What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-10-23 compared with 2025-07-23 · 351 added, 291 removed, 444 unchanged (59% of the section changed)

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We intend to also use certain social media accounts as a means of disclosing information about us and our services and for complying with our disclosure obligations under Regulation FD (the @TMobileIR X account (https://x.com/TMobileIR), the @MikeSievert X account (https://x.com/MikeSievert) and our Chief Executive Officer’s LinkedIn account (https://www.linkedin.com/in/sievert), both of which Mr.

Sievert also uses as a means for personal communications and observations, and the @TMobileCFO X account (https://x.com/tmobilecfo) and our Chief Financial Officer’s LinkedIn account (https://www.linkedin.com/in/peter-osvaldik-3887394), both of which Mr.

Sievert also uses as a means for personal communications and observations, the @SriniGopalan X account (https://x.com/SriniGopalan) and our COO’s LinkedIn account (https://www.linkedin.com/in/srini-gopalan/), both of which Mr.

Gopalan also uses as a means for personal communications and observations, and the @TMobileCFO X account (https://x.com/tmobilecfo) and our Chief Financial Officer’s LinkedIn account (https://www.linkedin.com/in/peter-osvaldik-3887394), both of which Mr.

Osvaldik also uses as a means for personal communication and observations).

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• Information that allows assessment of the likelihood that past performance is indicative of future performance.

Our MD&A is provided as a supplement to, and should be read together with, our unaudited condensed consolidated financial statements as of and for the three and six months ended June 30, 2025, included in Part I, Item 1 of this Form 10-Q, and audited consolidated financial statements, included in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2024.

Our MD&A is provided as a supplement to, and should be read together with, our unaudited condensed consolidated financial statements as of and for the three and nine months ended September 30, 2025, included in Part I, Item 1 of this Form 10-Q, and audited consolidated financial statements, included in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2024.

Except as expressly stated, the financial condition and results of operations discussed throughout our MD&A are those of T-Mobile US, Inc.

and its consolidated subsidiaries.

Sprint Merger-Related Costs

As of June 30, 2024, we have incurred substantially all restructuring and integration costs associated with our merger (the “Sprint Merger”) with Sprint Corporation (“Sprint”) and, accordingly, no longer separately disclose Sprint Merger-related costs.

The cash payments for the Sprint Merger-related costs incurred extend beyond 2025 and primarily relate to operating leases for which we have recognized accelerated lease expense.

Sprint Merger-related costs were excluded from our calculations of Adjusted EBITDA and Core Adjusted EBITDA for the three and six months ended June 30, 2024, which are non-GAAP financial measures, as we do not consider these costs to be reflective of our ongoing operating performance.

See “Adjusted EBITDA and Core Adjusted EBITDA” in the “ Performance Measures ” section of this MD&A.

Net cash payments for Sprint Merger-related costs, including payments related to our restructuring plan, are included in Net cash provided by operating activities on our Condensed Consolidated Statements of Cash Flows and our calculation of Adjusted Free Cash Flow and were $61 million and $241 million for the three months ended June 30, 2025 and 2024, respectively, and $122 million and $534 million for the six months ended June 30, 2025 and 2024, respectively.

Joint Ventures

On April 24, 2024, we entered into a definitive agreement with a fund operated by EQT, EQT Infrastructure VI (“Fund VI”), to establish a joint venture between us and Fund VI to acquire Lumos (“Lumos”), a fiber-to-the-home platform, from EQT’s predecessor fund, EQT Infrastructure III.

On April 1, 2025, we completed the joint acquisition of Lumos, upon the completion of certain customary closing conditions, including the receipt of certain regulatory approvals.

During the three months ended June 30, 2025, we invested $932 million to acquire a 50% equity interest in the joint venture and 97,000 fiber customers.

The funds invested by us will be used to fund future fiber builds.

In addition, pursuant to the definitive agreement, we expect to make an additional capital contribution of approximately $500 million between 2027 and 2028 under the existing business plan.

Following the joint acquisition, Lumos transitioned to a wholesale model where we are the anchor tenant owning residential and small business customer relationships.

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.

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 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.

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

For more information regarding the Lumos and Metronet joint ventures, see Note 3 – Joint Ventures of the Notes to the Condensed Consolidated Financial Statements.

Acquisition of Ka’ena Corporation

On May 1, 2024 (the “Ka’ena Acquisition Date”), we completed the merger with Ka’ena Corporation and its subsidiaries, including, among others, Mint Mobile LLC (collectively, “Ka’ena”), and as a result, Ka’ena became a wholly owned subsidiary of T-Mobile (the “Ka’ena Acquisition”).

The total purchase price consists of an upfront payment on the Ka’ena Acquisition Date and an earnout payable on August 1, 2026.

On the Ka’ena Acquisition Date, and in satisfaction of the upfront payment, we transferred $420 million in cash and 3,264,952 shares of T-Mobile common stock valued at $536 million as determined based on its closing market price on April 30, 2024, for a total payment fair value of $956 million.

A portion of the upfront payment made on the Ka’ena Acquisition Date was for the settlement of the preexisting wholesale relationship with Ka’ena.

The amount of the upfront payment was subject to customary adjustments, and as a result of such adjustments, $17 million of the upfront payment was returned to T-Mobile during the fourth quarter of 2024, which resulted in a commensurate increase in the maximum payable in satisfaction of the earnout.

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.

Prior to the Ka’ena Acquisition, Ka’ena was a wholesale partner of the Company for which we recognized service revenues within Wholesale and other service revenues.

Upon the closing of the Ka’ena Acquisition, this relationship was effectively terminated, and the Company acquired Ka’ena’s prepaid customer relationships and began to recognize service revenues associated with these customers within Prepaid revenues and operating expenses primarily within Selling, general and administrative expenses on our Condensed Consolidated Statements of Comprehensive Income subsequent to the Ka’ena Acquisition Date.

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

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 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 (the “UScellular Acquisition”).

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

Transaction Overview

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 increased.

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.

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

Our estimates for total annual run rate cost synergies and total cost to achieve the integration will be updated subsequent to closing of the transaction.

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 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 $175 million payable in cash.

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

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.

On August 5, 2025, we executed the Exchange Offers of certain senior notes of UScellular with an aggregate outstanding principal balance of $1.7 billion for T-Mobile notes with the same interest rate, interest payment dates, maturity dates and redemption terms as each corresponding series of senior notes of UScellular.

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

UScellular Merger-Related Costs

UScellular merger-related costs associated with the UScellular Acquisition to date include:

• Integration costs to achieve efficiencies in network, retail, information technology and back office operations and migrate customers to the T-Mobile network and billing systems;

• Restructuring costs, including severance and network decommissioning;

• Transaction costs, including legal and professional services related to the completion of the UScellular Acquisition.

UScellular merger-related costs have been excluded from our calculations of Adjusted EBITDA and Core Adjusted EBITDA, which are non-GAAP financial measures, as we do not consider these costs to be reflective of our ongoing operating performance.

See “Adjusted EBITDA and Core Adjusted EBITDA” in the “ Performance Measures ” section of this MD&A.

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

UScellular merger-related costs are presented below:

(in millions) Three Months Ended September 30, Change Nine Months Ended September 30, Change

2025 2024 $ % 2025 2024 $ %

UScellular merger-related costs

Cost of services, exclusive of depreciation and amortization $ 7 $ — $ 7 NM $ 7 $ — $ 7 NM

Cost of equipment sales, exclusive of depreciation and amortization 2 — 2 NM 2 — 2 NM

Selling, general and administrative 64 16 48 300 % 111 16 95 594 %

Total UScellular merger-related costs $ 73 $ 16 $ 57 356 % $ 120 $ 16 $ 104 650 %

Net cash payments for UScellular merger-related costs $ 42 $ 8 $ 34 425 % $ 82 $ 8 $ 74 925 %

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Anticipated Impacts

Our UScellular Acquisition restructuring and integration activities are expected to occur over the next two years with substantially all costs incurred and associated cash payments made by the end of fiscal year 2027.

We are evaluating additional restructuring initiatives associated with the UScellular Acquisition, which are dependent on consultations and negotiation with certain counterparties and the expected impact on our business operations, which could affect the amount or timing of the costs and related payments.

As a result of our ongoing restructuring and integration activities, we expect to realize cost efficiencies by eliminating redundancies within our combined network as well as other business processes and operations.

Upon completion of these activities, we expect to achieve total annual run rate cost synergies of $1.2 billion, consisting of $950 million in operating expenses and $250 million in capital expenditures.

Acquisition of Vistar Media Inc.

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

Acquisition of Ka’ena Corporation

The total purchase price consists of an upfront payment on the Ka’ena Acquisition Date and an earnout payable in the third quarter of 2026.

A portion of the upfront payment made on the Ka’ena Acquisition Date was for the settlement of the preexisting wholesale relationship with Ka’ena.

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.

Prior to the Ka’ena Acquisition, Ka’ena was a wholesale partner of the Company for which we recognized service revenues within Wholesale and other service revenues.

administrative expenses on our Condensed Consolidated Statements of Comprehensive Income subsequent to the Ka’ena Acquisition Date.

