What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2026-02-11 compared with 2025-01-31 · 737 added, 429 removed, 1496 unchanged (44% of the section changed)

35 unchanged sentences

The Company generates revenues from providing wireless communications services and selling devices and accessories to customers.

The processing and recording of service revenues related to monthly wireless services billings is highly automated and is based on contractual terms with customers.

The processing and recording of postpaid and prepaid service revenues related to monthly wireless services billings is highly automated and is based on contractual terms with customers.

Equipment revenues related to device and accessory sales are typically recognized at a point in time when control of the device or accessory is transferred to the customer or dealer.

The Company’s service and equipment revenues consist of a significant volume of low-dollar transactions accumulated from multiple systems and databases.

Given the large volume of low-dollar service and equipment revenue transactions which are initiated, accumulated, and recorded in multiple systems and databases, auditing service and equipment revenues was complex and challenging due to the extent of audit effort required and the need for professionals with expertise in information technology (IT) to identify, evaluate, and test the Company’s systems, databases, automated controls, and system interface controls.

The Company’s postpaid service revenues, prepaid service revenues and equipment revenues consist of a significant volume of low-dollar transactions accumulated from multiple systems and databases.

Given the large volume of low-dollar postpaid service, prepaid service and equipment revenue transactions which are initiated, accumulated, and recorded in multiple systems and databases, auditing postpaid service revenues, prepaid service revenues and equipment revenues was complex and challenging due to the extent of audit effort required and the need for professionals with expertise in information technology (IT) to identify, evaluate, and test the Company’s systems, databases, automated controls, and system interface controls.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the Company’s service and equipment revenue transactions included the following, among others:

Our audit procedures related to the Company’s postpaid service revenue, prepaid service revenue and equipment revenue transactions included the following, among others:

• With the assistance of our IT specialists, we:

◦ Identified the relevant systems and databases used to process service and equipment revenue transactions and tested the relevant IT controls over each of those systems and databases.

◦ Performed testing of automated business controls and system interface controls within service and equipment revenues.

◦ Identified the relevant systems and databases used to process postpaid service, prepaid service and equipment revenue transactions and tested the relevant IT controls over each of those systems and databases.

◦ Performed testing of automated business controls and system interface controls within postpaid service, prepaid service and equipment revenues.

• We tested internal controls in the revenue accounting processes, including those in place to (a) establish revenue recognition accounting policies for promotional offers, (b) record revenue and the related promotional offers in accordance with the established accounting policies and (c) reconcile the various systems to the Company’s general ledger.

• We created data visualizations to evaluate recorded service and equipment revenue and trends in the related subscriber data.

• For a selection of wholesale service revenue and equipment revenue transactions, we compared the amounts recognized to contractual agreements or other source documents and tested the mathematical accuracy of the recorded revenue.

• We created data visualizations to evaluate recorded postpaid service, prepaid service and equipment revenue and trends in the related subscriber data.

• For a selection of equipment revenue transactions, we compared the amounts recognized to contractual agreements or other source documents and tested the mathematical accuracy of the recorded revenue.

• We developed an expectation of postpaid and prepaid service revenue amounts using historical service revenue and subscriber information and compared it to the recorded amount.

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Seattle, Washington

January 31, 2025

February 11, 2026

We have served as the Company’s auditor since 2022.

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Selling, general and administrative 23,470 20,818 21,311

Gain on disposal group held for sale — — ( 25 )

Impairment expense 278 — —

(Gain) loss on disposal group held for sale — ( 25 ) 1,087

Depreciation and amortization 13,508 12,919 12,818

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Interest expense, net ( 3,774 ) ( 3,411 ) ( 3,335 )

Other income (expense), net 113 68 ( 33 )

Other (expense) income, net ( 224 ) 113 68

Total other expense, net ( 3,998 ) ( 3,298 ) ( 3,267 )

5 unchanged sentences

Reclassification of loss from cash flow hedges, net of tax effect of $ 65 , $ 60 and $ 56

Reclassification of loss from fair value hedges, net of unrealized loss on fair value hedges, net of tax effect of $ 5 , $ 0 and $ 0

Unrealized gain (loss) on foreign currency translation adjustment, net of tax effect of $ 0 , $ 0 and $( 1 )

Actuarial (loss) gain, net of amortization and reclassification, on pension and other postretirement benefits, net of tax effect of $( 29 ), $( 31 ) and $ 61

(Losses) gains on fair value hedges, net of tax effect of $( 64 ), $ 5 and $ 0

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

Actuarial gain (loss), net of amortization and reclassification, on pension and other postretirement benefits, net of tax effect of $ 2 , $( 29 ) and $( 31 )

7 ( 85 ) ( 90 )

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Purchases of spectrum licenses and other intangible assets, including deposits ( 2,568 ) ( 3,471 ) ( 1,010 )

Proceeds from the sale of property, equipment and intangible assets 2,168 99 153

Proceeds from sales of tower sites — — 12

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Acquisition of companies, net of cash acquired ( 3,523 ) ( 373 ) —

Investments in unconsolidated affiliates, net ( 4,056 ) ( 18 ) ( 7 )

Other, net 327 ( 48 ) 8

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Financing activities

Proceeds from issuance of long-term debt 8,587 8,446 3,714

Proceeds from issuance of long-term debt, net 12,010 8,587 8,446

Repayments of financing lease obligations ( 1,252 ) ( 1,367 ) ( 1,227 )

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Net cash used in financing activities ( 10,081 ) ( 12,815 ) ( 12,097 )

Change in cash and cash equivalents, including restricted cash and cash held for sale 406 633 ( 2,029 )

Cash and cash equivalents, including restricted cash and cash held for sale

Effect of exchange rate changes on cash and cash equivalents, including restricted cash 1 — —

Change in cash and cash equivalents, including restricted cash 263 406 633

Cash and cash equivalents, including restricted cash

Beginning of period 5,713 5,307 4,674

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Net income — — — — — 8,317 8,317

Dividends declared ($ 0.65 per share)

— — — — — ( 747 ) ( 747 )

Other comprehensive income — — — — 82 — 82

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Repurchases of common stock ( 92,925,044 ) 92,925,044 ( 13,255 ) — — — ( 13,255 )

SoftBank contingent shares settlement (1)

48,751,557 ( 48,751,557 ) 6,901 ( 6,849 ) — — 52

Other, net 202,500 6,887 ( 3 ) 13 — — 10

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Repurchases of common stock ( 59,376,922 ) 59,376,922 ( 11,206 ) — — — ( 11,206 )

SoftBank contingent shares settlement (1)

48,751,557 ( 48,751,557 ) 6,901 ( 6,849 ) — — 52

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

Other, net 177,003 20,938 ( 5 ) 16 — — 11

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Repurchases of common stock ( 42,363,226 ) 42,363,226 ( 9,957 ) — — — ( 9,957 )

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

Other, net 90,909 ( 14,335 ) ( 4 ) 53 — — 49

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T-Mobile US, Inc.

(“T-Mobile,” “we,” “our,” “us” or the “Company”), together with its consolidated subsidiaries, is a leading provider of wireless communications services, including voice, messaging and data, under its flagship brands, T-Mobile, Metro™ by T-Mobile (“Metro by T-Mobile”) and Mint Mobile, in the United States, Puerto Rico and the U.S.

(“T-Mobile,” “we,” “our,” “us” or the “Company”), together with its consolidated subsidiaries, is a leading provider of wireless communications and broadband services, including voice, messaging and data, under its flagship brands, T-Mobile, Metro™ by T-Mobile (“Metro by T-Mobile”) and Mint Mobile, in the United States, Puerto Rico and the U.S.

Virgin Islands.

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Virgin Islands.

We provide wireless communications services primarily using our 5G technology network and our 4G Long Term Evolution (“LTE”) network.

We provide wireless communications and broadband services primarily using our 5G technology network.

We also offer a wide selection of wireless devices, including handsets, tablets and other mobile communication devices, and accessories for sale, as well as financing through equipment installment plans (“EIP”).

We provide reinsurance for device insurance policies and extended warranty contracts offered to our wireless communications customers.

In addition to our wireless communications services, we offer High Speed Internet utilizing our nationwide 5G network.

Basis of Presentation

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Intercompany transactions and balances have been eliminated in consolidation.

Investments in entities that we do not control but have significant influence are accounted for under the equity method.

We record our proportionate share of our equity method investees’ earnings (losses) within Other (expense) income, net on our Consolidated Statements of Comprehensive Income.

We operate as a single operating segment.

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We offer certain customers the option to pay for their devices and other purchases in installments, generally over a period of 24 months, using an EIP.

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

EIP receivables are presented on our Consolidated Balance Sheets at their amortized cost basis (i.e., the receivables’ UPB as adjusted for any written-off amounts due to impairment and unamortized discounts), net of the allowance for credit losses.

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The receivables are recorded at their present value, which is determined by discounting expected future cash payments at the imputed interest rate.

This adjustment results in a discount or reduction in the transaction price of the contract with a customer, which is allocated to the performance obligations of the arrangement such as Service and Equipment revenues on our Consolidated Statements of Comprehensive Income.

The imputed discount rate reflects a current market interest rate and includes a component for estimated credit risk underlying the EIP receivable, reflecting the

This adjustment results in a discount or reduction in the transaction price of the contract with a customer, which is allocated to the

Index for Notes to the Consolidated Financial Statements

estimated credit worthiness of the customer.

performance obligations of the arrangement such as Service and Equipment revenues on our Consolidated Statements of Comprehensive Income.

The imputed discount rate reflects a current market interest rate and includes a component for estimated credit risk underlying the EIP receivable, reflecting the estimated credit worthiness of the customer.

The imputed discount on receivables is amortized over the financed installment term using the effective interest method and recognized as Other revenues on our Consolidated Statements of Comprehensive Income.

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The carrying value of a long-lived asset or asset group is not recoverable if the carrying value exceeds the sum of the estimated undiscounted future cash flows expected to be generated from the use and eventual disposition of the asset or asset group.

If the estimated undiscounted future cash flows do not exceed the asset or asset group’s carrying amount, then an impairment loss is recorded, measured as the amount by which the carrying amount of a long-lived asset or asset group exceeds its estimated fair valu e.

See Note 6 - Property and Equipment for further information.

Business Combinations

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The excess of purchase price over the fair value of assets acquired and liabilities assumed is recorded as goodwill.

Determining fair value of identifiable assets, particularly intangibles, and liabilities acquired requires management to make estimates, which are based on all available information and in some cases assumptions with respect to the timing and amount of future revenues and expenses associated with an asset or liability.

See Note 2 – Business Combinations for further discussion of our acquisitions.

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future revenues and expenses associated with an asset or liability.

See Note 2 – Business Combinations for further discussion of our acquisitions.

Goodwill and Indefinite-Lived Intangible Assets

Goodwill consists of the excess of the purchase price over the fair value of identifiable net assets acquired in a business combination and is assigned to our one reporting unit:

Goodwill consists of the excess of the purchase price over the fair value of identifiable net assets acquired in a business combination and is assigned at the reporting unit level.

We identify our reporting units at the level of our Wireless operating segment or one level below.

Spectrum Licenses

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We assess the carrying value of our goodwill and other indefinite-lived intangible assets, such as our spectrum license portfolio, for potential impairment annually as of December 31 or more frequently, if events or changes in circumstances indicate such assets might be impaired.

We test goodwill on a reporting unit basis by comparing the estimated fair value of the reporting unit to its book value.

If the fair value exceeds the book value, then no impairment is measured.

As of December 31, 2024, we have identified one reporting unit:

The wireless reporting unit consists of all the assets and liabilities of T-Mobile US, Inc.

Index for Notes to the Consolidated Financial Statements

We test goodwill on a reporting unit basis by comparing the estimated fair value of the reporting unit to its book value.

If the fair value of the reporting unit exceeds the book value, then no impairment is measured.

When assessing goodwill for impairment we may elect to first perform a qualitative assessment to determine if the quantitative impairment test is necessary.

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however, the loss recognized would not exceed the total amount of goodwill allocated to that reporting unit.

We employ a qualitative approach to assess the wireless reporting unit.

The fair value of the wireless reporting unit is determined using a market approach, which is based on market capitalization.

We recognize that market capitalization is subject to volatility and will monitor changes in market capitalization to determine whether declines, if any, necessitate an interim impairment review.

In the event market capitalization does decline below its book value, we will consider the length, severity and reasons for the decline when assessing whether potential impairment exists, including considering whether a control premium should be added to the market capitalization.

We employ a qualitative approach to assess our reporting units.

The fair value of each reporting unit is determined using both a market approach and an income approach.

We utilize market capitalization, discounted cash flow model and a market multiples approach to estimate the fair value of our reporting units.

