related to the Ka’ena Acquisition — — — 210

Index for Notes to the Condensed Consolidated Financial Statements

Debt assumed in the UScellular Acquisition 1,653 — 1,653 —

Cash and Cash Equivalents, Including Restricted Cash

Cash and cash equivalents, including restricted cash, presented on our Condensed Consolidated Statements of Cash Flows were included on our Condensed Consolidated Balance Sheets as follows:

(in millions) June 30,

(in millions) September 30,

2025 December 31,

4 unchanged sentences

Note 18 – Subsequent Events

On July 9, 2025, we received all necessary regulatory approvals, and the joint acquisition of Metronet is expected to close on July 24, 2025.

See Note 3 - Joint Ventures for additional information.

On July 11, 2025, we received all necessary regulatory approvals, and the UScellular Acquisition is expected to close on August 1, 2025.

See Note 2 - Business Combinations for additional information.

From July 1, 2025, through July 18, 2025, we repurchased 2,032,767 shares of our common stock at an average price per share of $ 232.16 for a total purchase price of $ 472 million.

See Note 12 - Stockholder Return Program for additional information.

On July 22, 2025, we entered into asset purchase agreements for the acquisition of substantially all of the wireless operations assets of the Iowa Entities for an aggregate purchase price of approximately $ 170 million.

See Note 2 - Business Combinations for additional information.

On October 2, 2025, we delivered notice of redemption on $ 1.5 billion aggregate principal amount of our 7.625 % Senior Notes due 2026.

We will redeem the notes at par on November 1, 2025.

On October 9, 2025, we issued $ 800 million of 4.625 % Senior Notes due 2033, $ 1.0 billion of 4.950 % Senior Notes due 2035 and $ 1.0 billion of 5.700 % Senior Notes due 2056.

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-Q

Item 1. Financial Statements