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

Sprint Merger-Related Costs

The cash payments for the Sprint Merger-related costs incurred extend beyond 2025 and primarily relate to operating leases for which we have recognized accelerated lease expense.

Sprint Merger-related costs were excluded from our calculations of Adjusted EBITDA and Core Adjusted EBITDA for the three and nine months ended September 30, 2024, which are non-GAAP financial measures, as we do not consider these costs to be reflective of our ongoing operating performance.

See “Adjusted EBITDA and Core Adjusted EBITDA” in the “ Performance Measures ” section of this MD&A.

Joint Ventures

On April 1, 2025, we completed the joint acquisition of Lumos, upon the completion of certain customary closing conditions, including the receipt of certain regulatory approvals.

During the three months ended June 30, 2025, we invested $932 million to acquire a 50% equity interest in the joint venture and 97,000 fiber customers.

The funds invested by us will be used by the joint venture to fund future fiber builds.

In addition, pursuant to the definitive agreement, we expect to make an additional capital contribution of approximately $500 million between 2027 and 2028 under the existing business plan.

Following the joint acquisition, Lumos transitioned to a wholesale model where we are the anchor tenant owning residential and small business customer relationships.

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

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 residential fiber customers.

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

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

We account for the Lumos and Metronet joint ventures under the equity method of accounting with our proportionate share of earnings 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.

For more information regarding the Lumos and Metronet joint ventures, see Note 3 – Joint Ventures of the Notes to the Condensed Consolidated Financial Statements.

One Big Beautiful Bill Act

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Set forth below is a summary of our consolidated financial results:

Three Months Ended

June 30, Change Six Months Ended

June 30, Change

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

(in millions) 2025 2024 $ % 2025 2024 $ %

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Selling, general and administrative 6,015 5,186 829 16 % 16,900 15,466 1,434 9 %

Impairment expense 278 — 278 NM 278 — 278 NM

Depreciation and amortization 3,408 3,151 257 8 % 9,752 9,770 (18) — %

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Interest expense, net (924) (836) (88) 11 % (2,762) (2,570) (192) 7 %

Other (expense) income, net (11) (8) (3) 38 % (57) 12 (69) (575) %

Other (expense) income, net (78) 7 (85) NM (135) 19 (154) (811) %

Total other expense, net (1,002) (829) (173) 21 % (2,897) (2,551) (346) 14 %

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Net cash used in investing activities (10,139) (3,307) (6,832) 207 % (15,107) (6,772) (8,335) 123 %

Net cash used in financing activities (7,205) (4,134) (3,071) 74 % (4,012) (5,800) 1,788 (31) %

Net cash (used in) provided by financing activities (4,238) 507 (4,745) (936) % (8,250) (5,293) (2,957) 56 %

Non-GAAP Financial Measures

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Adjusted Free Cash Flow 4,818 5,162 (344) (7) % 13,810 12,948 862 7 %

The following discussion and analysis is for the three and six months ended June 30, 2025, compared to the same periods in 2024, unless otherwise stated.

Total revenues increased $1.4 billion, or 7%, for the three months ended and increased $2.7 billion, or 7%, for the six months ended June 30, 2025.

NM - Not meaningful

The following discussion and analysis is for the three and nine months ended September 30, 2025, compared to the same periods in 2024, unless otherwise stated.

Total revenues increased $1.8 billion, or 9%, for the three months ended and increased $4.4 billion, or 7%, for the nine months ended September 30, 2025.

The components of these changes are discussed below.

Postpaid revenues increased $1.2 billion, or 9%, for the three months ended and increased $2.1 billion, or 8%, for the six months ended June 30, 2025, primarily from:

Postpaid revenues increased $1.6 billion, or 12%, for the three months ended and increased $3.7 billion, or 10%, for the nine months ended September 30, 2025, primarily from:

• Higher average postpaid accounts, including following the acquisitions of UScellular, Metronet and Lumos;

• Higher postpaid ARPA.

See “Postpaid ARPA” in the “ Performance Measures ” section of this MD&A.

• Higher average postpaid accounts.

Prepaid revenues increased $51 million, or 2%, for the three months ended and increased $291 million, or 6%, for the six months ended June 30, 2025, primarily from:

Prepaid revenues decreased $91 million, or 3%, for the three months ended and increased $200 million, or 3%, for the nine months ended September 30, 2025.

The decrease for the three months ended September 30, 2025, was primarily from:

• Lower prepaid ARPU.

See “Prepaid ARPU” in the “ Performance Measures ” section of this MD&A;

partially offset by

• Higher average prepaid customers.

The increase for the nine months ended September 30, 2025, was primarily from:

• Higher average prepaid customers, primarily from the prepaid customers acquired through the Ka’ena Acquisition;

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See “Prepaid ARPU” in the “ Performance Measures ” section of this MD&A.

Wholesale and other service revenues decreased $221 million, or 24%, for the three months ended and decreased $595 million, or 30%, for the six months ended June 30, 2025, primarily from:

Wholesale and other service revenues increased $33 million, or 5%, for the three months ended and decreased $562 million, or 21%, for the nine months ended September 30, 2025.

The increase for the three months ended September 30, 2025, was primarily from:

• Higher advertising revenues, primarily from the acquisitions of Vistar and Blis;

partially offset by

• Lower MVNO revenues, including lower DISH and TracFone MVNO revenues.

The decrease for the nine months ended September 30, 2025, was primarily from:

• Lower MVNO revenues, including lower DISH and TracFone MVNO revenues and the impact from the Ka’ena Acquisition;

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• Higher advertising revenues, primarily from the acquisitions of Vistar and Blis.

Equipment revenues increased $333 million, or 11%, for the three months ended and increased $786 million, or 12%, for the six months ended June 30, 2025.

The increase for the three months ended June 30, 2025, was primarily from:

• An increase of $221 million in device sales revenue, primarily from higher average revenue per device sold, net of promotions, primarily driven by an increase in the high-end phone mix, including the impact of higher postpaid device upgrades and lower Assurance Wireless device sales;

• An increase of $147 million in liquidation revenue, primarily due to a higher number of liquidated devices.

The increase for the six months ended June 30, 2025, was primarily from:

• An increase of $510 million in device sales revenue, primarily from higher average revenue per device sold, net of promotions, primarily driven by an increase in the high-end phone mix, including the impact of higher postpaid device upgrades and lower Assurance Wireless device sales;

• An increase of $337 million in liquidation revenue, primarily due to a higher number of liquidated devices.

Equipment revenues increased $258 million, or 8%, for the three months ended and increased $1.0 billion, or 11%, for the nine months ended September 30, 2025.

The increase for the three months ended September 30, 2025, was primarily from:

• An increase in device sales revenue, primarily from:

• A higher number of devices sold, primarily driven by higher postpaid upgrades and following the UScellular Acquisition;

• Higher average revenue per device sold, net of promotions, primarily driven by an increase in the high-end phone mix.

The increase for the nine months ended September 30, 2025, was primarily from:

• An increase in device sales revenue, primarily from:

• Higher average revenue per device sold, net of promotions, primarily driven by an increase in the high-end phone mix;

• A higher number of devices sold, primarily driven by higher postpaid upgrades and following the UScellular Acquisition, partially offset by lower Assurance Wireless devices;

• An increase in liquidation revenue, primarily due to a higher number of liquidated devices.

Other revenues were essentially flat.

Total operating expenses increased $777 million, or 5%, for the three months ended and increased $1.3 billion, or 4%, for the six months ended June 30, 2025.

Total operating expenses increased $2.1 billion, or 13%, for the three months ended and increased $3.3 billion, or 7%, for the nine months ended September 30, 2025.

The components of this change are discussed below.

Cost of services , exclusive of depreciation and amortization, increased $53 million, or 2%, for the three months ended and decreased slightly for the six months ended June 30, 2025.

The increase for the three months ended June 30, 2025, was primarily from:

• Higher site costs related to the continued build-out of our nationwide 5G network;

Cost of services , exclusive of depreciation and amortization, increased $151 million, or 6%, for the three months ended and increased slightly for the nine months ended September 30, 2025.

The increase for the three months ended September 30, 2025, was primarily from:

• Higher costs following the acquisition of the UScellular Wireless Business;

• Wholesale network access costs and amortization of customer installation fees paid to Metronet and Lumos;

partially offset by

• A decrease of $73 million in Sprint Merger-related costs related to network decommissioning and integration recognized in the prior year.

The decrease for the six months ended June 30, 2025, was primarily from:

• A decrease of $180 million in Sprint Merger-related costs related to network decommissioning and integration recognized in the prior year;

• Lower repair and maintenance expenses.

The increase for the nine months ended September 30, 2025, was primarily from:

• Wholesale network access costs and amortization of customer installation fees paid to Metronet and Lumos;

• Higher costs following the acquisition of the UScellular Wireless Business;

mostly offset by

• Higher site costs related to the continued build-out of our nationwide 5G network.

Cost of equipment sales , exclusive of depreciation and amortization, increased $571 million, or 14%, for the three months ended and increased $970 million, or 11%, for the six months ended June 30, 2025.

The increase for the three months ended June 30, 2025, was primarily from:

• An increase of $431 million in device cost of equipment sales, primarily from higher average cost per device sold, primarily driven by an increase in the high-end phone mix, including the impact of higher postpaid device upgrades and lower Assurance Wireless device sales;

• An increase of $124 million in liquidation costs, primarily due to a higher number of liquidated devices.