We recognize that the market capitalization of T-Mobile and the trading multiples of the comparable public companies are subject to volatility and will monitor changes in market capitalization and the trading multiples of the comparable public companies to determine whether declines, if any, necessitate an interim impairment review.

In the event market capitalization or the indicated value from market multiples of comparable public companies indicate a decline in fair value below the carrying value of each reporting unit, we will consider the length, severity and reasons for the decline when assessing whether potential impairment exists, including considering whether a control premium should be added to the market capitalization.

We believe short-term fluctuations in share price may not necessarily reflect the underlying aggregate fair value.

No events or change in circumstances have occurred that indicate the fair value of the wireless reporting unit may be below its carrying amount at December 31, 2024.

No events or changes in circumstances have occurred that indicate the fair value of our reporting units may be below their carrying amount at December 31, 2025.

We test our spectrum licenses for impairment on an aggregate basis, consistent with our management of the overall business at a national level.

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We employ the qualitative method.

We estimate fair value of spectrum licenses using the Greenfield methodology.

We estimate fair value of spectrum licenses using the Greenfield methodology and comparable market transactions.

The Greenfield methodology values the spectrum licenses by calculating the cash flow generating potential of a hypothetical start-up company that goes into business with no assets except for the asset to be valued (in this case, spectrum licenses) and makes investments required to build an operation comparable to current use.

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The cash flows are discounted using a weighted-average cost of capital.

Where market data is available, we also incorporate indicated spectrum license values using a market multiple approach.

No events or change in circumstances have occurred that indicate the fair value of the Spectrum licenses may be below their carrying amount at December 31, 2025.

The valuation approaches utilized to estimate fair value for the purposes of the impairment tests of goodwill and spectrum licenses may require that management make difficult, subjective and complex judgements about matters that are inherently uncertain.

If actual results or future expectations are not consistent with the assumptions used in our estimate of fair value, it may result in the recording of significant impairment charges on goodwill or spectrum licenses.

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For more information regarding our impairment assessments of indefinite-lived intangible assets, see Note 7 – Goodwill, Spectrum License Transactions and Other Intangible Assets .

Equity Method Investments

Investments in entities that we do not control but have significant influence are accounted for under the equity method.

We record our proportionate share of our equity method investees’ earnings (losses) within Other (expense) income, net on our Consolidated Statements of Comprehensive Income.

For our equity method investments, we perform a qualitative assessment for impairment quarterly or whenever significant events or changes in circumstances indicate that the carrying amount of the investment might not be recoverable.

Index for Notes to the Consolidated Financial Statements

whether impairment indicators exist by evaluating the companies' financial and liquidity position and access to capital resources, among other indicators.

If a qualitative assessment indicates that the investment may be impaired, we prepare a quantitative assessment of the fair value of the investment using a market approach or an income approach.

In the event the estimated fair value of an investment declines below the carrying value and we determine the decline in fair value is other than temporary, an impairment charge is recorded, measured as the amount by which the carrying amount of the investment exceeds its estimated fair value.

Fair Value Measurements

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Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the placement of assets and liabilities being measured within the fair value hierarchy.

Index for Notes to the Consolidated Financial Statements

The carrying values of Cash and cash equivalents, Accounts receivable and Accounts payable and accrued liabilities approximate fair value due to the short-term maturities of these instruments.

The carrying values of EIP receivables approximate fair value as the receivables are recorded at their present value using an imputed interest rate.

The carrying values of EIP receivables approximate fair value as the receivables are generally recorded at their present value using an imputed interest rate.

With the exception of certain long-term fixed-rate debt, there were no financial instruments with a carrying value materially different from their fair value.

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Foreign Currency Transactions

On May 8, 2024, we issued € 2.0 billion of euro (“EUR”) denominated debt.

As of December 31, 2025, we held € 4.8 billion of euro (“EUR”) denominated debt, which is subject to foreign currency exchange rate fluctuations.

T-Mobile’s functional currency is the U.S.

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Each period, we convert activity and balances in EUR into USD using average exchange rates for the period for income statement amounts and using end-of-period or spot exchange rates for assets and liabilities.

We record transaction gains and losses resulting from the conversion of transaction currency to functional currency as a component of Other income (expense), net on our Consolidated Statements of Comprehensive Income.

We record transaction gains and losses resulting from the conversion of transaction currency to functional currency as a component of Other (expense) income, net on our Consolidated Statements of Comprehensive Income.

Derivative and Hedging Instruments

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For cash flow hedges, as well as fair value foreign currency hedges, the change in the fair value of the derivative instruments is reported in Accumulated other comprehensive loss and recognized in earnings when the hedged item is recognized in earnings, again, through the same income statement line item.

Index for Notes to the Consolidated Financial Statements

Revenue Recognition

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Consideration payable to a customer is treated as a reduction of the total transaction price, unless the payment is in exchange for a distinct good or service, such as certain commissions paid to dealers, in which case the payment is treated as a purchase of that distinct good or service.

Index for Notes to the Consolidated Financial Statements

Federal Universal Service Fund (“USF”) and state USF fees are assessed to T-Mobile by various governmental authorities in connection with the services we provide to our customers and are included in Cost of services.

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However, we have elected the practical expedient of not recognizing the effects of a significant financing component for contracts where we expect, at contract inception, that the period between the transfer of a performance obligation to a customer and the customer’s payment for that performance obligation will be one year or less.

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Imputed Interest on EIP Receivables

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The transaction price can include non-refundable upfront fees, which are allocated to the identifiable performance obligations.

Index for Notes to the Consolidated Financial Statements

Contract assets are included in Other current assets and Other assets and contract liabilities are included in Deferred revenue on our Consolidated Balance Sheets.

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See Note 11 – Revenue from Contracts with Customers for further information.

Wireline Business

On September 6, 2022, Sprint Communications LLC, a Kansas limited liability company and wholly owned subsidiary of the Company (“Sprint Communications”), Sprint LLC, a Delaware limited liability company and wholly owned subsidiary of the Company, and Cogent Infrastructure, Inc., a Delaware corporation (the “Buyer”) and a wholly owned subsidiary of Cogent Communications Holdings, Inc., entered into a Membership Interest Purchase Agreement (the “Wireline Sale Agreement”), pursuant to which Cogent Infrastructure, Inc.

agreed to acquire the U.S.

long-haul fiber network and operations (including the non-U.S.

extensions thereof) of Sprint Communications and its subsidiaries (the “Wireline Business”).

Such transactions contemplated by the Wireline Sale Agreement are collectively referred to as the “Wireline Transaction.” On May 1, 2023, Cogent Infrastructure, Inc.

and the Company completed the Wireline Transaction.

Under the terms of the Wireline Sale Agreement, the Company agreed to make payments pursuant to an IP transit services agreement totaling $ 700 million, consisting of (i) $ 350 million in equal monthly installments during the first year after the closing and (ii) $ 350 million in equal monthly installments over the subsequent 42 months.

The present value of the $ 700 million liability for fees payable for IP transit services was recognized and treated as part of the consideration exchanged with the Buyer to complete the disposal transaction, as there is a remote likelihood we will use any more than a de minimis amount of the services under the IP transit services agreement.

Therefore, we concluded the cash payment obligations under the IP transit services agreement were part of the consideration paid to the Buyer to facilitate the sale of the Wireline Business, and therefore, included in measuring the fair value less costs to sell of the Wireline Business disposal group.

As of December 31, 2024 and 2023, $ 100 million and $ 183 million of the liability associated with the IP transit services agreement, including accrued interest, is presented within Other current liabilities, respectively, and $ 168 million and $ 255 million of this liability, including accrued interest, is presented within Other long-term liabilities, respectively, on our Consolidated Balance Sheets.

During the year ended December 31, 2022, we recognized a pre-tax loss of $ 1.1 billion within (Gain) loss on disposal group held for sale and a non-cash expense of $ 477 million within Impairment expense on our Consolidated Statements of Comprehensive Income related to the disposition of the Wireline Business.

Index for Notes to the Consolidated Financial Statements

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In 2012, we entered into a prepaid master lease arrangement in which we as the lessor provided the rights to utilize tower sites and we leased back space on certain of those towers.

Prior to our merger (the “Merger”) with Sprint Corporation (“Sprint”), Sprint entered into a similar lease-out and leaseback arrangement that we assumed in the Merger.

Prior to our merger (the “Sprint Merger”) with Sprint Corporation (“Sprint”), Sprint entered into a similar lease-out and leaseback arrangement that we assumed in the Sprint Merger.

These arrangements are treated as failed sale leasebacks in which the proceeds received are reported as a financing obligation.

The principal payments on the tower obligations are included in Other, net within Net cash provided by (used in) financing activities on our Consolidated Statements of Cash Flows.

The principal payments on the tower obligations are included in Other, net within Net cash used in financing activities on our Consolidated Statements of Cash Flows.

Our historical tower site asset costs are reported in Property and equipment, net on our Consolidated Balance Sheets and are depreciated.

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As of December 31, 2005, the Pension Plan was amended to freeze benefit plan accruals for participants.

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The investments in the Pension Plan are measured at fair value on a recurring basis each quarter using quoted market prices or the net asset value per share as a practical expedient.

The projected benefit obligations associated with the Pension Plan are determined based on actuarial models utilizing mortality tables and discount rates applied to the expected benefit term.

The projected benefit obligations associated with the Pension Plan are

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determined based on actuarial models utilizing mortality tables and discount rates applied to the expected benefit term.

See Note 13 – Employee Compensation and Benefit Plans for further information on the Pension Plan.

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The 2023-2024 Stockholder Return Program consisted of additional repurchases of shares of our common stock and the payment of cash dividends.

On December 13, 2024, we announced that our Board of Directors authorized our 2025 Stockholder Return Program of up to $ 14.0 billion that will run through December 31, 2025 (“2025 Stockholder Return Program”).

On December 13, 2024, we announced that our Board of Directors authorized our 2025 Stockholder Return Program of up to $ 14.0 billion through December 31, 2025 (the “2025 Stockholder Return Program”).

The 2025 Stockholder Return Program consisted of additional repurchases of shares of our common stock and the payment of cash dividends.

On December 11, 2025, we announced that our Board of Directors authorized our 2026 Stockholder Return Program of up to $ 14.6 billion that will run through December 31, 2026 (the “2026 Stockholder Return Program”).

The 2026 Stockholder Return Program is expected to consist of additional repurchases of shares of our common stock and the payment of cash dividends.

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We recognize a liability for dividends declared but for which cash has not been paid in Other current liabilities on our Consolidated Balance Sheets.

Dividend cash payments to stockholders are included in Net cash provided by (used in) financing activities on our Consolidated Statements of Cash Flows.

Dividend cash payments to stockholders are included in Net cash used in financing activities on our Consolidated Statements of Cash Flows.

See Note 15 - Stockholder Return Programs for further information.

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Accounting Pronouncements Adopted During the Current Year

Segment Reporting Disclosures

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, “Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures.” The standard expands reportable segment disclosure requirements for public business entities primarily through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit (referred to as the “significant expense principle”).

We have adopted this standard for our fiscal year 2024 annual financial statements and interim financial statements thereafter and have applied this standard retrospectively for all prior periods presented in the financial statements.

See Note 12 – Segment Reporting for further information.

Accounting Pronouncements Not Yet Adopted

Income Tax Disclosures

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740):

Improvements to Income Tax Disclosures.” The standard enhances income tax disclosure requirements for all entities by requiring specified categories and greater disaggregation within the rate reconciliation table, disclosure of income taxes paid by jurisdiction, and providing clarification

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, “Income Taxes (Topic 740):

We adopted the standard for our fiscal year 2025 annual financial statements.

The guidance was applied retrospectively, and the required disclosures have been included in the Notes to the Consolidated Financial Statements.

See Note 14 – Income Ta xes for further information.

Credit Losses:

Purchased Loans

In November 2025, the FASB issued ASU 2025-08, “Financial instruments – Credit Losses (Topic 326):

Purchased Loans,” which amends the guidance in ASC 326 on the accounting for certain purchased loans.

Under the ASU, entities must account for acquired loans, excluding credit card, that meet certain criteria at acquisition (purchased seasoned loans) by recognizing them at their purchase price plus an allowance for expected credit losses.

Purchased seasoned loans are defined as either:

(1) non-purchased credit deteriorated loans that are obtained in a business combination, or (2) non-purchased credit deteriorated loans that (a) are obtained in an asset acquisition or upon consolidation of a variable interest entity that is not a business and (b)

Index for Notes to the Consolidated Financial Statements

on uncertain tax positions and related financial statement impacts.

The standard will be effective for us for our fiscal year 2025 annual financial statements with early adoption permitted.

We plan to adopt the standard when it becomes effective for us beginning in our fiscal year 2025 annual financial statements, and we expect the adoption of the standard will impact certain of our income tax disclosures.

are acquired more than 90 days after their origination date by a transferee that was not involved in their origination.

We adopted the standard for our fiscal year 2025 annual financial statements.

This guidance was applied retrospectively, and the adoption of the standard did not have a material impact on our Consolidated Financial Statements.

Accounting Pronouncements Not Yet Adopted

Disaggregation of Income Statement Expenses

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

Internal-Use Software Accounting and Disclosures

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

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

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

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

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

We do not expect the adoption to have a material impact on our Consolidated Financial Statements and related disclosures.

Interim Reporting

In December 2025, the FASB issued ASU 2025-11, “Interim Reporting (Topic 270):

Narrow-Scope Improvements.” The standard improves the navigability of interim disclosures, clarifies when Topic 270 applies and provides additional interim disclosure guidance, including a principle to disclose material events since the most recent annual reporting period.

The amendments do not change the underlying objectives of interim reporting but are designed to enhance clarity in application.

The standard is effective for us beginning January 1, 2028, with early adoption permitted, and may be applied prospectively or retrospectively.

We evaluated this standard and concluded our current interim reporting disclosures are consistent with this standard.

Accordingly, we do not expect the adoption of this standard to have a material impact on our interim reporting disclosures.

Note 2 – Business Combinations

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1 to the Merger and Unit Purchase Agreement, which amended, among other things, certain mechanics of the payment of the purchase consideration for the Ka’ena Acquisition, which resulted in a nominal increase in the percentage of cash compared to shares of T-Mobile common stock to be paid out as part of the total purchase price.

Upon the completion of certain customary closing conditions, including the receipt of certain regulatory approvals, on May 1, 2024 (the “Acquisition Date”), we completed the Ka’ena Acquisition, and as a result, Ka’ena became a wholly owned subsidiary of T-Mobile.

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

Upon the completion of certain customary closing conditions, including the receipt of certain regulatory approvals, on May 1, 2024 (the “Ka’ena Acquisition Date”), we completed the Ka’ena Acquisition, and as a result, Ka’ena became a wholly owned subsidiary of T-Mobile.

Concurrently, and as agreed upon through the Merger and Unit Purchase Agreement, T-Mobile and Ka’ena entered into certain separate transactions, including the effective settlement of the preexisting wholesale arrangement

Index for Notes to the Consolidated Financial Statements

between T-Mobile and Ka’ena and agreements with certain of the sellers to provide services to T-Mobile during the post-acquisition period.

Ka’ena is a provider of prepaid mobile services in the U.S.

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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 on our Consolidated Statements of Comprehensive Income, and for which Ka’ena incurred related expenses for the use of our network.

On the Acquisition Date, 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 Consolidated Statements of Comprehensive Income subsequent to the Acquisition Date.

On the Ka’ena Acquisition Date, 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 Consolidated Statements of Comprehensive Income subsequent to the Ka’ena Acquisition Date.

The Ka’ena Acquisition enhances the Company’s position as a leading prepaid wireless carrier by diversifying our brand identities, enhancing our distribution footprint and preserving the value of our relationship with Ka’ena through its acquisition, including the acquisition of its prepaid customer relationships.

The financial results of Ka’ena from the Acquisition Date through December 31, 2024, were not material to our Consolidated Statements of Comprehensive Income, nor were they material to our prior period consolidated results on a pro forma basis.

Costs related to the Ka’ena Acquisition were not material to our Consolidated Statements of Comprehensive Income.

The financial results of Ka’ena from the Ka’ena Acquisition Date through December 31, 2024, were not material to our Consolidated Statements of Comprehensive Income, nor were they material to our prior period consolidated results on a pro forma basis.

Costs for the Ka’ena Acquisition did not have a material impact on our Consolidated Statements of Comprehensive Income.

Consideration Transferred

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

On the 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

Index for Notes to the Consolidated Financial Statements

payment fair value of $ 956 million.

An additional amount of the upfront payment payable to certain sellers was deferred and may be paid through January 2026.

As of the Acquisition Date, we recognized a liability of $ 27 million for the fair value of this deferred amount, which is included in the fair value of consideration transferred in the Ka’ena Acquisition.

Furthermore, a portion of the upfront payment made on the Acquisition Date was for the settlement of the preexisting wholesale relationship with Ka’ena and excluded from the fair value of consideration transferred in the Ka’ena Acquisition.

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

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

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.

An additional amount of the upfront payment payable to certain sellers was deferred and may be paid through the first quarter of 2026.

As of the Ka’ena Acquisition Date, we recognized a liability of $ 27 million for the fair value of this deferred amount, which is included in the fair value of consideration transferred in the Ka’ena Acquisition.

Furthermore, 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 and excluded from the fair value of consideration transferred in the Ka’ena Acquisition.

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 amount payable in satisfaction of the earnout.

Based on the amount of the adjusted upfront payment, up to an additional $ 420 million in future cash and T-Mobile common stock is payable in satisfaction of the earnout, dependent upon Ka’ena’s achievement of specified performance indicators.

• $ 251 million of the potential earnout amount is payment for the acquired Ka’ena business, and we recognized a liability of $ 191 million for the fair value of such contingent consideration.

This liability is adjusted to fair value at each future reporting date until settled, with a corresponding offset recorded to Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

• $ 169 million of the potential earnout amount is payment for services to be provided to T-Mobile by certain of the sellers during the post-acquisition period, as well as the replacement of equity awards of certain Ka’ena employees.

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

• $ 251 million of the earnout amount is payment for the acquired Ka’ena business, and we recognized a liability of $ 191 million for the fair value of such deferred consideration as of the Ka’ena Acquisition Date.

This liability was adjusted to fair value at each reporting date through June 30, 2025, with a corresponding offset recorded to Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

• $ 169 million of the earnout amount is payment for services to be provided to T-Mobile by certain of the sellers during the post-acquisition period, as well as the replacement of equity awards of certain Ka’ena employees.

We recognize expenses as such services are provided during the post-acquisition period within Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income, with a corresponding offset to Other current liabilities and Other long-term liabilities on our Consolidated Balance Sheets.

The acquisition-date fair value of consideration transferred in the Ka’ena Acquisition totaled $ 1.1 billion, comprised of the following:

Index for Notes to the Consolidated Financial Statements

The acquisition-date fair value of consideration transferred in the Ka’ena Acquisition is comprised of the following:

(in millions) May 1, 2024

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Fair value of cash paid to Ka’ena stockholders related to the adjusted upfront payment 396

Fair value of contingent consideration 191

Fair value of deferred consideration 27

Fair value of deferred earnout consideration 191

Fair value of deferred other consideration 27

Total fair value of consideration exchanged $ 1,141

The fair value of contingent consideration related to the earnout was estimated using the income approach, a probability-weighted discounted cash flow model, whereby a Monte Carlo simulation method estimated the probability of different outcomes.

The fair value of the deferred earnout consideration was estimated using the income approach, a probability-weighted discounted cash flow model, whereby a Monte Carlo simulation method estimated the probability of different outcomes.

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

The key assumptions in applying the income approach for the contingent consideration include forecasted Ka’ena financial information, primarily revenue, marketing costs and customer metrics, the probability of achieving the forecasted financial information and the discount rate.

As of December 31, 2024, $ 202 million of liabilities for contingent consideration and $ 80 million of liabilities for post-acquisition services were presented within Other long-term liabilities on our Consolidated Balance Sheets.

The key assumptions in applying the income approach for the deferred earnout consideration include forecasted Ka’ena financial information, primarily revenue, marketing costs and customer metrics, the probability of achieving the forecasted financial information and the discount rate.

As of December 31, 2025, $ 242 million of liabilities for deferred earnout consideration and $ 157 million of liabilities for post-acquisition services were presented within current liabilities on our Consolidated Balance Sheets, and as of December 31, 2024, $ 202 million of liabilities for deferred consideration and $ 80 million of liabilities for post-acquisition services were presented within long-term liabilities on our Consolidated Balance Sheets.

Fair Value of Assets Acquired and Liabilities Assumed

We have accounted for the Ka’ena Acquisition as a business combination.

The identifiable assets acquired and liabilities assumed from Ka’ena were recorded at their provisionally assigned fair values as of the Acquisition Date and consolidated with those of T-Mobile.

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

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

Index for Notes to the Consolidated Financial Statements

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

We accounted for the Ka’ena Acquisition as a business combination.

The identifiable assets acquired and liabilities assumed from Ka’ena were recorded at their fair values as of the Ka’ena Acquisition Date and consolidated with those of T-Mobile.

Assigning fair values to the assets acquired and liabilities assumed at the Ka’ena Acquisition Date required the use of judgment regarding estimates and assumptions.

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

The following table summarizes the assigned fair values for each class of assets acquired and liabilities assumed at the Ka’ena Acquisition Date, as adjusted during the measurement period, which closed on April 30, 2025, based on information identified after the Ka’ena Acquisition Date.

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

We are in the process of finalizing the valuation of the assets acquired and liabilities assumed, including income tax-related amounts.

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

(in millions) May 1, 2024

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Total consideration transferred $ 1,141

Index for Notes to the Consolidated Financial Statements

Intangible Assets

Goodwill with a provisionally assigned value of $ 771 million represents the excess of the consideration transferred over the fair values of assets acquired and liabilities assumed.

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

Of the total provisionally assigned amount of goodwill resulting from the Ka’ena Acquisition of $ 771 million, the preliminary amount deductible for tax purposes is $ 90 million.

All of the goodwill acquired is allocated to the Wireless reporting unit.

Goodwill was assigned to our Wireless segment and has an assigned value of $ 777 million, which represents the excess of the consideration transferred over the fair values of assets acquired and liabilities assumed.

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

Of the total amount of assigned goodwill resulting from the Ka’ena Acquisition of $ 777 million, the amount deductible for tax purposes is $ 121 million.

Other intangible assets acquired primarily include $ 545 million of customer relationships with an estimated weighted-average useful life of six years , $ 70 million of tradenames with an estimated weighted-average useful life of eight years and $ 125 million of other intangible assets with an estimated weighted-average useful life of four years .

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

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

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

The key assumptions in applying the income approach include forecasted customer churn rates, revenue over an estimated period of time, the discount rate and estimated income taxes.

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 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”).

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

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

9 Limited Partnership and Iowa RSA No.

12 Limited Partnership (collectively, the “Iowa Entities”) for an aggregate purchase price of $ 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 telecommunications industry, achieve synergies and enhance our rural 5G coverage with our combined network footprint.

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

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

In exchange, on the UScellular Acquisition Date, we transferred cash of $ 2.8 billion.

Additionally, the closing of the UScellular Acquisition obligated us to execute the Exchange Offers.

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

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

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

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

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

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principal amount of $ 401 million and 5.500 % Senior Notes due June 2070 in an aggregate principal amount of $ 395 million.

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

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

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

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

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

The financial results of the UScellular Wireless Business from the UScellular Acquisition Date through December 31, 2025, were not material to our Consolidated Statements of Comprehensive Income, nor were they material to our prior period consolidated results on a pro forma basis.

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

Consideration Transferred

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

(in millions) August 1, 2025

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

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

Total fair value of consideration exchanged $ 2,855

The amount of cash paid on the UScellular Acquisition Date is subject to customary adjustments, which require agreement by the parties.

Fair Value of Assets Acquired and Liabilities Assumed

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

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

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

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

Index for Notes to the Consolidated Financial Statements

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

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

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

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

(in millions) August 1, 2025

Cash and cash equivalents $ 12

Accounts receivable 317

Equipment installment plan receivables 503

Inventory 129

Prepaid expenses 63

Other current assets 33

Property and equipment 1,448

Operating lease right-of-use assets (1)

Spectrum licenses 1,730

Other intangible assets 397

Equipment installment plan receivables due after one year 388

Deferred tax assets 64

Other assets 125

Total assets acquired 6,627

Accounts payable and accrued liabilities 296

Deferred revenue 275

Short-term operating lease liabilities (1)

Other current liabilities 114

Long-term debt (2)

Operating lease liabilities (1)

Other long-term liabilities 226

Total liabilities assumed 3,772

Total consideration transferred $ 2,855

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

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

Intangible Assets

Goodwill was assigned to our Wireless segment and has a provisionally assigned value of $ 219 million, which represents the excess of the consideration transferred over the fair values of assets acquired and liabilities assumed.

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

Of the total provisionally assigned amount of goodwill resulting from the UScellular Acquisition of $ 219 million, the preliminary amount deductible for tax purposes is $ 32 million.

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

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

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

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

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

The key assumptions in applying the income approach include forecasted subscriber churn rates, revenue over an estimated period of time, the discount rate and estimated income taxes.

Acquisition of UScellular Wireless Operations

On May 24, 2024, we entered into a securities purchase agreement with United States Cellular Corporation (“UScellular”), Telephone and Data Systems, Inc., and USCC Wireless Holdings, LLC, pursuant to which, among other things, we will acquire substantially all of UScellular’s wireless operations and select AWS, PCS, 600 MHz, 700 MHz and other spectrum assets 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 an exchange offer to be made to certain UScellular debtholders prior to closing.