The increase for the six months ended June 30, 2025, was primarily from:

• An increase of $684 million in device cost of equipment sales, primarily from higher average cost per device sold, primarily driven by an increase in the high-end phone mix, including the impact of higher postpaid device upgrades and lower Assurance Wireless device sales;

• An increase of $256 million in liquidation costs, primarily due to a higher number of liquidated devices.

Selling, general and administrative expenses increased $255 million, or 5%, for the three months ended and increased $605 million, or 6%, for the six months ended June 30, 2025, primarily from:

• Higher payroll and benefit related expenses, including from the impact of acquisitions;

• Lower repair and maintenance expenses;

• A decrease of $173 million in Merger-related costs related to network decommissioning and integration recognized in the prior year.

Cost of equipment sales , exclusive of depreciation and amortization, increased $546 million, or 13%, for the three months ended and increased $1.5 billion, or 12%, for the nine months ended September 30, 2025.

The increase for the three months ended September 30, 2025, was primarily from:

• An increase in device cost of equipment sales, primarily from:

• A higher number of devices sold, primarily driven by higher postpaid upgrades and following the acquisition of the UScellular Wireless Business;

• Higher average cost per device sold, primarily driven by an increase in the high-end phone mix.

The increase for the nine months ended September 30, 2025, was primarily from:

• An increase in device cost of equipment sales, primarily from:

• Higher average cost per device sold, primarily driven by an increase in the high-end phone mix;

• A higher number of devices sold, primarily driven by higher postpaid upgrades and following the acquisition of the UScellular Wireless Business, partially offset by lower Assurance Wireless devices;

• An increase in liquidation costs, primarily due to a higher number of liquidated devices.

Selling, general and administrative expenses increased $829 million, or 16%, for the three months ended and increased $1.4 billion, or 9%, for the nine months ended September 30, 2025.

The increase for the three months ended September 30, 2025, was primarily from:

• Higher personnel-related costs, including payroll, benefits and restructuring;

• Higher costs following the UScellular Acquisition, including merger-related costs;

• Higher advertising expenses.

The increase for the nine months ended September 30, 2025, was primarily from:

• Higher personnel-related costs, including payroll, benefits and restructuring;

• Higher advertising expenses;

• Higher costs following the UScellular Acquisition, including merger-related costs;

• A $100 million gain recognized in the prior period for the extension fee previously paid by DISH associated with the license purchase agreement for 800 MHz spectrum licenses, which was not purchased;

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• A $151 million gain recognized in the current period related to the completed sale of a portion of our 3.45 GHz spectrum licenses.

Depreciation and amortization decreased $102 million, or 3%, for the three months ended and decreased $275 million, or 4%, for the six months ended June 30, 2025, primarily from higher depreciation expense from the acceleration of certain technology assets in the prior year.

Operating income , the components of which are discussed above, increased $583 million, or 13%, for the three months ended and increased $1.4 billion, or 16%, for the six months ended June 30, 2025.

Interest expense, net increased $68 million, or 8%, for the three months ended and increased $104 million, or 6%, for the six months ended June 30, 2025, primarily from higher interest expense related to the issuances of Senior Notes during the first quarter of 2025.

Other (expense) income, net was insignificant for both periods.

Income before income taxes , the components of which are discussed above, was $4.3 billion and $3.8 billion for the three months ended June 30, 2025 and 2024, respectively, and $8.1 billion and $6.9 billion for the six months ended June 30, 2025 and 2024, respectively.

Income tax expense increased $215 million, or 26%, for the three months ended and increased $336 million, or 21%, for the six months ended June 30, 2025.

The increase for the three months ended June 30, 2025, was primarily from:

• Higher income before income taxes;

• Tax benefits recognized in the prior period from adjustments to certain tax reserves.

Our effective tax rate was 24.7% and 22.4% for the three months ended June 30, 2025 and 2024, respectively.

The increase for the six months ended June 30, 2025, was primarily from:

• Higher income before income taxes;

• Tax benefits recognized in the prior period from adjustments to certain tax reserves;

Impairment expense was $278 million for the three and nine months ended September 30, 2025, due to the impairment of capitalized software development costs related to our billing system.

See Note 6 – Property and Equipment of the Notes to the Condensed Consolidated Financial Statements for additional information.

Depreciation and amortization increased $257 million, or 8%, for the three months ended and was relatively flat for the nine months ended September 30, 2025.

The increase for the three months ended September 30, 2025, was primarily due to higher depreciation expense from assets acquired in the UScellular Acquisition.

The slight decrease for the nine months ended September 30, 2025, was primarily from:

• Higher depreciation expense from the acceleration of certain technology assets in the prior year;

• Higher depreciation expense from assets acquired in the UScellular Acquisition.

Operating income , the components of which are discussed above, decreased $266 million, or 6%, for the three months ended and increased $1.1 billion, or 8%, for the nine months ended September 30, 2025.

Interest expense, net increased $88 million, or 11%, for the three months ended and increased $192 million, or 7%, for the nine months ended September 30, 2025, primarily from higher interest expense due to higher average debt outstanding and a higher average effective interest rate.

Other (expense) income, net changed $85 million, from net income of $7 million for the three months ended September 30, 2024, to a net expense of $78 million for the three months ended September 30, 2025, and changed $154 million, from net income of $19 million for the nine months ended September 30, 2024, to a net expense of $135 million for the nine months ended September 30, 2025, primarily from our proportionate share of losses from the Lumos and Metronet joint ventures.

Income before income taxes , the components of which are discussed above, was $3.5 billion and $4.0 billion for the three months ended September 30, 2025 and 2024, respectively, and $11.6 billion and $10.9 billion for the nine months ended September 30, 2025 and 2024, respectively.

Income tax expense decreased $94 million, or 10%, for the three months ended and increased $242 million, or 10%, for the nine months ended September 30, 2025.

The decrease for the three months ended September 30, 2025, was primarily from:

• Lower income before income taxes;

partially offset by

• An increase in excess tax benefits related to the vesting of restricted stock awards.

Our effective tax rate was 23.9% and 23.3% for the six months ended June 30, 2025 and 2024, respectively.

Net income , the components of which are discussed above, was $3.2 billion and $2.9 billion for the three months ended June 30, 2025 and 2024, respectively, and $6.2 billion and $5.3 billion for the six months ended June 30, 2025 and 2024, respectively.

Net income included a Sprint Merger-related gain, net of Sprint Merger-related costs and tax, of $6 million for the three months ended June 30, 2024, and Sprint Merger-related costs, net of Sprint Merger-related gain and tax, of $91 million for the six months ended June 30, 2024.

There were no Sprint Merger-related costs for the three and six months ended June 30, 2025.

• Net tax benefits recognized in the prior period from a remeasurement of deferred tax assets and liabilities in certain state jurisdictions.

Our effective tax rate was 23.1% and 22.9% for the three months ended September 30, 2025 and 2024, respectively.

The increase for the nine months ended September 30, 2025, was primarily from:

• Higher income before income taxes;

• Net tax benefits recognized in the prior period from adjustments to certain tax reserves.

Our effective tax rate was 23.7% and 23.1% for the nine months ended September 30, 2025 and 2024, respectively.

Net income , the components of which are discussed above, was $2.7 billion and $3.1 billion for the three months ended September 30, 2025 and 2024, respectively, and $8.9 billion and $8.4 billion for the nine months ended September 30, 2025 and 2024, respectively.

Net income included Impairment expense related to certain capitalized software development costs of $208 million, net of tax, for the three months ended and nine months ended September 30, 2025.

Guarantor Financial Information

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is presented in the table below:

(in millions) June 30, 2025 December 31, 2024

(in millions) September 30, 2025 December 31, 2024

Current assets $ 19,440 $ 16,741

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is presented in the table below:

(in millions) Six Months Ended

June 30, 2025 Year Ended

(in millions) Nine Months Ended

September 30, 2025 Year Ended

December 31, 2024

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The summarized balance sheet information for the consolidated obligor group of debt issued by Sprint is presented in the table below:

(in millions) June 30, 2025 December 31, 2024

(in millions) September 30, 2025 December 31, 2024

Current assets $ 10,366 $ 10,970

5 unchanged sentences

Due to related parties 2,133 2,098

(1) The decrease in Due to non-guarantors was primarily driven by the impact of certain intercompany settlements during the six months ended June 30, 2025.

(1) The decrease in Due to non-guarantors was primarily driven by the impact of certain intercompany settlements during the nine months ended September 30, 2025.

The summarized results of operations information for the consolidated obligor group of debt issued by Sprint is presented in the table below:

(in millions) Six Months Ended

June 30, 2025 Year Ended

(in millions) Nine Months Ended

September 30, 2025 Year Ended

December 31, 2024

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The summarized balance sheet information for the consolidated obligor group of debt issued by Sprint Capital Corporation is presented in the table below:

(in millions) June 30, 2025 December 31, 2024

(in millions) September 30, 2025 December 31, 2024

Current assets $ 10,366 $ 10,970

3 unchanged sentences

Due to non-guarantors (1)

11,431 12,318

Due to related parties 2,133 2,098

(1) The decrease in Due to non-guarantors was primarily driven by the impact of certain intercompany settlements during the six months ended June 30, 2025.