To the extent any debtholders do not participate in the exchange, their bonds will continue as obligations of UScellular, and the cash portion of the purchase price will be correspondingly increased.

The transaction is expected to close in mid-2025, subject to customary closing conditions and receipt of certain regulatory approvals.

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

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

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

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

The key assumptions in applying the income approach

Index for Notes to the Consolidated Financial Statements

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.

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

Acquired Receivables

The fair value of the assets acquired includes Accounts receivable of $ 317 million and EIP receivables of $ 891 million.

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

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

Acquisition of Vistar Media Inc.

On December 20, 2024, we entered into an agreement and plan of merger for the acquisition of 100 % of the outstanding capital stock of Vistar Media Inc., a provider of technology solutions for digital-out-of-home advertisements, for a purchase price of approximately $ 625 million.

The purchase price is subject to certain agreed-upon working capital and other adjustments.

The acquisition is subject to certain customary closing conditions, including certain regulatory approvals, and is expected to close in the first quarter of 2025.

On December 20, 2024, we entered into an agreement and plan of merger for the acquisition of 100 % of the outstanding capital stock of Vistar, a provider of technology solutions for digital-out-of-home advertisements (the “Vistar Acquisition”).

Upon the completion of certain customary closing conditions, including the receipt of certain regulatory approvals, on February 3, 2025 (the “Vistar Acquisition Date”), 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.

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

The financial results of Vistar from the Vistar Acquisition Date through December 31, 2025, were not material to our Consolidated Statements of Comprehensive Income, nor were they material to our prior period consolidated results on a pro forma basis.

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

Fair Value of Assets Acquired and Liabilities Assumed

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

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

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

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

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

We are in the process of finalizing the valuation of the assets acquired and liabilities assumed, including income tax-related amounts.

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

(in millions) February 3, 2025

Cash and cash equivalents $ 42

Accounts receivable 157

Prepaid expense and other current assets 2

Property and equipment 1

Operating lease right-of-use assets 1

Other intangible assets 264

Total assets acquired 810

Accounts payable and accrued liabilities 129

Deferred revenue 1

Deferred tax liabilities 61

Operating lease liabilities 2

Total liabilities assumed 193

Total consideration transferred $ 617

Index for Notes to the Consolidated Financial Statements

Intangible Assets

Goodwill was assigned to our Wireless segment and has a provisionally assigned value of $ 343 million, which represents the excess of the consideration transferred over the fair values of assets acquired and liabilities assumed.

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

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

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

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

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

Acquisition of Blis Holdco Limited

On February 18, 2025, we entered into a share purchase agreement for the acquisition of 100 % of the outstanding capital stock of Blis, a provider of advertising solutions (the “Blis Acquisition”).

Upon the completion of certain customary closing conditions, including the receipt of certain regulatory approvals, on March 3, 2025 (the “Blis Acquisition Date”), 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.

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

The financial results of Blis from the Blis Acquisition Date through December 31, 2025, were not material to our Consolidated Statements of Comprehensive Income, nor were they material to our prior period consolidated results on a pro forma basis.

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

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

The fair value of consideration transferred as of the Blis Acquisition Date totaled $ 174 million.

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

The provisionally assigned fair values of total assets acquired, including goodwill, and total liabilities assumed at the Blis Acquisition Date were $ 264 million and $ 90 million, respectively.

Goodwill was assigned to our Wireless segment and has a provisionally assigned value of $ 105 million, which represents the excess of the consideration transferred over the fair values of assets acquired and liabilities assumed.

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

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

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

Note 3 – Joint Ventures

Lumos and Metronet Joint Ventures

On April 24, 2024, we entered into a definitive agreement with a fund operated by EQT, Infrastructure VI fund (“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.

The arrangement is expected to close in the first half of 2025, subject to customary closing conditions and regulatory approvals.

At closing, we expect to invest approximately $ 950 million in the joint venture to acquire a 50 % equity interest and all existing Lumos fiber customers.

Lumos Joint Venture

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.

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

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

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 in 2027 or 2028 under the existing business plan.

Index for Notes to the Consolidated Financial Statements

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.

Metronet Joint Venture

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

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

This arrangement is expected to close in 2025, subject to customary closing conditions and regulatory approvals.

At closing, we expect to invest approximately $ 4.9 billion in the joint venture to acquire a 50 % equity interest and all existing residential fiber customers, as well as funding the joint venture.

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

Upon closing of the transactions, we expect to account for the Lumos and Metronet joint ventures under the equity method of accounting and recognize service revenues for the acquired Lumos and Metronet fiber customers and wholesale costs paid to the joint ventures for network access within Cost of services on our Consolidated Statements of Comprehensive Income.

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

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

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

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

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

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

Method of Accounting

We account for the Lumos and Metronet joint ventures under the equity method of accounting.

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 Consolidated Statements of Comprehensive Income.

Note 4 – Receivables and Related Allowance for Credit Losses

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Our portfolio of receivables is comprised of two portfolio segments:

accounts receivable and equipment installment plan receivables.

accounts receivable and EIP receivables.

Accounts Receivable Portfolio Segment

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

Index for Notes to the Consolidated Financial Statements

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

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EIP Receivables Portfolio Segment

Based upon customer credit profiles at the time of customer origination, as well as subsequent credit performance, we classify the EIP receivables segment into two customer classes of “Prime” and “Subprime.” Prime customer receivables are those with lower credit risk, and Subprime customer receivables are those with higher credit risk.

Based upon customer credit profiles at the time of customer origination, as well as subsequent credit performance, we designate the EIP receivables segment into two customer classes of “Prime” and “Subprime.” Prime customer receivables are those with lower credit risk, and Subprime customer receivables are those with higher credit risk.

Customers may be required to make a down payment on their equipment purchases if their assessed credit risk exceeds established underwriting thresholds.

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

Index for Notes to the Consolidated Financial Statements

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

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

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

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

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

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

EIP receivables had a combined weighted-average effective interest rate of 10.3 % and 11.1 % as of December 31, 2025 and 2024, respectively.

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

$ 7,680 $ 6,588

Classified on our consolidated balance sheets as:

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EIP receivables, net of allowance for credit losses and imputed discount $ 7,680 $ 6,588

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

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

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

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

The following table presents the amortized cost of our EIP receivables by delinquency status, customer credit class and year of origination as of December 31, 2024:

The following table presents the amortized cost of our EIP receivables, including EIP receivables acquired through the UScellular Acquisition, by delinquency status, customer credit class and year of origination as of December 31, 2025:

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

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EIP receivables, net of unamortized imputed discount $ 4,998 $ 1,078 $ 1,522 $ 347 $ 105 $ 10 $ 6,625 $ 1,435 $ 8,060

Index for Notes to the Consolidated Financial Statements

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

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

Index for Notes to the Consolidated Financial Statements

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

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Write-offs ( 654 ) ( 664 ) ( 1,318 ) ( 577 ) ( 578 ) ( 1,155 ) ( 446 ) ( 518 ) ( 964 )

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

Change in imputed discount on short-term and long-term EIP receivables N/A 225 225 N/A 199 199 N/A 220 220

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We do not have material off-balance-sheet credit exposures as of December 31, 2025.

In connection with the sales of certain service accounts receivable and EIP receivables pursuant to the sale arrangements, we provide guarantees of credit performance (prior to November 1, 2024, this was deferred purchase price assets) included on our Consolidated Balance Sheets measured at fair value that are based on a discounted cash flow model using Level 3 inputs, including estimated customer default rates and credit worthiness, dilutions and recoveries.

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

See Note 5 – Sales of Certain Receivables for further information.

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The maximum funding commitment of the sale arrangement is $ 1.3 billion.

On October 22, 2024, we extended the scheduled expiration date of the EIP Sale Arrangement to November 18, 2025.

Index for Notes to the Consolidated Financial Statements

On November 10, 2025, we extended the scheduled expiration date of the EIP Sale Arrangement to November 18, 2026.

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

Sales of EIP receivables occur daily and are settled on a monthly basis.

Index for Notes to the Consolidated Financial Statements

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

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Accordingly, we include the balances and results of operations of the EIP BRE in our consolidated financial statements.

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

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

(in millions) December 31,

2025 December 31,

Other current assets $ 1 $ 348

Other assets — 103

Other current liabilities $ 90 $ 81

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Accordingly, we include the balances and results of operations of the Service BRE in our consolidated financial statements.

Index for Notes to the Consolidated Financial Statements

The following table summarizes the carrying amounts and classification of assets, which consists primarily of the deferred purchase price, and liabilities included on our Consolidated Balance Sheets with respect to the Service BRE:

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

(in millions) December 31,

2025 December 31,

Other current assets $ — $ 209

Other current liabilities $ 306 $ 328

Index for Notes to the Consolidated Financial Statements

In addition, the Service BRE is a separate legal entity with its own separate creditors who will be entitled, prior to any liquidation of the Service BRE, to be satisfied prior to any value in the Service BRE becoming available to us.

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At inception, we elected to measure the recourse guarantee liabilities at fair value with changes in fair value included in Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

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

As of December 31, 2024, our recourse guarantee liabilities related to the sales of service receivables and EIP receivables was $ 148 million, as collateralized by $ 286 million of gross service receivables and $ 505 million of gross EIP receivables pledged but unsold, which represent our maximum exposure under the recourse guarantee.

As of December 31, 2023, our deferred purchase price assets related to the sales of service receivables and EIP receivables was $ 658 million.

Index for Notes to the Consolidated Financial Statements

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

Our recourse guarantee liabilities related to the sales of service receivables and EIP receivables were $ 130 million and $ 148 million as of December 31, 2025, and December 31, 2024, respectively.

These liabilities were collateralized by $ 266 million and $ 286 million of gross service receivables and $ 535 million and $ 505 million of gross EIP receivables pledged, but unsold as of December 31, 2025, and December 31, 2024, respectively, which represent our maximum exposure under the recourse guarantee.

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

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Derecognized net service accounts receivable and EIP receivables $ 1,651 $ 1,616

Other current assets 1 557

of which, deferred purchase price — 555

Other assets — 103

of which, deferred purchase price — 103

Other current liabilities 397 409

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

We recognized losses from sales of receivables, including changes in fair value of the deferred purchase price assets as well as the recourse guarantee liabilities beginning on November 1, 2024, of $ 62 million, $ 165 million and $ 214 million for the years ended December 31, 2024, 2023 and 2022, respectively, in Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

We recognized losses from sales of receivables, including changes in fair value of the recourse guarantee liabilities, beginning on November 1, 2024, and deferred purchase price assets of $ 58 million, $ 62 million and $ 165 million for the years ended December 31, 2025, 2024 and 2023, respectively, in Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

Index for Notes to the Consolidated Financial Statements

Continuing Involvement

Pursuant to the EIP Sale Arrangement and Service Receivable Sale Arrangement described above, we have continuing involvement with the service accounts receivable and EIP receivables we sell, as we service the receivables, are required to replace certain receivables, including ineligible receivables, aged receivables and receivables where a write-off is imminent, and may be responsible for absorbing credit losses through performance under our recourse guarantee liabilities.

Pursuant to the EIP Sale Arrangement and Service Receivable Sale Arrangement described above, we have continuing involvement with the service accounts receivables and EIP receivables we sell, as we service the receivables, are required to replace certain receivables, including ineligible receivables, aged receivables and receivables where a write-off is imminent, and may be responsible for absorbing credit losses through performance under our recourse guarantee liabilities.

We continue to service the customers and their related receivables, including facilitating customer payment collection, in exchange for a monthly servicing fee.

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Property and equipment, net $ 38,333 $ 38,533

Total depreciation expense relating to property and equipment and financing lease right-of-use assets was $ 12.1 billion, $ 12.0 billion and $ 12.7 billion for the years ended December 31, 2024, 2023 and 2022, respectively.

These amounts include depreciation expense related to leased wireless devices of $ 54 million, $ 170 million and $ 1.1 billion for the years ended December 31, 2024, 2023 and 2022, respectively.

Index for Notes to the Consolidated Financial Statements

Total depreciation and amortization expense relating to property and equipment and financing lease right-of-use assets was $ 12.6 billion, $ 12.1 billion and $ 12.0 billion for the years ended December 31, 2025, 2024 and 2023.

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

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

Activity in our asset retirement obligations was as follows:

Activity in our asset retirement obligations for the years ended December 31, 2025 and 2024, were as follows:

(in millions) Year Ended

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Asset retirement obligations, beginning of year $ 1,535 $ 1,716

Fair value of liabilities acquired from the UScellular Acquisition 182 —

Liabilities incurred 35 21

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The corresponding assets, net of accumulated depreciation, related to asset retirement obligations were $ 561 million and $ 423 million as of December 31, 2025 and 2024, respectively.