(1) The decrease in Due to non-guarantors was primarily driven by the impact of certain intercompany settlements during the nine months ended September 30, 2025.

The summarized results of operations information for the consolidated obligor group of debt issued by Sprint Capital Corporation is presented in the table below:

(in millions) Six Months Ended

June 30, 2025 Year Ended

(in millions) Nine Months Ended

September 30, 2025 Year Ended

December 31, 2024

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The following table sets forth the number of ending postpaid accounts:

As of June 30, Change

As of September 30, Change

(in thousands) 2025 2024 # %

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33,979 30,631 3,348 11 %

(1) In the third quarter of 2025, we acquired 1,448,000 postpaid accounts through the UScellular Acquisition, which includes the impact of certain base adjustments to align the policies of UScellular and T-Mobile.

(2) In the third quarter of 2025, we acquired 633,000 postpaid accounts from Metronet and other acquisitions.

(3) In the second quarter of 2025, we acquired 85,000 postpaid accounts from Lumos.

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The following table sets forth the number of postpaid net account additions:

Three Months Ended

June 30, Change Six Months Ended

June 30, Change

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

(in thousands) 2025 2024 # % 2025 2024 # %

Postpaid net account additions 396 315 81 26 % 919 834 85 10 %

Postpaid net account additions increased 17,000, or 6%, for the three months ended, primarily from higher gross account additions, partially offset by higher account deactivations, including the impact from a growing account base and the temporary impact of current year rate plan optimizations and lower 5G broadband-only account additions.

Postpaid net account additions increased slightly for the six months ended June 30, 2025, primarily from higher gross account additions, mostly offset by higher account deactivations, including the impact from a growing account base and the temporary impact of current year rate plan optimizations and lower 5G broadband-only account additions.

Postpaid net account additions increased 81,000, or 26%, for the three months ended and increased 85,000, or 10%, for the nine months ended September 30, 2025.

The increase for the three months ended September 30, 2025, was primarily from:

• Higher gross account additions, including fiber account additions following the acquisitions of Metronet and Lumos;

partially offset by

• Higher account deactivations, including the impact from a growing account base.

The increase for the nine months ended September 30, 2025, was primarily from:

• Higher gross account additions, including fiber account additions following the acquisitions of Metronet and Lumos;

partially offset by

• Higher account deactivations, including the impact from a growing account base;

• The temporary impact of current year rate plan optimizations.

A customer is generally defined as a SIM number with a unique T-Mobile identifier that is associated with an account that generates revenue.

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The following table sets forth the number of ending customers:

As of June 30, Change

As of September 30, Change

(in thousands) 2025 2024 # %

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Postpaid phone customers (1)

84,632 78,110 6,522 8 %

Postpaid other customers (1) (2) (3)

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4,878 3,504 1,374 39 %

(1) In the third quarter of 2025, we acquired 3,287,000 postpaid phone customers, 390,000 postpaid other customers, including 141,000 5G broadband customers, and 349,000 prepaid customers through the UScellular Acquisition, which includes the impact of certain base adjustments to align the policies of UScellular and T-Mobile.

(2) In the third quarter of 2025, we acquired 755,000 fiber customers from Metronet and other acquisitions.

(3) In the second quarter of 2025, we acquired 97,000 fiber customers from Lumos.

(4) In the second quarter of 2024, we acquired 3,504,000 prepaid customers through the Ka’ena Acquisition, which includes the impact of certain base adjustments to align the policies of Ka’ena and T-Mobile.

5G broadband customers included in Postpaid other customers were 6,556,000 and 4,992,000 as of June 30, 2025 and 2024, respectively.

5G broadband customers included in Prepaid customers were 752,000 and 595,000 as of June 30, 2025 and 2024, respectively.

5G broadband customers included in Postpaid other customers were 7,163,000 and 5,377,000 as of September 30, 2025 and 2024, respectively.

5G broadband customers included in Prepaid customers were 792,000 and 625,000 as of September 30, 2025 and 2024, respectively.

Fiber customers included in Postpaid other customers were 934,000 as of September 30, 2025.

Net Customer Additions

The following table sets forth the number of net customer additions:

Three Months Ended

June 30, Change Six Months Ended

June 30, Change

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

(in thousands) 2025 2024 # % 2025 2024 # %

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Adjustments to customers (1) (2) (3) (4)

97 3,504 (3,407) (97) % 97 3,504 (3,407) (97) %

4,781 — 4,781 NM 4,878 3,504 1,374 39 %

(2) In the third quarter of 2025, we acquired 755,000 fiber customers from Metronet and other acquisitions.

(3) In the second quarter of 2025, we acquired 97,000 fiber customers from Lumos.

Total net customer additions increased 254,000, or 17%, for the three months ended and increased 464,000, or 17%, for the six months ended June 30, 2025.

The increase for the three months ended June 30, 2025, was primarily from:

NM - Not meaningful

Total net customer additions increased 791,000, or 49%, for the three months ended and increased 1,255,000, or 29%, for the nine months ended September 30, 2025.

The increase for the three months ended September 30, 2025, was primarily from:

• Higher postpaid other net customer additions, primarily due to:

• Higher net additions from mobile internet devices, primarily due to higher prior year deactivations of lower ARPU mobile internet devices in the educational sector activated during the Pandemic and no longer needed;

• Higher 5G broadband net additions;

partially offset by

• Increased deactivations from a growing customer base;

• Lower net additions from wearables;

• Higher postpaid phone net customer additions, primarily from higher gross additions and higher prepaid to postpaid migrations, partially offset by higher churn, primarily driven by the temporary impact of current year rate plan optimizations and increased deactivations from a growing customer base;

partially offset by

• Lower prepaid net customer additions, primarily from increased deactivations from a growing customer base, primarily due to the Ka’ena Acquisition, higher churn, and higher prepaid to postpaid migrations, partially offset by higher gross additions primarily due to the Ka’ena Acquisition;

• 5G broadband net customer additions included in postpaid other net customer additions were 427,000 and 358,000 for the three months ended June 30, 2025 and 2024, respectively.

5G broadband net customer additions included in prepaid net customer additions were 27,000 and 48,000 for the three months ended June 30, 2025 and 2024, respectively.

The increase for the six months ended June 30, 2025, was primarily from:

• Higher net additions from mobile internet devices, including from success in business customers;

• Higher broadband net additions;

• Higher net additions from other connected devices;

• Higher postpaid phone net customer additions, primarily from higher gross additions, partially offset by increased deactivations from a growing customer base and higher churn;

• Higher prepaid net customer additions, primarily from higher gross additions, partially offset by higher prepaid to postpaid migrations and increased deactivations from a growing customer base.

• 5G broadband net customer additions included in postpaid other net customer additions were 466,000 and 385,000 for the three months ended September 30, 2025 and 2024, respectively.

5G broadband net customer additions included in prepaid net customer additions were 40,000 and 30,000 for the three months ended September 30, 2025 and 2024, respectively.

• Fiber net customer additions included in postpaid other net customer additions were 54,000 for the three months ended September 30, 2025.

The increase for the nine months ended September 30, 2025, was primarily from:

• Higher postpaid other net customer additions, primarily due to

• Higher net additions from mobile internet devices, including success from business customers and higher prior year deactivations of lower ARPU mobile internet devices in the educational sector activated during the Pandemic and no longer needed;

• Higher broadband net additions;

• Higher net additions from other connected devices;

• Higher 5G broadband net additions;

partially offset by

• Increased deactivations from a growing customer base;

• Lower net additions from wearables;

• Slightly higher postpaid phone net customer additions, primarily from higher gross additions and higher prepaid to postpaid migrations, mostly offset by higher churn, primarily driven by the temporary impact of current year rate plan optimizations and increased deactivations from a growing customer base;

• Higher postpaid phone net customer additions, primarily from higher gross additions, partially offset by higher churn, primarily driven by the temporary impact of current year rate plan optimizations and increased deactivations from a growing customer base;

partially offset by

• 5G broadband net customer additions included in postpaid other net customer additions were 814,000 and 704,000 for the six months ended June 30, 2025 and 2024, respectively.

5G broadband net customer additions included in prepaid net customer additions were 64,000 and 107,000 for the six months ended June 30, 2025 and 2024, respectively.

• Lower prepaid net customer additions, primarily from increased deactivations from a growing customer base, primarily due to the Ka’ena Acquisition, and higher prepaid to postpaid migrations, partially offset by higher gross additions.

• 5G broadband net customer additions included in postpaid other net customer additions were 1,280,000 and 1,089,000 for the nine months ended September 30, 2025 and 2024, respectively.

5G broadband net customer additions included in prepaid net customer additions were 104,000 and 137,000 for the nine months ended September 30, 2025 and 2024, respectively.

• Fiber net customer additions included in postpaid other net customer additions were 73,000 for the nine months ended September 30, 2025.

Churn represents the number of customers whose service was deactivated as a percentage of the average number of customers during the specified period further divided by the number of months in the period.