Index for Notes to the Consolidated Financial Statements

Billing System Impairment

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

As a result, we recorded a non-cash impairment of $ 278 million related to capitalized software development costs during the year ended December 31, 2025, within Impairment expense on our Consolidated Statements of Comprehensive Income.

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

The change in the carrying amount of goodwill for the years ended December 31, 2024 and 2023, is as follows:

The changes in the carrying amount of goodwill for the years ended December 31, 2025 and 2024, are as follows:

(in millions) Goodwill

Balance as of December 31, 2023, net of accumulated impairment losses of $ 10,984

Goodwill from the Ka’ena Acquisition 771

Balance as of December 31, 2024

Preliminary goodwill from the Ka’ena Acquisition in 2024 771

Adjustment to goodwill from the Ka’ena Acquisition 6

Provisionally assigned goodwill from acquisitions in 2025 667

Balance as of December 31, 2025, net of accumulated impairment losses of $ 10,984

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In the event an impairment is required, the asset is adjusted to its estimated fair value using market-based assumptions, to the extent they are available, as well as other assumptions that may require significant judgment.

For our annual assessment of the wireless reporting unit, we employed a qualitative approach.

The fair value of the wireless reporting unit was estimated using a market approach, which is based on market capitalization.

In addition to performing an assessment under the market approach we also considered any events or change in circumstances that occurred, noting no indication that the fair value of the wireless reporting unit may be below its carrying amount at December 31, 2024.

Index for Notes to the Consolidated Financial Statements

For our annual assessment of our reporting units, we employed a qualitative approach.

In addition, for our assessment of the Wireless reporting unit, the fair value was estimated using a market approach, which is based on market capitalization.

We considered any events or change in circumstances that occurred, noting no indication that the fair value of our reporting units may be below their carrying amount at December 31, 2025.

Spectrum Licenses

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Spectrum license acquisitions 1,417 4,822 103

Spectrum licenses acquired from the UScellular Acquisition 1,730 — —

Spectrum licenses transferred to held for sale ( 5,674 ) ( 1,024 ) ( 2 )

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Spectrum licenses, end of year $ 98,032 $ 100,558 $ 96,707

Cash payments to acquire spectrum licenses and payments for costs to clear spectrum are included in Purchases of spectrum licenses and other intangible assets, including deposits, on our Consolidated Statements of Cash Flows.

Cash payments to acquire spectrum licenses and payments for costs to clear spectrum are included in Purchases of spectrum licenses and other intangible assets, including deposits.

Cash proceeds from the sale of spectrum licenses are included in Proceeds from the sale of property, equipment and intangible assets on our Consolidated Statements of Cash Flows.

Spectrum Auctions

In January 2022, the FCC announced that we were the winning bidder of 199 licenses in Auction 110 (3.45 GHz spectrum) for an aggregate purchase price of $ 2.9 billion.

In September 2022, the FCC announced that we were the winning bidder of 7,156 licenses in Auction 108 (2.5 GHz spectrum) for an aggregate price of $ 304 million.

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On February 29, 2024, the FCC issued to us the licenses won in Auction 108, and substantially all of these licenses were deployed in March 2024.

The licenses are included in Spectrum licenses on our Consolidated Balance Sheets as of December 31, 2024.

Index for Notes to the Consolidated Financial Statements

Spectrum Exchange Transactions

During the year ended December 31, 2024, we recognized non-cash spectrum license acquisitions associated with the closing of certain spectrum exchange transactions of $ 1.2 billion, including $ 985 million associated with the closing of an agreement with a third party for the exchange of certain of our 39 GHz spectrum licenses for certain of their 24 GHz spectrum license on October 15, 2024.

During the year ended December 31, 2024, we recognized gains associated with the closing of certain spectrum exchange transactions of $ 202 million, including a $ 137 million gain associated with the closing of an agreement with a third party for the exchange of certain of our 39 GHz spectrum licenses for certain of their 24 GHz spectrum license on October 15, 2024, as a reduction to Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

There were no gains or losses associated with spectrum exchange transactions during the years ended December 31, 2023 and 2022.

During the years ended December 31, 2025 and 2024, we recognized $ 434 million and $ 1.2 billion, respectively, of non-cash spectrum license acquisitions associated with the closing of certain exchange transactions.

During the years ended December 31, 2025 and 2024, we recognized $ 34 million and $ 202 million, respectively, of gains associated with the closing of certain spectrum exchange transactions as a reduction to Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

There were no gains or losses associated with spectrum exchange transactions during the year ended December 31, 2023.

As of December 31, 2025 and 2024, $ 3 million and $ 159 million, respectively, of spectrum licenses were classified as held for sale within Other assets on our Consolidated Balance Sheets related to additional spectrum exchange agreements pending regulatory approval and closing, which are expected to close in the next 12 months.

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

License Purchase Agreements

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DISH did not purchase the 800 MHz spectrum by April 1, 2024.

As such, we recognized a gain for the $ 100 million extension fee previously paid by DISH during the year ended December 31, 2024, within Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income and relieved the liability that was initially recorded upon receipt of the

Index for Notes to the Consolidated Financial Statements

On October 1, 2024, we concluded the auction process for the disposition of the spectrum as required under the final judgment agreed to by us, Deutsche Telekom AG (“DT”), Sprint LLC, SoftBank Group Corp.

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District Court for the District of Columbia, which was approved by the Court on April 1, 2020, to offer the licenses for sale.

We did not receive a qualifying bid and have been relieved of the obligation to sell the spectrum licenses.

We are currently exploring alternatives to sell or utilize the spectrum licenses.

We did not receive a qualifying bid and had been relieved of the obligation to sell the spectrum licenses.

On May 30, 2025, we entered into a license purchase agreement for the sale of the 800 MHz spectrum licenses, as discussed below.

Channel 51 License Co LLC and LB License Co, LLC

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

The licenses will be acquired without any associated networks and are currently being utilized by us through exclusive leasing arrangements with the Sellers.

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 separate 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.

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The first tranche closed on June 24, 2024, and the associated payment of $ 2.4 billion was made on August 5, 2024.

Index for Notes to the Consolidated Financial Statements

The FCC approved the purchase of the Dallas licenses included in the second tranche on October 22, 2024.

The purchase of the Dallas licenses closed on December 6, 2024, and the associated payment of $ 541 million was made on the same day.

We anticipate that the remaining deferred licenses from the second tranche of $ 604 million will close in 2025.

The parties have agreed that each of the closings will occur within 180 days after the receipt of the applicable required regulatory approvals, and payment of each portion of the aggregate $ 3.5 billion purchase price will occur no later than 40 days after the date of each respective closing.

The FCC approved the purchase of the remaining Chicago and New Orleans deferred licenses from the second tranche on April 15, 2025.

The purchase of the remaining licenses closed on June 2, 2025, and the associated payment of $ 604 million was made on the same day.

Comcast Corporation

On September 12, 2023, we entered into a License Purchase Agreement with Comcast Corporation and its affiliate, Comcast OTR1, LLC (together with Comcast Corporation, “Comcast”), pursuant to which we will acquire spectrum in the 600 MHz band from Comcast in exchange for total cash consideration of between $ 1.2 billion and $ 3.3 billion, subject to an application for FCC approval.

On September 12, 2023, we entered into a license purchase agreement (the “Comcast License Purchase Agreement”) with Comcast Corporation and its affiliate, Comcast OTR1, LLC (together with Comcast Corporation, “Comcast”), pursuant to which we will acquire spectrum in the 600 MHz band from Comcast (the “Comcast Licenses”) in exchange for total cash consideration of between $ 1.2 billion and $ 3.3 billion, subject to an application for FCC approval.

The licenses will be acquired without any associated networks.

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

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

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

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

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

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

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

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

On January 13, 2025, we and Comcast entered into an amendment to the License Purchase Agreement pursuant to which we will acquire additional spectrum.

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

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

On January 13, 2025, we and Comcast entered into an amendment to the Comcast License Purchase Agreement pursuant to which we will acquire additional spectrum.

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

Index for Notes to the Consolidated Financial Statements

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

The parties are currently targeting a closing on the acquisition of this accelerated portion of the Comcast Licenses in the first half of 2026, with the remaining spectrum license acquisitions targeting a closing in the first half of 2028.

N77 License Co LLC

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.

As of December 31, 2024 and 2023, the licenses subject to the License Purchase Agreement were held at cost of $ 2.7 billion in Spectrum licenses on our Consolidated Balance Sheets.

We maintain the right to terminate the License Purchase Agreement no later than February 7, 2025, as we did not receive written notice of committed financing as of December 9, 2024, from the Buyer at or above a certain target level of cash consideration.

The transaction is subject to FCC approval.

We do not expect the transaction to have a material impact on our Consolidated Statements of Comprehensive Income.

On September 10, 2024, we entered into a License Purchase Agreement with N77 License Co LLC (“Buyer”), pursuant to which Buyer had 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.

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

During the year ended December 31, 2025, we recognized an associated gain of $ 151 million as a reduction to Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

Grain Management, LLC

On May 30, 2025, we entered into a License and Unit Purchase Agreement with NEWLEVEL IV, L.P.

and NEWLEVEL, LLC, both of which are affiliates of Grain Management, LLC (“Grain”), pursuant to which we will sell our 800 MHz spectrum licenses in exchange for cash consideration of $ 2.9 billion and the receipt of Grain’s 600 MHz spectrum licenses, which we are currently utilizing under lease agreements with Grain.

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

As of December 31, 2025, $ 3.6 billion of the associated 800 MHz spectrum licenses have been classified as held for sale at cost, with $ 2.9 billion and $ 690 million presented in Other current assets and Other assets, respectively, on our Consolidated Balance Sheets based on the nature of consideration to be received.

The transaction is subject to customary closing conditions and contingent on the receipt of regulatory approvals, including the FCC’s approval regarding certain modifications to the 800 MHz spectrum licenses, and the parties are currently targeting a closing in the first half of 2026.

We do not expect the transaction to have a material impact on our Consolidated Statements of

Index for Notes to the Consolidated Financial Statements

Comprehensive Income upon the transaction close.

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

Impairment Assessment

For our assessment of Spectrum license impairment, we employed a qualitative approach.

No events or change in circumstances have occurred that indicate the fair value of the Spectrum licenses may be below its carrying amount at December 31, 2024.

No events or change in circumstances have occurred that indicate the fair value of the Spectrum licenses may be below their carrying amount at December 31, 2025.

Other Intangible Assets

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Other intangible assets $ 9,920 $ ( 6,077 ) $ 3,843 $ 7,633 $ ( 5,121 ) $ 2,512

(1) Includes intangible assets acquired in the Ka’ena Acquisition.

See Note 2 - Business Combinations for more information.

Amortization expense for intangible assets subject to amortization was $ 857 million, $ 888 million and $ 1.2 billion for the years ended December 31, 2024, 2023 and 2022, respectively.

(1) Includes intangible assets acquired through our acquisitions.

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

Amortization expense for intangible assets subject to amortization was $ 975 million, $ 857 million and $ 888 million for the years ended December 31, 2025, 2024 and 2023, respectively.

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

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Total $ 3,843

Substantially all of the estimated future amortization expense is associated with intangible assets acquired through our business combinations.

Index for Notes to the Consolidated Financial Statements

Note 8 – Fair Value Measurements

The carrying values of Cash and cash equivalents, Accounts receivable and Accounts payable and accrued liabilities approximate fair value due to the short-term maturities of these instruments.

The carrying values of EIP receivables approximate fair value as the receivables are recorded at their present value using an imputed interest rate.

The carrying values of EIP receivables approximate fair value as the receivables are generally recorded at their present value using an imputed interest rate.

Derivative Financial Instruments

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Index for Notes to the Consolidated Financial Statements

We record derivatives on our Consolidated Balance Sheets at fair value that is derived primarily from observable market data, including exchange rates, interest rates and forward curves.

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Cross-Currency Swaps

We enter into cross-currency swaps to offset changes in value of our payments on foreign-denominated debt in USD and to mitigate the impact of foreign currency transaction gains and losses.

On April 30, 2024, we entered into cross-currency swap agreements, with the same notional amounts as the EUR-denominated debt issuance on May 8, 2024, to effectively convert € 2.0 billion to USD borrowings, with the same maturities of five , eight and 12 years.

We enter into cross-currency swaps to offset changes in the value of our payments on foreign-denominated debt in USD and to mitigate the impact of foreign currency transaction gains and losses.

We have entered into cross-currency swap agreements, with the same notional amounts as our EUR-denominated debt issuances, to effectively convert € 4.8 billion to USD borrowings, with the same maturities as our EUR-denominated debt issuances.