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The following table sets forth the churn:

Three Months Ended

June 30, Change Six Months Ended

June 30, Change

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

2025 2024 2025 2024

1 unchanged sentence

Prepaid churn 2.77 % 2.78 % -1 bps 2.70 % 2.69 % 1 bps

Postpaid phone churn increased 10 basis points for the three months ended and increased 7 basis points for the six months ended June 30, 2025, primarily from the temporary impact of current year rate plan optimizations.

Prepaid churn increased 11 basis points for the three months ended June 30, 2025, primarily due to normalized switching activity.

Prepaid churn increased 3 basis points for the six months ended June 30, 2025, primarily due to normalized switching activity, partially offset by the inclusion of prepaid customers associated with the Ka’ena Acquisition with lower churn.

Postpaid phone churn increased 3 basis points for the three months ended September 30, 2025, primarily due to higher industry switching.

Postpaid phone churn increased 6 basis points for the nine months ended September 30, 2025, primarily due to higher industry switching and from the temporary impact of current year rate plan optimizations.

Prepaid churn decreased slightly for the three months ended and increased slightly for the nine months ended September 30, 2025.

Postpaid Average Revenue Per Account

Postpaid Average Revenue per Account (“ARPA”) represents the average monthly postpaid service revenue earned per account.

Postpaid ARPA is calculated as Postpaid revenues for the specified period divided by the average number of postpaid accounts during the period, further divided by the number of months in the period.

Postpaid ARPA is calculated as Postpaid revenues for the specified period divided by the average number of postpaid

accounts during the period, further divided by the number of months in the period.

We believe postpaid ARPA provides management, investors and analysts with useful information to assess and evaluate our postpaid service revenue realization and assists in forecasting our future postpaid service revenues on a per account basis.

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The following table sets forth our operating measure ARPA:

(in dollars) Three Months Ended

June 30, Change Six Months Ended

June 30, Change

(in dollars) Three Months Ended September 30, Change Nine Months Ended September 30, Change

2025 2024 $ % 2025 2024 $ %

Postpaid ARPA $ 149.44 $ 145.60 $ 3.84 3 % $ 148.54 $ 143.02 $ 5.52 4 %

Postpaid ARPA increased $7.33, or 5%, for the three months ended and increased $6.35, or 4%, for the six months ended June 30, 2025.

The increase for the three months ended June 30, 2025, was primarily from:

• The positive impact from rate plan optimizations and higher fee revenue, including from the adoption of new tax and fee exclusive plans;

• An increase in customers per account, including from the continued adoption of 5G broadband and the continued growth of T-Mobile for Business customers;

• Higher premium services, primarily high-end rate plans, net of contra-revenues for content included in such plans, and discounts for specific affinity groups, such as 55+, military and first responders;

partially offset by

• Increased promotional activity;

• An increase in 5G broadband and fiber-only accounts.

The increase for the six months ended June 30, 2025, was primarily from:

• An increase in customers per account, including from the continued adoption of 5G broadband and the continued growth of T-Mobile for Business customers;

Postpaid ARPA increased $3.84, or 3%, for the three months ended and increased $5.52, or 4%, for the nine months ended September 30, 2025, primarily from:

• The positive impact from rate plan optimizations and higher fee revenue, including from the adoption of new tax and fee exclusive plans;

• An increase in customers per account, including from the continued adoption of 5G broadband and continued growth of T-Mobile for Business customers, partially offset by fiber and UScellular accounts with fewer customers per account;

• Higher premium services, primarily high-end rate plans, net of contra revenues for content included in such plans, and discounts for specific affinity groups, such as 55+, military and first responders;

partially offset by

• Increased promotional activity;

• An increase in 5G broadband and fiber-only accounts.

• Increased promotional activity, including the success of bundled offerings.

Average Revenue Per User

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The following table sets forth our operating measure ARPU:

(in dollars) Three Months Ended

June 30, Change Six Months Ended

June 30, Change

(in dollars) Three Months Ended September 30, Change Nine Months Ended September 30, Change

2025 2024 $ % 2025 2024 $ %

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Postpaid Phone ARPU

Postpaid phone ARPU increased $1.55, or 3%, for the three months ended and increased $1.07, or 2%, for the six months ended June 30, 2025, primarily from:

Postpaid phone ARPU increased $0.92, or 2%, for the three months ended and increased $1.03, or 2%, for the nine months ended September 30, 2025, primarily from:

• The positive impact from rate plan optimizations and higher fee revenue, including from the adoption of new tax and fee exclusive plans;

partially offset by continued growth in T-Mobile for Business customers with lower ARPU given larger account sizes;

• The impact of customers acquired in the UScellular Acquisition, which have higher ARPU;

partially offset by

• Increased promotional activity, including the success of bundled offerings.

• Continued growth in T-Mobile for Business customers with lower ARPU given larger account sizes.

Prepaid ARPU decreased $1.31, or 4%, for the three months ended and decreased $1.87, or 5%, for the six months ended June 30, 2025, primarily from the inclusion of lower ARPU prepaid customers associated with the Ka’ena Acquisition.

Prepaid ARPU decreased $1.88, or 5%, for the three months ended and decreased $1.86, or 5%, for the nine months ended September 30, 2025.

The decrease for the three months ended September 30, 2025, was primarily from dilution from promotional activity and rate plan mix.

The decrease for the nine months ended September 30, 2025, was primarily from the inclusion of lower ARPU prepaid customers associated with the Ka’ena Acquisition.

Adjusted EBITDA and Core Adjusted EBITDA

Adjusted EBITDA represents earnings before Interest expense, net of Interest income, Income tax expense, Depreciation and amortization, stock-based compensation and certain expenses, gains and losses, which are not reflective of our ongoing operating performance (“Special Items”).

Special Items include Sprint Merger-related costs, UScellular Merger-related costs, certain legal-related expenses, restructuring costs not directly attributable to the Sprint Merger or UScellular Merger (including severance), and other non-core gains and losses.

Special Items include Sprint Merger-related costs and UScellular merger-related costs (collectively, “Merger-related costs”), certain legal-related expenses, Impairment expense, restructuring costs not directly attributable to the Sprint Merger or UScellular Acquisition (including severance), and other non-core gains and losses.

Core Adjusted EBITDA represents Adjusted EBITDA less device lease revenues.

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The following table illustrates the calculation of Adjusted EBITDA and Core Adjusted EBITDA and reconciles Adjusted EBITDA and Core Adjusted EBITDA to Net income, which we consider to be the most directly comparable GAAP financial measure:

Three Months Ended

June 30, Change Six Months Ended

June 30, Change

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

(in millions, except percentages) 2025 2024 $ % 2025 2024 $ %

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217 143 74 52 % 563 430 133 31 %

Sprint Merger-related (gain) costs, net (2)

— (9) 9 (100) % — 121 (121) (100) %

UScellular Merger-related costs (3)

33 — 33 NM 47 — 47 NM

Legal-related (recoveries) expenses, net (4)

Merger-related costs, net 73 16 57 356 % 120 137 (17) (12) %

Legal-related expenses, net (3)

8 1 7 700 % 10 16 (6) (38) %

Impairment expense 278 — 278 NM 278 — 278 NM

Other, net (4)

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(1) Stock-based compensation includes payroll tax impacts and may not agree with stock-based compensation expense on the condensed consolidated financial statements.

Additionally, certain stock-based compensation expenses associated with the Sprint Merger have been included in Sprint Merger-related (gain) costs, net.

(2) Sprint Merger-related (gain) costs, net, for the three and six months ended June 30, 2024, includes the $100 million gain recognized for the extension fee previously paid by DISH associated with the license purchase agreement for 800 MHz spectrum licenses, which was not purchased.

(3) UScellular Merger-related costs generally include pre-merger consulting and legal fees.

Additionally, certain stock-based compensation expenses associated with the Sprint Merger have been included in Merger-related costs, net.

(2) Merger-related costs, net, for the nine months ended September 30, 2024, includes the $100 million gain recognized for the extension fee previously paid by DISH associated with the license purchase agreement for 800 MHz spectrum licenses, which was not purchased.

(3) Legal-related expenses, net, consists of the settlement of certain litigation and compliance costs associated with the August 2021 cyberattack and is presented net of insurance recoveries.

(5) Other, net, primarily consists of certain severance, restructuring and other expenses, gains and losses, not directly attributable to the Sprint Merger or UScellular Merger, which are not reflective of T-Mobile’s core business activities and are, therefore, excluded from Adjusted EBITDA and Core Adjusted EBITDA.

(4) Other, net, primarily consists of certain severance, restructuring and other expenses, gains and losses, not directly attributable to the Sprint Merger or UScellular Acquisition, which are not reflective of T-Mobile’s core business activities and are, therefore, excluded from Adjusted EBITDA and Core Adjusted EBITDA.

NM - Not meaningful

Core Adjusted EBITDA increased $514 million, or 6%, for the three months ended and increased $1.2 billion, or 7%, for the six months ended June 30, 2025.

Core Adjusted EBITDA increased $458 million, or 6%, for the three months ended and increased $1.6 billion, or 7%, for the nine months ended September 30, 2025.

The components comprising Core Adjusted EBITDA are discussed further above.

The increase for the three and six months ended June 30, 2025, was primarily from:

The increase for the three months ended September 30, 2025, was primarily from:

• Higher Total service revenues;

1 unchanged sentence

partially offset by

• Higher Cost of equipment sales;

• Higher Selling, general and administrative expenses, excluding Special Items;

• Higher Cost of equipment sales, excluding Special Items;

• Higher Cost of services, excluding Special Items.

Adjusted EBITDA increased $494 million, or 6%, for the three months ended and increased $1.1 billion, or 7%, for the six months ended June 30, 2025, primarily due to the fluctuations in Core Adjusted EBITDA, discussed above, partially offset by lower lease revenues, which decreased $20 million for the three months ended and decreased $54 million for the six months ended June 30, 2025.

The increase for the nine months ended September 30, 2025, was primarily from:

• Higher Total service revenues;

• Higher Equipment revenues, excluding Lease revenues;

partially offset by

• Higher Cost of equipment sales, excluding Special Items;

• Higher Selling, general and administrative expenses, excluding Special Items;

• Higher Cost of services, excluding Special Items.

Adjusted EBITDA increased $441 million, or 5%, for the three months ended and increased $1.5 billion, or 6%, for the nine months ended September 30, 2025, primarily due to the fluctuations in Core Adjusted EBITDA, discussed above, partially offset by lower lease revenues, which decreased $17 million for the three months ended and decreased $71 million for the nine months ended September 30, 2025.

Liquidity and Capital Resources

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The following is a condensed schedule of our cash flows:

Three Months Ended

June 30, Change Six Months Ended

June 30, Change

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

(in millions) 2025 2024 $ % 2025 2024 $ %

1 unchanged sentence

Net cash used in investing activities (10,139) (3,307) (6,832) 207 % (15,107) (6,772) (8,335) 123 %

Net cash used in financing activities (7,205) (4,134) (3,071) 74 % (4,012) (5,800) 1,788 (31) %

Net cash (used in) provided by financing activities (4,238) 507 (4,745) (936) % (8,250) (5,293) (2,957) 56 %

Operating Activities

Net cash provided by operating activities increased $1.5 billion, or 27%, for the three months ended and increased $3.2 billion, or 30%, for the six months ended June 30, 2025.

The increase for the three months ended June 30, 2025, was primarily from:

• A $1.3 billion decrease in net cash outflows from changes in working capital, primarily due to lower use of cash from Accounts receivable, Other current and long-term liabilities and Short- and long-term operating lease liabilities, partially offset by higher use of cash from Other current and long-term assets;

Net cash provided by operating activities increased $1.3 billion, or 21%, for the three months ended and increased $4.6 billion, or 27%, for the nine months ended September 30, 2025.

The increase for the three months ended September 30, 2025, was primarily from:

• A $954 million decrease in net cash outflows from changes in working capital, primarily due to lower use of cash from Accounts payable and accrued liabilities, Accounts receivable, and Equipment installment plan receivables, partially offset by higher use of cash from Other current and long-term assets, Short- and long-term operating lease liabilities and Other current and long-term liabilities;

• A $364 million increase in Net income, adjusted for non-cash income and expenses.

• Net cash provided by operating activities includes the impact of the Pledge Amendments as described below.

• Net cash provided by operating activities includes the impact of $61 million and $241 million in net payments for Sprint Merger-related costs for the three months ended June 30, 2025 and 2024, respectively.

The increase for the six months ended June 30, 2025, was primarily from:

• A $2.4 billion decrease in net cash outflows from changes in working capital, primarily due to lower use of cash from Accounts payable and accrued liabilities, Accounts receivable, Short- and long-term operating lease liabilities and Other current and long-term liabilities, partially offset by higher use of cash from Inventory, Other current and long-term assets and Equipment installment plan receivables;

• An $868 million increase in Net income, adjusted for non-cash income and expenses.

• Net cash provided by operating activities includes the impact of $96 million and $132 million in net payments for Merger-related costs for the three months ended September 30, 2025 and 2024, respectively.

The increase for the nine months ended September 30, 2025, was primarily from:

• A $3.3 billion decrease in net cash outflows from changes in working capital, primarily due to lower use of cash from Accounts payable and accrued liabilities, Accounts receivable, Short- and long-term operating lease liabilities and Other current and long-term liabilities, partially offset by higher use of cash from Other current and long-term assets, Inventory, and Equipment installment plan receivables;

• A $1.2 billion increase in Net income, adjusted for non-cash income and expenses.

• Net cash provided by operating activities includes the impact of the Pledge Amendments as described below.

• Net cash provided by operating activities includes the impact of $122 million and $534 million in net payments for Sprint Merger-related costs for the six months ended June 30, 2025 and 2024, respectively.

• Net cash provided by operating activities includes the impact of $258 million and $666 million in net payments for Merger-related costs for the nine months ended September 30, 2025 and 2024, respectively.

Investing Activities

Net cash used in investing activities decreased $119 million, or 7%, for the three months ended and increased $1.5 billion, or 43%, for the six months ended June 30, 2025.

The use of cash for the three months ended June 30, 2025, was primarily from:

Net cash used in investing activities increased $6.8 billion, or 207%, for the three months ended and increased $8.3 billion, or 123%, for the nine months ended September 30, 2025.

The use of cash for the three months ended September 30, 2025, was primarily from:

• $3.1 billion in Investments in unconsolidated affiliates, net, primarily from the joint acquisition of Metronet;

• $2.8 billion in Acquisition of companies, net of cash acquired, primarily from the acquisition of UScellular;

• $2.6 billion in Purchases of property and equipment, including capitalized interest, from the continued build-out of our nationwide 5G network;

• $908 million in Investments in unconsolidated affiliates, net, primarily from the joint acquisition of Lumos;

• $842 million in Purchases of spectrum and intangible assets, including the remaining 600 MHz spectrum licenses purchased from Channel 51 License Co LLC and LB License Co, LLC (see Note 6 – Goodwill, Spectrum License Transactions and Other Intangible Assets of the Notes to the Condensed Consolidated Financial Statements);

partially offset by

• $2.1 billion in Proceeds from the sale of property, equipment and intangible assets, primarily from the sale of a portion of the 3.45 GHz licenses to N77 License Co LLC (see Note 6 – Goodwill, Spectrum License Transactions and Other Intangible Assets of the Notes to the Condensed Consolidated Financial Statements).

The use of cash for the six months ended June 30, 2025, was primarily from:

• $1.6 billion in Purchases of spectrum and intangible assets, including the fiber customers purchased from Metronet (see Note 3 – J o int Ventures of the Notes to the Condensed Consolidated Financial Statements).

The use of cash for the nine months ended September 30, 2025, was primarily from:

• $7.5 billion in Purchases of property and equipment, including capitalized interest, from the continued build-out of our nationwide 5G network;

• $983 million in Investments in unconsolidated affiliates, net, primarily from the joint acquisition of Lumos;

• $915 million in Purchases of spectrum and intangible assets, including the remaining 600 MHz spectrum licenses purchased from Channel 51 License Co LLC and LB License Co, LLC (see Note 6 – Goodwill, Spectrum License Transactions and Other Intangible Assets of the Notes to the Condensed Consolidated Financial Statements) ;

• $726 million of cash consideration, net of cash acquired, related to our acquisitions of Vistar and Blis;

• $4.1 billion in Investments in unconsolidated affiliates, net, primarily from the joint acquisition of Lumos and Metronet;

• $3.5 billion of cash consideration, net of cash acquired, related to our acquisitions of UScellular, Vistar and Blis;

• $2.5 billion in Purchases of spectrum and intangible assets, including the fiber customers purchased from Metronet (see Note 3 – Joint Ventures of the Notes to the Condensed Consolidated Financial Statements) and remaining 600 MHz spectrum licenses purchased from Channel 51 License Co LLC and LB License Co, LLC (see Note 7 – Goodwill, Spectrum License Transactions and Other Intangible Assets of the Notes to the Condensed Consolidated Financial Statements) ;

partially offset by

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Financing Activities

Net cash used in financing activities increased $3.1 billion, or 74%, for the three months ended and decreased $1.8 billion, or 31%, for the six months ended June 30, 2025.

The use of cash for the three months ended June 30, 2025, was primarily from:

• $3.3 billion in Repayments of long-term debt;

Net cash used in financing activities increased $4.7 billion from a net source of cash for the three months ended September 30, 2024, to a net use of cash for the three months ended September 30, 2025.

Net cash used in financing activities increased $3.0 billion, or 56%, for the nine months ended September 30, 2025.

The use of cash for the three months ended September 30, 2025, was primarily from:

• $2.5 billion in Repurchases of common stock;

• $987 million in Dividends on common stock;

• $828 million in Repayments of long-term debt;

• $318 million in Repayments of financing lease obligations;

The use of cash for the six months ended June 30, 2025, was primarily from:

partially offset by

• $498 million in Proceeds from issuance of long-term debt, net.

The use of cash for the nine months ended September 30, 2025, was primarily from:

• $7.5 billion in Repurchases of common stock;

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Cash and Cash Equivalents

As of June 30, 2025, our Cash and cash equivalents were $10.3 billion compared to $5.4 billion at December 31, 2024.

As of September 30, 2025, our Cash and cash equivalents were $3.3 billion compared to $5.4 billion at December 31, 2024.