The swaps qualify and have been designated as fair value hedges of our EUR-denominated debt, mitigating our exposure to foreign currency transaction gains and losses.

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

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

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

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

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

(in millions) Year Ended

December 31, 2024

Other income (expense), net

Pre-tax transaction gain on remeasurement of EUR-denominated debt $ 79

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

Year Ended December 31,

(in millions) 2025 2024

Other (expense) income, net

Pre-tax transaction (loss) gain on remeasurement of EUR-denominated debt $ ( 661 ) $ 79

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

Accumulated other comprehensive loss

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

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

Index for Notes to the Consolidated Financial Statements

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

$ ( 661 ) $ 79

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

Interest Rate Lock Derivatives

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

Aggregate changes in the fair value of our interest rate lock derivatives, which were terminated in April 2020, of $ 960 million and $ 1.1 billion are presented in Accumulated other comprehensive loss on our Consolidated Balance Sheets as of December 31, 2024 and 2023, respectively.

For the years ended December 31, 2024, 2023 and 2022, $ 236 million, $ 219 million and $ 203 million, respectively, were amortized from Accumulated other comprehensive loss into Interest expense, net, on our Consolidated Statements of Comprehensive Income.

Aggregate changes in the fair value of our terminated interest rate lock derivatives, net of amortization, of $ 771 million and $ 960 million are presented in Accumulated other comprehensive loss on our Consolidated Balance Sheets as of December 31, 2025 and 2024, respectively.

During the years ended December 31, 2025, 2024 and 2023, we amortized $ 254 million, $ 236 million, and $ 219 million respectively, from Accumulated other comprehensive loss into Interest expense, net, on our Consolidated Statements of Comprehensive Income.

We expect to amortize $ 274 million of the Accumulated other comprehensive loss associated with the derivatives into Interest expense, net, over the 12 months ending December 31, 2026.

Recourse Guarantee Liabilities and Deferred Purchase Price Assets

In connection with the sales of certain service and EIP accounts receivable, we have recourse guarantee liabilities, and prior to the effective date of the Pledge Amendments, deferred purchase price assets, measured at fair value on a recurring basis that are based on a discounted cash flow model using unobservable Level 3 inputs, including estimated customer default rates and credit worthiness, dilutions and recoveries.

Recourse Guarantee Liabilities

In connection with the sales of certain service and EIP accounts receivable pursuant to the sale arrangements, we have recourse guarantee liabilities measured at fair value that are based on a discounted cash flow model using unobservable Level 3 inputs, including estimated customer default rates and credit worthiness.

See Note 5 – Sales of Certain Receivables for further information.

The carrying amount of our recourse guarantee liabilities was $ 148 million as of December 31, 2024.

The carrying amount of our deferred purchase price assets was $ 658 million as of December 31, 2023.

Both of which are included on our Consolidated Balance Sheets for the periods indicated.

Index for Notes to the Consolidated Financial Statements

The carrying amounts of our recourse guarantee liabilities of $ 130 million and $ 148 million are included on our Consolidated Balance Sheets as of December 31, 2025 and 2024, respectively.

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

Accordingly, our Senior Notes and spectrum-backed Senior Secured Notes to third parties were classified as Level 1 within the fair value hierarchy.

The fair value of our Senior Notes to affiliates was determined based on market interest rates of instruments with similar terms and maturities.

The fair value of our Senior Notes to affiliates was determined based on the fair value of the Senior Notes to third parties with similar terms and maturities.

Accordingly, our Senior Notes to affiliates were classified as Level 2 within the fair value hierarchy.

The fair value of our Senior Notes to third parties (EUR-denominated) and asset-backed notes (“ABS Notes”) was primarily based on quoted prices in inactive markets for identical instruments and observable changes in market interest rates, both of which are Level 2 inputs.

The fair values of our Senior Notes to third parties (EUR-denominated) and ABS Notes were primarily based on quoted prices in inactive markets for identical instruments and observable changes in market interest rates, both of which are Level 2 inputs.

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

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

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

Accordingly, our ECA Facilities were classified as Level 2 within the fair value hierarchy.

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

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

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

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

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

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ABS Notes to third parties 2 1,995 2,017 1,566 1,570

ECA Facilities to third parties 2 1,819 1,876 — —

Index for Notes to the Consolidated Financial Statements

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3.500 % Senior Notes due 2025

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

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4.750 % Senior Notes due 2028

4.750 % Senior Notes to affiliates due 2028

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4.250 % Class A Senior ABS Notes due 2029

4.740 % Class A Senior ABS Notes due 2029

4.850 % Senior Notes due 2029

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3.875 % Senior Notes due 2030

4.340 % Class A Senior ABS Notes due 2030

2.250 % Senior Notes due 2031

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3.150 % Senior Notes due 2032 (EUR-denominated)

3.700 % Senior Notes due 2032 (EUR-denominated)

5.125 % Senior Notes due 2032

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6.700 % Senior Notes due 2033

5.150 % Senior Notes due 2034

5.750 % Senior Notes due 2034

4.700 % Senior Notes due 2035

4.950 % Senior Notes due 2035

5.300 % Senior Notes due 2035

ECA Facility due March 2036 (1)

ECA Facility due November 2036 (1)

3.850 % Senior Notes due 2036 (EUR-denominated)

3.500 % Senior Notes due 2037 (EUR-denominated)

4.375 % Senior Notes due 2040

3.000 % Senior Notes due 2041

3.800 % Senior Notes due 2045 (EUR-denominated)

4.500 % Senior Notes due 2050

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6.000 % Senior Notes due 2054

Index for Notes to the Consolidated Financial Statements

5.250 % Senior Notes due 2055

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5.700 % Senior Notes due 2056

3.600 % Senior Notes due 2060

5.800 % Senior Notes due 2062

6.250 % Senior Notes due 2069

5.500 % Senior Notes due March 2070

5.500 % Senior Notes due June 2070

Unamortized Premium on debt to third parties 666 775

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Total long-term debt $ 81,147 $ 74,197

Index for Notes to the Consolidated Financial Statements

(1) Interest is based on the Secured Overnight Financing Rate (“SOFR”) for the interest period plus an applicable margin.

The floating rate, including the applicable margin, on the ECA Facility due March 2036 was 4.927 % for the interest payment made during the year ended December 31, 2025.

No interest was paid on the ECA Facility due November 2036 during the year ended December 31, 2025.

Long-term debt was classified as follows:

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They are redeemable at our discretion, in whole or in part, at any time.

The redemption price is calculated by reference to the date on which such notes are redeemed and generally includes a premium that steps down gradually as the Senior Notes approach their par call date, on or after which they are redeemable at par.

The amount of time by which the par call date precedes the maturity date of the respective series of Senior Notes varies from one month to three years .

The redemption price is calculated by reference to the date on which such notes are redeemed and includes a premium, generally until the notes reach a par call date, on or after which they are redeemable at par.

The amount of time by which the par call date, where applicable, precedes the maturity date of the respective series of Senior Notes generally varies from one month to three years .

Index for Notes to the Consolidated Financial Statements

Issuances and Borrowings

During the year ended December 31, 2024, we issued the following Senior Notes and ABS Notes:

(in millions) Principal Issuances Discounts and Issuance Costs Net Proceeds from Issuance of Long-Term Debt Issue Date

4.850 % Senior Notes due 2029

$ 1,000 $ ( 6 ) $ 994 January 12, 2024

5.150 % Senior Notes due 2034

1,250 ( 11 ) 1,239 January 12, 2024

5.500 % Senior Notes due 2055

750 ( 7 ) 743 January 12, 2024

During the year ended December 31, 2025, we issued and borrowed the following debt:

(in millions) Principal Issuances Discounts and Issuance Costs,

Net Proceeds from Issuance of Long-Term Debt Issue Date

3.150 % Senior Notes due 2032 (EUR-denominated)

645 ( 3 ) 642 May 8, 2024

$ 1,036 $ ( 5 ) $ 1,031 February 11, 2025

3.500 % Senior Notes due 2037 (EUR-denominated)

806 ( 4 ) 802 May 8, 2024

1,036 ( 8 ) 1,028 February 11, 2025

3.800 % Senior Notes due 2045 (EUR-denominated)

699 ( 7 ) 692 May 8, 2024

777 ( 7 ) 770 February 11, 2025

5.125 % Senior Notes due 2032

700 ( 4 ) 696 September 26, 2024

1,250 ( 7 ) 1,243 March 27, 2025

5.300 % Senior Notes due 2035

900 ( 6 ) 894 September 26, 2024

1,000 ( 7 ) 993 March 27, 2025

5.875 % Senior Notes due 2055

900 ( 10 ) 890 September 26, 2024

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

6.700 % Senior Notes due 2033 (2)

489 56 — August 5, 2025

6.250 % Senior Notes due 2069 (2)

393 3 — August 5, 2025

5.500 % Senior Notes due March 2070 (2)

401 ( 42 ) — August 5, 2025

5.500 % Senior Notes due June 2070 (2)

395 ( 42 ) — August 5, 2025

4.625 % Senior Notes due 2033

800 ( 5 ) 795 October 9, 2025

4.950 % Senior Notes due 2035

1,000 ( 9 ) 991 October 9, 2025

5.700 % Senior Notes due 2056

1,000 ( 15 ) 985 October 9, 2025

Total of Senior Notes issued 10,827 ( 103 ) 9,071

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4.340 % Class A Senior ABS Notes due 2030

500 ( 2 ) 498 October 9, 2024

500 ( 2 ) 498 August 6, 2025

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

4.927 % ECA Facility due March 2036

1,000 ( 30 ) 970 March 17, 2025

4.502 % ECA Facility due November 2036

500 ( 13 ) 487 November 28, 2025

4.392 % ECA Facility due November 2036

500 ( 11 ) 489 December 18, 2025

Total of credit facilities borrowed 2,000 ( 54 ) 1,946

Total Issuances and Borrowings $ 13,827 $ ( 161 ) $ 12,013

(1) Includes accrued or paid issuance costs and discounts.

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

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

Subsequent to December 31, 2025, on January 12, 2026, we issued $ 1.2 billion of 5.000 % Senior Notes due 2036 and $ 850 million of 5.850 % Senior Notes due 2056.

Credit Facilities

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As of December 31, 2025 and 2024, we did not have an outstanding balance under the Revolving Credit Facility.

Subsequent to December 31, 2025, on January 5, 2026, we entered into a Second Amended and Restated Credit Agreement (the “January 2026 Credit Agreement”) with certain financial institutions named therein.

The January 2026 Credit Agreement amends and restates in its entirety the Amended and Restated Credit Agreement dated as of October 17, 2022.

The January 2026 Credit Agreement increases the commitments under the revolving credit facility from $ 7.5 billion to $ 10.0 billion and extends the maturity of the commitments to January 5, 2031, except as otherwise extended or replaced.

Index for Notes to the Consolidated Financial Statements

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During the year ended December 31, 2025, we made the following note redemptions and repayments:

(in millions) Principal Amount Payment Date

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

Redemption or Repayment Date Redemption Price

3.500 % Senior Notes due 2025

$ 2,500 June 15, 2024

$ 3,000 $ — April 15, 2025 N/A

5.375 % Senior Notes due 2027

500 1 September 1, 2025 100 %

7.625 % Senior Notes due 2026

1,500 ( 13 ) November 1, 2025 100 %

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

$ 525 Various

$ 131 $ — January 13, 2025 N/A

ECA Facility due March 2036 87 — Various N/A

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

368 — Various N/A

4.910 % Class A Senior ABS Notes due 2025

570 — Various N/A

ECA Facility due November 2036 43 — November 28, 2025 N/A

Total Repayments $ 1,199 $ —

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

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

Subsequent to December 31, 2025, on January 22, 2026, we delivered notices of redemption on $ 3.0 billion aggregate principal amount of our 4.750 % Senior Notes due 2028 and 4.750 % Senior Notes to affiliates due 2028.

We redeemed the notes at par on February 1, 2026.

Asset-backed Notes

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Deposits to the segregated accounts are considered restricted cash and are included in Other current assets on our Consolidated Balance Sheets.

As of December 31, 2024, $ 1.6 billion of our ABS Notes were secured in total by $ 2.0 billion of gross EIP receivables and future collections on such receivables.

As of December 31, 2025, $ 2.0 billion of our ABS Notes were secured in total by $ 2.6 billion of gross EIP receivables and collections on such receivables.

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

Index for Notes to the Consolidated Financial Statements

The expected maturities of our ABS Notes as of December 31, 2025, were as follows:

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Total $ 2,000

Index for Notes to the Consolidated Financial Statements

Variable Interest Entities

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

Master Receivables Financing Agreement

Subsequent to December 31, 2025, on February 5, 2026, we entered into a master receivables financing agreement with certain third parties that provides for a revolving loan facility secured by pledged service customer relationships, which include current as well as future monthly service receivables, during the borrowing period (the “MRFA”).