Adjusted Free Cash Flow

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The table below provides a reconciliation of Adjusted Free Cash Flow to Net cash provided by operating activities, which we consider to be the most directly comparable GAAP financial measure:

Three Months Ended

June 30, Change Six Months Ended

June 30, Change

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

(in millions, except percentages) 2025 2024 $ % 2025 2024 $ %

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Adjusted Free Cash Flow margin (Adjusted Free Cash Flow divided by Service revenues) 26 % 31 % -500 bps 26 % 26 % — bps

Adjusted Free Cash Flow increased $157 million, or 4%, for the three months ended and increased $1.2 billion, or 15%, for the six months ended June 30, 2025.

The increase for the three months ended June 30, 2025, was primarily from:

• Higher Net cash provided by operating activities, as described above;

Adjusted Free Cash Flow decreased $344 million, or 7%, for the three months ended and increased $862 million, or 7%, for the nine months ended September 30, 2025.

The decrease for the three months ended September 30, 2025, was primarily from:

• Higher Cash purchases of property and equipment, including capitalized interest, driven by planned timing of capital purchases, including for increased greenfield site builds in the second half of the year and incremental capital expenditures following the acquisition of the UScellular Wireless Business;

partially offset by

• Proceeds related to beneficial interests in securitization transactions recognized in the prior year;

• Higher Cash purchases of property and equipment, including capitalized interest, driven by planned timing of capital purchases.

• Adjusted Free Cash Flow includes the impact of $61 million and $241 million for the three months ended June 30, 2025 and 2024, respectively, in net payments for Sprint Merger-related costs.

The increase for the six months ended June 30, 2025, was primarily from:

• Higher Net cash provided by operating activities, as described above.

• Certain cash proceeds associated with the sale of receivables, which were recognized within investing cash flows before November 1, 2024, are recognized as operating cash flows.

This change had no net impact to Adjusted Free Cash Flow.

• Adjusted Free Cash Flow includes the impact of $96 million and $132 million in net payments for Merger-related costs for the three months ended September 30, 2025 and 2024, respectively.

The increase for the nine months ended September 30, 2025, was primarily from:

• Higher Net cash provided by operating activities, as described above;

partially offset by

• Proceeds related to beneficial interests in securitization transactions recognized in the prior year;

• Higher Cash purchases of property and equipment, including capitalized interest, driven by planned timing of capital purchases.

• Adjusted Free Cash Flow includes the impact of $122 million and $534 million for the six months ended June 30, 2025 and 2024, respectively, in net payments for Sprint Merger-related costs.

During the six months ended June 30, 2025 and 2024, there were no significant net cash proceeds from securitization.

• Certain cash proceeds associated with the sale of receivables, which were recognized within investing cash flows before November 1, 2024, are recognized as operating cash flows.

This change had no net impact to Adjusted Free Cash Flow.

• Adjusted Free Cash Flow includes the impact of $258 million and $666 million in net payments for Merger-related costs for the nine months ended September 30, 2025 and 2024, respectively.

During the nine months ended September 30, 2025 and 2024, there were no significant net cash proceeds from securitization.

On October 22, 2024, we executed amendments (the “Pledge Amendments”) to the EIP Sale Arrangement and the Service Receivable Sale Arrangement (as discussed in Note 5 – Sales of Certain Receivables of the Notes to the Condensed Consolidated Financial Statements).

Following the effective date of the Pledge Amendments of November 1, 2024, all cash proceeds associated with the sale of such receivables, a portion of which, prior to November 1, 2024, were recognized as Proceeds related to beneficial interests in securitization transactions within Net cash used in investing activities on our

Condensed Consolidated Statements of Cash Flows, were recognized as operating cash flows.

The Pledge Amendments did not have a net impact on Adjusted Free Cash Flow.

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We maintain a revolving credit facility (the “Revolving Credit Facility”) with an aggregate commitment amount of $7.5 billion.

As of June 30, 2025, there was no outstanding balance under the Revolving Credit Facility.

As of September 30, 2025, there was no outstanding balance under the Revolving Credit Facility.

We maintain an unsecured short-term commercial paper program with the ability to borrow up to $2.0 billion from time to time.

This program supplements our other available external financing arrangements and proceeds are expected to be used for general corporate purposes.

As of June 30, 2025, there was no outstanding balance under this program.

As of September 30, 2025, there was no outstanding balance under this program.

On August 29, 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 (the “ECA Facility due November 2036”).

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

Debt Financing

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.

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.

As of June 30, 2025, our total debt and financing lease liabilities were $85.3 billion, excluding our tower obligations, of which $76.5 billion was classified as long-term debt and $1.2 billion was classified as long-term financing lease liabilities.

During the six months ended June 30, 2025, we issued long-term debt for net proceeds of $7.8 billion, including proceeds from the ECA Facility, and repaid short-term debt with an aggregate principal amount of $3.7 billion.

On January 31, 2025, our wholly owned subsidiary, T-Mobile USA, Inc., entered into an ECA Facility, providing for a loan of up to $1.0 billion (the “ECA Facility due March 2036”).

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.

As of September 30, 2025, our total debt and financing lease liabilities were $86.5 billion, excluding our tower obligations, of which $77.9 billion was classified as long-term debt and $1.2 billion was classified as long-term financing lease liabilities.

During the nine months ended September 30, 2025, we issued long-term debt for net proceeds of $8.3 billion, including proceeds from the ECA Facility due March 2036, and redeemed and repaid short- and long-term debt with an aggregate principal amount of $4.6 billion.

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.

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.

For more information regarding our debt financing transactions, see Note 9 – Debt of the Notes to the Condensed Consolidated Financial Statements.

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On August 8, 2022, we entered into License Purchase Agreements to acquire spectrum in the 600 MHz band from Channel 51 License Co LLC and LB License Co, LLC (together with Channel 51 License Co LLC, the “Sellers”) in exchange for total cash consideration of $3.5 billion.

On March 30, 2023, we and the Sellers entered into Amended and Restated License Purchase Agreements, pursuant to which we and the Sellers agreed to bifurcate the transaction into two tranches of licenses, with the closings on the acquisitions of certain licenses in Chicago, Dallas and New Orleans being deferred in order to potentially expedite the regulatory approval process for the remainder of the licenses.

closings on the acquisitions of certain licenses in Chicago, Dallas and New Orleans being deferred in order to potentially expedite the regulatory approval process for the remainder of the licenses.

Subsequently, on August 25, 2023, we and the Sellers entered into Amendments No.

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

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

We anticipate closing on the acquisition of approximately $45 million of the spectrum licenses in the first half of 2026, with the remaining spectrum license acquisitions expected to close in the first half of 2028.

On September 10, 2024, we entered into a License Purchase Agreement with N77 License Co LLC (“Buyer”), pursuant to which Buyer has the option to purchase all or a portion of our remaining 3.45 GHz spectrum licenses in exchange for a range of cash consideration, with the specific licenses sold to be determined based upon the amount of committed financing raised by Buyer.

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In addition, we expect an increase to our cash income tax liability of approximately $850 million upon the transaction close.

Lumos Joint Venture

On April 24, 2024, we entered into a definitive agreement with Fund VI to establish a joint venture between us and Fund VI to acquire Lumos from EQT’s predecessor fund, EQT Infrastructure III.

On April 1, 2025, we completed the joint acquisition of Lumos.

During the three months ended June 30, 2025, we invested $932 million to acquire a 50% equity interest in the joint venture and 97,000 fiber customers.

The funds invested by us will be used to fund future fiber builds.

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.

For more information regarding the Lumos joint venture, see Note 3 – Joint Ventures of the Notes to the Condensed Consolidated Financial Statements.

For more information regarding our license purchase agreements, see Note 7 – Goodwill, Spectrum License Transactions and Other Intangible Assets of the Notes to the Condensed Consolidated Financial Statements.

Acquisition of Ka’ena Corporation

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.

The total purchase price consists of an upfront payment on the Ka’ena Acquisition Date and an earnout payable in the third quarter of 2026.

Based on the adjusted amount paid upfront, an additional $420 million in future cash and T-Mobile common stock is payable in satisfaction of the earnout.

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

Acquisition of UScellular Wireless Business

On May 24, 2024, we entered into a securities purchase agreement with UScellular 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.

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.

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.

9 Limited Partnership, and Iowa RSA No.

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.

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 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.

Metronet Joint Venture

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

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

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

For more information regarding the Metronet joint venture, see Note 3 – Joint Ventures of the Notes to the Condensed Consolidated Financial Statements.

Acquisition of Vistar Media Inc.

Upon the completion of certain customary closing conditions, including the receipt of certain regulatory approvals, on February 3, 2025, we completed the Vistar Acquisition, and as a result, Vistar became a wholly owned subsidiary of T-Mobile.

On February 3, 2025, we completed the Vistar Acquisition, and as a result, Vistar became a wholly owned subsidiary of T-Mobile.

In exchange, we transferred cash of $621 million.

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Acquisition of Blis Holdco Limited

Upon the completion of certain customary closing conditions, including the receipt of certain regulatory approvals, on March 3, 2025, we completed the Blis Acquisition, and as a result, Blis became a wholly owned subsidiary of T-Mobile.