Concurrently with the execution of the MRFA, we borrowed $ 1.0 billion with a floating interest rate indexed to SOFR plus an applicable margin, maturing on February 5, 2027, a one-year borrowing period.

The net proceeds will be reflected in Proceeds from issuance of short-term debt on our Condensed Consolidated Statements of Cash Flows for the three months ending March 31, 2026.

Spectrum Financing

On April 1, 2020, in connection with the closing of the Merger, we assumed Sprint’s spectrum-backed notes, which are collateralized by the acquired, directly held and third-party leased Spectrum licenses (collectively, the “Spectrum Portfolio”) transferred to wholly owned bankruptcy-remote special purpose entities (collectively, the “Spectrum Financing SPEs”).

As of December 31, 2024 and 2023, the total outstanding obligations under these Notes were $ 1.3 billion and $ 2.2 billion, respectively.

On April 1, 2020, in connection with the closing of the Sprint Merger, we assumed Sprint’s spectrum-backed notes, which are collateralized by the acquired, directly held and third-party leased Spectrum licenses (collectively, the “Spectrum Portfolio”) transferred to wholly owned bankruptcy-remote special purpose entities (collectively, the “Spectrum Financing SPEs”).

As of December 31, 2025 and 2024, the total outstanding obligations under these Notes were $ 827 million and $ 1.3 billion, respectively.

In October 2016, certain subsidiaries of Sprint Communications, Inc.

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We fully repaid the 2016 Spectrum-Backed Notes in 2021.

Index for Notes to the Consolidated Financial Statements

In March 2018, Sprint issued approximately $ 3.9 billion in aggregate principal amount of senior secured notes (the “2018 Spectrum-Backed Notes” and together with the 2016 Spectrum-Backed Notes, the “Spectrum-Backed Notes”) under the existing $ 7.0 billion securitization program, consisting of two series of senior secured notes.

The first series of notes totaled $ 2.1 billion in aggregate principal amount, bears interest at 4.738 % per annum, and has quarterly interest-only payments until June 2021, with additional quarterly principal payments commencing in June 2021 through March 2025.

As of December 31, 2024, $ 131 million of the aggregate principal amount was classified as Short-term debt on our Consolidated Balance Sheets.

The second series of notes totaled approximately $ 1.8 billion in aggregate principal amount, bears interest at 5.152 % per annum, and has quarterly interest-only payments until June 2023, with additional quarterly principal payments commencing in June 2023 through March 2028.

The first series of notes totaled $ 2.1 billion in aggregate principal amount, bearing interest at 4.738 % per annum, and had quarterly interest-only payments until June 2021, with additional quarterly principal payments commencing in June 2021 through March 2025, which was fully repaid on January 13, 2025.

The second series of notes totaled approximately $ 1.8 billion in aggregate principal amount, bears interest at 5.152 % per annum, and had quarterly interest-only payments until June 2023, with additional quarterly principal payments commencing in June 2023 through March 2028.

As of December 31, 2025, $ 368 million of the aggregate principal amount was classified as Short-term debt on our Consolidated Balance Sheets.

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is required to make monthly lease payments to the Spectrum Financing SPEs in an aggregate amount that is market-based relative to the spectrum usage rights as of the closing date and equal to $ 165 million per month.

The lease payments, which are guaranteed by T-Mobile subsidiaries subsequent to the Merger, are sufficient to service all outstanding series of the 2016 Spectrum-Backed Notes and the lease also

Index for Notes to the Consolidated Financial Statements

constitutes collateral for the senior secured notes.

Because the Spectrum Financing SPEs are wholly owned T-Mobile subsidiaries subsequent to the Merger, these entities are consolidated and all intercompany activity has been eliminated.

The lease payments, which are guaranteed by T-Mobile subsidiaries subsequent to the Sprint Merger, are sufficient to service all outstanding series of the 2016 Spectrum-Backed Notes and the lease also constitutes collateral for the senior secured notes.

Because the Spectrum Financing SPEs are wholly owned T-Mobile subsidiaries subsequent to the Sprint Merger, these entities are consolidated and all intercompany activity has been eliminated.

Each Spectrum Financing SPE is a separate legal entity with its own separate creditors who will be entitled, prior to and upon the liquidation of the respective Spectrum Financing SPE, to be satisfied out of the Spectrum Financing SPE’s assets prior to any assets of such Spectrum Financing SPE becoming available to T-Mobile.

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Standby Letters of Credit

For the purposes of securing our obligations to provide device insurance services and for the purposes of securing our general purpose obligations, we maintain an agreement for standby letters of credit with certain financial institutions.

For the purposes of securing our general purpose obligations and obligations to provide device insurance services, we maintain an agreement for standby letters of credit with certain financial institutions.

Our outstanding standby letters of credit were $ 116 million and $ 152 million as of December 31, 2025 and 2024, respectively.

Subsequent to December 31, 2024, on January 31, 2025, our wholly owned subsidiary, T-Mobile USA, Inc., entered into a credit agreement with certain financial institutions, backed by an Export Credit Agency (the “ECA Facility”), providing for a loan of up to $ 1.0 billion to finance network equipment-related purchases.

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

Any borrowing under the ECA Facility will mature on March 15, 2036.

As of January 31, 2025, the ECA Facility is undrawn.

ECA Facilities

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

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

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

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

Interest is based on the SOFR for the interest period plus an applicable margin.

On August 29, 2025, we entered into an ECA Facility, providing for a loan of up to $ 1.0 billion to finance network equipment-related purchases (the “ECA Facility due November 2036”).

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

During the fourth quarter of

Index for Notes to the Consolidated Financial Statements

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

Borrowings under this ECA Facility are amortized semi-annually in equal installments up to the maturity date of November 30, 2036.

Interest is based on SOFR for the interest period plus an applicable margin.

Note 10 – Tower Obligations

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We have a variable interest in the Lease Site SPEs but are not the primary beneficiary as we lack the power to direct the activities that most significantly impact the Lease Site SPEs’ economic performance.

These activities include managing tenants and underlying ground leases, performing repair and maintenance on the towers, the obligation to absorb expected losses and the right to receive the expected future residual returns from the purchase option to acquire the CCI Lease

Index for Notes to the Consolidated Financial Statements

As we determined that we are not the primary beneficiary and do not have a controlling financial interest in the Lease Site SPEs, the Lease Site SPEs are not included on our consolidated financial statements.

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Acquired CCI Tower Lease Arrangements

Prior to the Merger, Sprint entered into a lease-out and leaseback arrangement with Global Signal Inc., a third party that was subsequently acquired by CCI, that conveyed to CCI the exclusive right to manage and operate approximately 6,400 tower sites (“Master Lease Sites”) via a master prepaid lease.

These agreements were assumed upon the close of the Merger, at which point the remaining term of the lease-out was approximately 17 years with no renewal options.

Prior to the Sprint Merger, Sprint entered into a lease-out and leaseback arrangement with Global Signal Inc., a third party that was subsequently acquired by CCI, that conveyed to CCI the exclusive right to manage and operate approximately 6,400 tower sites (“Master Lease Sites”) via a master prepaid lease.

These agreements were assumed upon the close of the Sprint Merger, at which point the remaining term of the lease-out was approximately 17 years with no renewal options.

CCI has a fixed price purchase option for all (but not less than all) of the leased or subleased sites for approximately $ 2.3 billion, exercisable one year prior to the expiration of the agreement and ending 120 days prior to the expiration of the agreement.

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

Index for Notes to the Consolidated Financial Statements

Leaseback Arrangement

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

Under the arrangement, we remain primarily liable for ground lease

Index for Notes to the Consolidated Financial Statements

payments on approximately 900 sites and have included lease liabilities of $ 251 million in our Operating lease liabilities as of December 31, 2024.

Under the arrangement, we remain primarily liable for ground lease payments on approximately 900 sites and have included lease liabilities of $ 241 million in our Operating lease liabilities as of December 31, 2025.

Note 11 – Revenue from Contracts with Customers

Disaggregation of Revenue

We provide wireless communications services to three primary categories of customers:

• Postpaid customers generally include customers who are qualified to pay after receiving wireless communications services utilizing phones, High Speed Internet, mobile internet devices (including tablets and hotspots), wearables, DIGITS and other connected devices (including SyncUP and IoT);

• Prepaid customers generally include customers who pay for wireless communications services in advance;

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

We provide wireless communications and broadband services to a variety of customers, but focus primarily on two categories of customers:

• Postpaid customers generally include customers who are qualified to pay after receiving service utilizing phones, 5G broadband gateways, fiber connections, mobile internet devices (including tablets and hotspots), wearables, DIGITS and other connected devices (including SyncUP and IoT);

• Prepaid customers generally include customers who pay for service in advance.

We also provide services to wholesale customers which include Machine-to-Machine and Mobile Virtual Network Operator customers that operate on our network but are managed by wholesale partners.

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

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

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

Index for Notes to the Consolidated Financial Statements

Contract Balances

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

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

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

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

Index for Notes to the Consolidated Financial Statements

Revenues for the years ended December 31, 2025, 2024 and 2023, include the following:

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As of December 31, 2025, the aggregate amount of the transaction price allocated to remaining service performance obligations for postpaid contracts with subsidized devices and promotional bill credits that result in an extended service contract is $ 2.7 billion.

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

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

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

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

As of December 31, 2024, the aggregate amount of the contractual minimum consideration for wholesale, roaming and service contracts is $ 1.4 billion, $ 1.4 billion and $ 1.7 billion for 2025, 2026 and 2027 and beyond, respectively.

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

As of December 31, 2025, the aggregate amount of the contractual minimum consideration for wholesale, roaming and service contracts is $ 1.2 billion, $ 938 million and $ 2.2 billion for 2026, 2027 and 2028 and beyond, respectively.

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

Contract Costs

The balance of deferred incremental costs to obtain contracts with customers was $ 2.0 billion and $ 2.1 billion for December 31, 2024 and 2023, respectively, and is included in Other assets on our Consolidated Balance Sheets.

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

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

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There were no impairment losses recognized on deferred contract cost assets for the years ended December 31, 2025, 2024 and 2023.

Index for Notes to the Consolidated Financial Statements

Note 12 – Segment Reporting

We manage our business activities on a consolidated basis and operate as a single operating segment:

We primarily derive our revenue in the United States by providing wireless communications services to customers using our wireless networks and selling devices that provide customers access to our wireless networks.

We primarily derive our revenue in the United States by providing wireless communications and broadband services to customers using our wireless networks and selling devices that provide customers access to our wireless networks.

The accounting policies of the Wireless segment are the same as those described in Note 1 – Summary of Significant Accounting Policies .

Our CODM is our President and Chief Executive Officer, G.

Michael Sievert.

Our chief operating decision maker (“CODM”) is our President and Chief Executive Officer.

The CODM uses Net income, as reported on our Consolidated Statements of Comprehensive Income, in evaluating performance of the Wireless segment and determining how to allocate resources of the Company as a whole, including investing in our networks and customers, stockholder return programs and acquisition strategy.

The CODM does not review assets in evaluating the results of the Wireless segment, and therefore, such information is not presented.

Index for Notes to the Consolidated Financial Statements

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

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Impairment expense 278 — —

(Gain) loss on disposal group held for sale — ( 25 ) 1,087

Gain on disposal group held for sale — — ( 25 )

Depreciation and amortization 13,508 12,919 12,818

Interest expense, net 3,774 3,411 3,335

Other (income) expense, net ( 113 ) ( 68 ) 33

Other expense (income), net 224 ( 113 ) ( 68 )

Income tax expense 3,289 3,373 2,682

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In June 2023, the stockholders of the Company approved the T-Mobile US, Inc.

2023 Incentive Award Plan (the “2023 Plan”), which replaced the 2013 Omnibus Incentive Plan and the Sprint Corporation Amended and Restated 2015 Omnibus Incentive Plan that T-Mobile assumed in connection with the closing of the Merger (collectively, with the 2023 Plan, the “Incentive Plans”).

2023 Incentive Award Plan (the “2023 Plan”), which replaced the 2013 Omnibus Incentive Plan and the Sprint Corporation Amended and Restated 2015 Omnibus Incentive Plan that T-Mobile assumed in connection with the closing of the Sprint Merger (collectively, with the 2023 Plan, the “Incentive Plans”).

Under the 2023 Plan, we are authorized to issue up to 33 million shares of our common stock and can grant stock options, stock appreciation rights, restricted stock, RSUs and PRSUs to eligible employees, consultants, advisors and non-employee directors.

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We also maintain an employee stock purchase plan (“ESPP”), under which eligible employees can purchase our common stock at a discounted price.