On March 3, 2025, we completed the Blis Acquisition, and as a result, Blis became a wholly owned subsidiary of T-Mobile.

In exchange, we transferred cash of $180 million.

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

Lumos Joint Venture

On April 1, 2025, we completed the joint acquisition of Lumos.

During the three months ended June 30, 2025, we invested $932 million to acquire a 50% equity interest in the joint venture and 97,000 fiber customers.

In addition, pursuant to the definitive agreement, we expect to make an additional capital contribution of approximately $500 million between 2027 and 2028 under the existing business plan.

For more information regarding the Lumos joint venture, see Note 3 – Joint Ventures of the Notes to the Condensed Consolidated Financial Statements.

Metronet Joint Venture

On July 24, 2025, we completed the joint acquisition of Metronet.

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 residential fiber customers.

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

For more information regarding the Metronet joint venture, see Note 3 – Joint Ventures of the Notes to the Condensed Consolidated Financial Statements.

Acquisition of UScellular Wireless Business

On August 1, 2025, we completed 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.

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

Off-Balance Sheet Arrangements

We have arrangements, as amended from time to time, to sell certain EIP accounts receivable and service accounts receivable on a revolving basis as a source of liquidity.

As of June 30, 2025, we derecognized net receivables of $1.6 billion upon sale through these arrangements.

As of September 30, 2025, we derecognized net receivables of $1.7 billion upon sale through these arrangements.

For more information regarding these off-balance sheet arrangements, see Note 5 – Sales of Certain Receivables of the Notes to the Condensed Consolidated Financial Statements.

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We have incurred, and will incur, substantial expenses to comply with the Government Commitments (as defined below), and we have incurred all of the remaining restructuring and integration costs associated with the Sprint Merger, with the cash expenditures for the Sprint Merger-related costs extending beyond 2024.

Additionally, we are expecting to incur substantial expenses in connection with the UScellular Acquisition, including coordinating and integrating businesses, operations, policies and procedures.

Many of the expenses that will be incurred, by their nature, are difficult to estimate accurately.

These expenses could exceed the costs historically borne by us and adversely affect our financial condition and results of operations.

There are a number of additional risks and uncertainties that could cause our financial and operating results and capital requirements to differ materially from our projections, which could cause future liquidity to differ materially from our assessment.

The indentures, supplemental indentures and credit agreements governing our long-term debt to affiliates and third parties, excluding financing leases, contain covenants that, among other things, limit the ability of the Issuers or borrowers and the Guarantor Subsidiaries to incur more debt, create liens or other encumbrances, and merge, consolidate or sell, or otherwise dispose of, substantially all of their assets.

We were in compliance with all restrictive debt covenants as of June 30, 2025.

We were in compliance with all restrictive debt covenants as of September 30, 2025.

Financing Lease Facilities

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We expect to enter into up to a total of $1.2 billion in financing lease commitments during the year ending December 31, 2025.

As of June 30, 2025, we have entered into $10.6 billion of financing leases under these financing lease facilities, of which $424 million and $667 million was executed during the three and six months ended June 30, 2025, respectively.

As of September 30, 2025, we have entered into $10.9 billion of financing leases under these financing lease facilities, of which $317 million and $984 million was executed during the three and nine months ended September 30, 2025, respectively.

Capital Expenditures

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• Approximately $19.0 billion in a discretionary and flexible envelope for potential activities, which may include de-levering, investments in our core business, strategic investments, and/or additional capital returns to stockholders beyond the $50.0 billion initial allocation;

• Approximately $11.0 billion for announced transactions, including the acquisitions closed during the six months ended June 30, 2025.

• Approximately $11.0 billion for announced transactions, including the acquisitions closed during the nine months ended September 30, 2025.

See Note 2 - Business Combinations , Note 3 - Joint Ventures and Note 7 – Goodwill, Spectrum License Transactions and Other Intangible Assets for additional information.

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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 was presented within Net cash used in financing activities on our Condensed Consolidated Statements of Cash Flows.

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

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.

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 under the 2025 Stockholder Return Program.

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.

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 was presented within Net cash (used in) provided by financing activities on our Condensed Consolidated Statements of Cash Flows.

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

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.

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.

For additional information regarding the 2025 Stockholder Return Program, see Note 13 - Stockholder Return Program of the Notes to the Condensed Consolidated Financial Statements.

Related Party Transactions

We have related party transactions associated with DT, SoftBank or their respective affiliates in the ordinary course of business, including intercompany servicing and licensing.

As of July 18, 2025, DT and SoftBank held, directly or indirectly, approximately 52.2% and 5.7%, respectively, of the outstanding T-Mobile common stock, with the remaining approximately 42.1% of the outstanding T-Mobile common stock held by other stockholders.

As a result of the Proxy, Lock-Up and ROFR Agreement, dated April 1, 2020, by and between DT and SoftBank, DT has voting control, as of July 18, 2025, over approximately 57.5% of the outstanding T-Mobile common stock.

We have related party transactions associated with DT or its respective affiliates in the ordinary course of business, including intercompany servicing and licensing.

As of October 17, 2025, DT held, directly or indirectly, approximately 52.1% of the outstanding T-Mobile common stock.

As a result of the Proxy, Lock-Up and ROFR Agreement, dated April 1, 2020, by and between DT and SoftBank, DT has voting control, as of October 17, 2025, over approximately 56.1% of the outstanding T-Mobile common stock.

Disclosure of Iranian Activities under Section 13(r) of the Exchange Act

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affiliates in compliance with applicable law, and whether or not the activities are sanctionable under U.S.

As of the date of this report, we are not aware of any activity, transaction or dealing by us or any of our affiliates for the three months ended June 30, 2025, that requires disclosure in this report under Section 13(r) of the Exchange Act, except as set forth below with respect to affiliates that we do not control and that are our affiliates solely due to their common control with either DT or SoftBank.

As of the date of this report, we are not aware of any activity, transaction or dealing by us or any of our affiliates for the three months ended September 30, 2025, that requires disclosure in this report under Section 13(r) of the Exchange Act, except as set forth below with respect to affiliates or former affiliates that we do not control and that are our affiliates or former affiliates solely due to their common control with either DT or SoftBank.

We have relied upon DT and SoftBank for information regarding their respective activities, transactions and dealings.

On August 6, 2025, SoftBank ceased to be our affiliate.

DT, through certain of its non-U.S.

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Irancell Telecommunications Services Company, Telecommunication Kish Company, Mobile Telecommunication Company of Iran, and Telecommunication Infrastructure Company of Iran.

In addition, during the three months ended June 30, 2025, DT, through certain of its non-U.S.

subsidiaries, provided basic telecommunications services to seven customers in Germany identified on

the Specially Designated Nationals and Blocked Persons List maintained by the U.S.

In addition, during the three months ended September 30, 2025, DT, through certain of its non-U.S.

subsidiaries, provided basic telecommunications services to seven customers in Germany identified on the Specially Designated Nationals and Blocked Persons List maintained by the U.S.

Department of Treasury’s Office of Foreign Assets Control:

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These services are in the process of being terminated, in particular by undertaking appropriate legal steps before German courts.

For the three months ended June 30, 2025, gross revenues of all DT affiliates generated by roaming and interconnection traffic and telecommunications services with the Iranian parties identified herein were less than $0.1 million, and the estimated net profits were less than $0.1 million.

For the three months ended September 30, 2025, gross revenues of all DT affiliates generated by roaming and interconnection traffic and telecommunications services with the Iranian parties identified herein were less than $0.1 million, and the estimated net profits were less than $0.1 million.

In addition, DT, through certain of its non-U.S.

subsidiaries that operate a fixed-line network in their respective European home countries (in particular, Germany), provides telecommunications services in the ordinary course of business to the Embassy of Iran in those European countries.

Gross revenues and net profits recorded from these activities for the three months ended June 30, 2025, were less than $0.1 million.

Gross revenues and net profits recorded from these activities for the three months ended September 30, 2025, were less than $0.1 million.

We understand that DT intends to continue these activities.

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subsidiaries, provides roaming services in Iran through Irancell Telecommunications Services Company.

During the three months ended June 30, 2025, SoftBank had no gross revenues from such services, and no net profit was generated.

During the three months ended September 30, 2025, SoftBank had no gross revenues from such services, and no net profit was generated.

We understand that the SoftBank subsidiary intends to continue such services.

This subsidiary also provides telecommunications services in the ordinary course of business to accounts affiliated with the Embassy of Iran in Japan.

During the three months ended June 30, 2025, SoftBank estimates that gross revenues and net profit generated by such services were both under $0.1 million.

During the three months ended September 30, 2025, SoftBank estimates that gross revenues and net profit generated by such services were both under $0.1 million.

We understand that the SoftBank subsidiary is obligated under contract and intends to continue such services.

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indirect subsidiaries, provides office supplies to the Embassy of Iran in Japan.

SoftBank estimates that gross revenues and net profit generated by such services during the three months ended June 30, 2025, were both under $0.1 million.

SoftBank estimates that gross revenues and net profit generated by such services during the three months ended September 30, 2025, were both under $0.1 million.

We understand that the SoftBank subsidiary intends to continue such activities.

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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 2. Management’s Discussion and Analysis