Index for Notes to the Consolidated Financial Statements

Stock-based compensation expense and related income tax benefits were as follows:

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Fair value of stock awards vested $ 1,333 $ 820 $ 889

Index for Notes to the Consolidated Financial Statements

The following activity occurred under the Incentive Plans during the year ended December 31, 2025:

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6,637,235 $ 151.55 0.8 $ 1,465

Prior year grant adjustment ( 351 ) 142.60

Granted 4,164,914 259.31

Assumed through acquisition 339,324 233.41

Vested ( 4,535,878 ) 166.10

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Vested ( 614,347 ) 164.83

Forfeited ( 69,035 ) 256.21

Nonvested, December 31, 2025

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Our ESPP allows eligible employees to contribute up to 15 % of their eligible earnings toward the semi-annual purchase of our shares of common stock at a discounted price, subject to an annual maximum dollar amount.

Employees can purchase stock at a 15 % discount applied to the closing stock price on the first or last day of the six-month offering period, whichever price is lower.

Employees can purchase stock at a 15 % discount applied to the closing stock price on the first or last day of the six-month offering period, whichever price is

Index for Notes to the Consolidated Financial Statements

The number of shares issued under our ESPP was 1,150,449 , 1,519,242 and 1,771,475 for the years ended December 31, 2025, 2024 and 2023, respectively.

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Pension and Other Postretirement Benefits Plans

On December 20, 2024, we settled $ 572 million of our Sprint Retirement Pension Plan retiree obligations, resulting in a gain of $ 80 million, recognized within Other income (expense), net on our Consolidated Statements of Comprehensive Income.

On December 20, 2024, we settled $ 572 million of our Sprint Retirement Pension Plan retiree obligations, resulting in a gain of $ 80 million, recognized within Other (expense) income, net on our Consolidated Statements of Comprehensive Income.

This partial plan settlement is the result of us purchasing a nonparticipating annuity that involves the transfer of significant risk from us to the insurance company (commonly referred to as a “buy-out”).

This transaction is an irrevocable action, relieves us of our

Index for Notes to the Consolidated Financial Statements

responsibility for the postretirement benefit obligations that were settled, and eliminates the risks related to the obligation and the assets used to effect the settlement.

This transaction is an irrevocable action, relieves us of our responsibility for the postretirement benefit obligations that were settled, and eliminates the risks related to the obligation and the assets used to effect the settlement.

The objective for the investment portfolio of the Pension Plan is to achieve a long-term nominal rate of return, net of fees, that exceeds the Pension Plan's long-term expected rate of return on investments for funding purposes.

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Actual allocations are allowed to deviate from target allocation percentages within a range for each asset class as defined in the investment policy.

The long-term expected rate of return on plan assets was 7 % for both the years ended December 31, 2024 and 2023, while the actual rate of return on plan assets was 6 % and 11 % for the years ended December 31, 2024 and 2023, respectively.

The long-term expected rate of return on investments for funding purposes is 8 % for the year ended December 31, 2025.

The long-term expected rate of return on plan assets was 8 % and 7 % for the years ended December 31, 2025 and 2024, respectively, while the actual rate of return on plan assets was 16 % and 6 % for the years ended December 31, 2025 and 2024, respectively.

The long-term expected rate of return on investments for funding purposes is 8 % for the year ending December 31, 2026.

The components of net benefit recognized for the Pension Plan were as follows:

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Investments of the Pension Plan are measured at fair value on a recurring basis, which is determined using quoted market prices or estimated fair values.

As of December 31, 2024, 26 % of the investment portfolio was valued at quoted prices in active markets for identical assets, 62 % was valued using quoted prices for similar assets in active or inactive markets, or other observable inputs, and 12 % was valued using unobservable inputs that are supported by little or no market activity.

As of December 31, 2025, 13 % of the investment portfolio was valued at quoted prices in active markets for identical assets, 76 % was valued using quoted prices for similar assets in active or inactive markets, or other observable inputs, and 11 % was valued using unobservable inputs that are supported by little or no market activity, the majority of which used the net asset value per share (or its equivalent) as a practical expedient to measure the fair value.

The fair values of our Pension Plan assets and certain other postretirement benefit plan assets in aggregate were $ 626 million and $ 1.3 billion as of December 31, 2024 and 2023, respectively.

Our accumulated benefit obligations in aggregate were $ 895 million and $ 1.6 billion as of December 31, 2024 and 2023, respectively.

The fair values of our Pension Plan assets and certain other postretirement benefit plan assets in aggregate were $ 732 million and $ 626 million as of December 31, 2025 and 2024, respectively.

Our accumulated benefit obligations in aggregate were $ 908 million and $ 895 million as of December 31, 2025 and 2024, respectively.

As a result, the plans were underfunded by approximately $ 176 million and $ 269 million as of December 31, 2025 and 2024, respectively, and were recorded in Other long-term liabilities on our Consolidated Balance Sheets.

In determining our pension obligation for the years ended December 31, 2024 and 2023, we used a weighted-average discount rate of 6 % and 5 %, respectively.

During the years ended December 31, 2024 and 2023, we made contributions of $ 52 million and $ 32 million, respectively, to the benefit plans.

In determining our pension obligation for the years ended December 31, 2025 and 2024, we used a weighted-average discount rate of 6 % for both years.

During the years ended December 31, 2025, 2024 and 2023, we made contributions of $ 66 million, $ 52 million and $ 32 million, respectively, to the benefit plans.

We expect to make contributions to the Plan of $ 31 million through the year ending December 31, 2026.

Index for Notes to the Consolidated Financial Statements

Future benefits expected to be paid are approximately $ 54 million for the 12-month period ending December 31, 2026, $ 114 million in total for both of the 12-month periods ending December 31, 2027 and 2028, $ 122 million in total for both of the 12-month periods ending December 31, 2029 and 2030, and $ 323 million in total thereafter.

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Employer matching contributions were $ 171 million, $ 159 million and $ 171 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Index for Notes to the Consolidated Financial Statements

Note 14 – Income Taxes

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(in millions) 2025 2024 2023

Current tax (expense) benefit

Current tax expense

Federal $ ( 54 ) $ ( 57 ) $ ( 42 )

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Total current tax expense ( 425 ) ( 253 ) ( 82 )

Deferred tax (expense) benefit

Deferred tax expense

Federal ( 2,608 ) ( 2,743 ) ( 2,150 )

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Total income tax expense $ ( 3,289 ) $ ( 3,373 ) $ ( 2,682 )

The reconciliation between the U.S.

federal statutory income tax rate and our effective income tax rate is as follows:

Year Ended December 31,

2024 2023 2022

Federal statutory income tax rate 21.0 % 21.0 % 21.0 %

State taxes, net of federal benefit 3.3 4.2 4.5

Effect of law and rate changes 0.1 ( 0.1 ) ( 5.3 )

Change in valuation allowance ( 0.2 ) ( 0.2 ) ( 0.8 )

Foreign taxes 0.3 0.4 0.7

Permanent differences 0.3 ( 0.1 ) ( 0.2 )

Federal tax credits ( 1.1 ) ( 0.8 ) ( 2.4 )

Equity-based compensation ( 0.3 ) ( 0.4 ) ( 1.2 )

Non-deductible compensation ( 0.1 ) 0.5 1.2

Other, net ( 0.4 ) ( 0.1 ) 0.2

Effective income tax rate 22.9 % 24.4 % 17.7 %

Index for Notes to the Consolidated Financial Statements

The following table summarizes income tax expense and the calculation of the effective income tax rate:

Year Ended December 31, 2025 Year Ended December 31, 2024 Year Ended December 31, 2023

(in millions, except percentages) Income Tax Expense Effective Tax Rate Income Tax Expense Effective Tax Rate Income Tax Expense Effective Tax Rate

Pre-tax income $ 14,281 $ 14,712 $ 10,999

Income tax expense 3,289 3,373 2,682

Effective income tax rate 23.0 % 22.9 % 24.4 %

US federal statutory income tax rate 2,999 21.0 % 3,089 21.0 % 2,310 21.0 %

Domestic federal

Tax credits ( 286 ) ( 2.0 ) % ( 141 ) ( 1.0 ) % ( 130 ) ( 1.2 ) %

Non-taxable or non-deductible items ( 34 ) ( 0.2 ) % 35 0.2 % ( 5 ) — %

Cross-border tax laws 55 0.3 % 21 0.2 % 19 0.2 %

Changes in valuation allowances ( 1 ) — % ( 14 ) ( 0.1 ) % ( 12 ) ( 0.1 ) %

Other 15 0.1 % ( 26 ) ( 0.2 ) % ( 6 ) — %

Domestic state & local income tax, net of federal income tax effect 421 3.0 % 451 3.1 % 422 3.8 %

Foreign tax effects 67 0.5 % 26 0.2 % 26 0.2 %

Changes in unrecognized tax benefits 53 0.3 % ( 68 ) ( 0.5 ) % 58 0.5 %

Effective income tax rate $ 3,289 23.0 % $ 3,373 22.9 % $ 2,682 24.4 %

In 2025, state and local income taxes in California, Illinois, Iowa, Texas and Wisconsin comprise the majority of the domestic state and local income taxes, net of federal income tax effect category.

In 2024, state and local income taxes in California, Florida, Illinois, New Jersey and Texas comprise the majority of that same category.

In 2023, state and local income taxes in California, Florida, Illinois, New Jersey, New York and New York City comprise the majority of that same category.

Significant components of deferred income tax assets and liabilities, tax effected, are as follows:

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The unrecognized tax benefit amounts exclude offsetting tax effects of $ 180 million in other jurisdictions.

As of December 31, 2024, we have research and development, corporate alternative minimum tax and other general business credit carryforwards with a combined value of $ 582 million for federal income tax purposes, an immaterial amount of which begins to expire in 2039.

Index for Notes to the Consolidated Financial Statements

As of December 31, 2025, we have research and development, corporate alternative minimum tax, investment and other general business credit carryforwards with a combined value of $ 648 million for federal income tax purposes, an immaterial amount of which begins to expire in 2042.

As of December 31, 2025, 2024 and 2023, our valuation allowance was $ 240 million, $ 259 million and $ 306 million, respectively.

The change from December 31, 2024, to December 31, 2025 primarily related to the release of valuation allowance on state NOLs due to the expiration of those attributes.

The change from December 31, 2023, to December 31, 2024 primarily related to a reduction in the valuation allowance against federal and state deferred tax assets resulting from a change in expected utilization of accumulated capital losses.

The change from December 31, 2022 to December 31, 2023 primarily related to a reduction in the valuation allowance against deferred tax assets in certain state jurisdictions resulting from expiration of the related state tax attributes.

We file income tax returns in the U.S.

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Unrecognized tax benefits, end of year $ 1,479 $ 1,470 $ 1,477

Index for Notes to the Consolidated Financial Statements

As of December 31, 2024, 2023 and 2022, we had $ 1.3 billion, $ 1.3 billion and $ 962 million, respectively, in unrecognized tax benefits that, if recognized, would affect our annual effective tax rate.

As of December 31, 2025, 2024 and 2023, we had $ 1.3 billion in unrecognized tax benefits that, if recognized, would affect our annual effective tax rate.

Penalties and interest on income tax assessments are included in Selling, general and administrative and Interest expense, respectively, on our Consolidated Statements of Comprehensive Income.

The accrued interest and penalties associated with unrecognized tax benefits are insignificant.

It is possible that the amount of unrecognized tax benefits related to our uncertain tax positions may change within the next 12 months.

Income taxes paid, net of refunds received, were as follows:

Year Ended December 31,

(in millions) 2025 2024 2023

Federal $ 97 $ 113 $ 10

State & local

Texas 34 27 26

Illinois 42 NM 18

California 190 ( 10 ) ( 10 )

Other 65 40 26

Total state & local 331 57 60

Puerto Rico NM NM 35

Total foreign 23 9 38

Total income taxes paid, net $ 451 $ 179 $ 108

NM - Not meaningful, the amount of income taxes paid does not meet the 5% disaggregation threshold for reporting.

Note 15 – Stockholder Return Programs

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On September 8, 2022, our Board of Directors authorized our 2022 Stock Repurchase Program for up to $ 14.0 billion of our common stock through September 30, 2023.

During the nine months ended September 30, 2023, we repurchased 77,460,937 shares of our common stock at an average price per share of $ 141.57 for a total purchase price of $ 11.0 billion under the 2022 Stock Repurchase Program.

Index for Notes to the Consolidated Financial Statements

Stock Repurchase Program.

All shares purchased during the nine months ended September 30, 2023, were purchased at market price.

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The 2023-2024 Stockholder Return Program consisted of repurchases of shares of our common stock and the payment of cash dividends.

On September 25, 2023, our Board of Directors declared a cash dividend of $ 0.65 per share on our issued and outstanding common stock, which was paid on December 15, 2023, to stockholders of record as of the close of business on December 1, 2023.

On January 24, 2024, our Board of Directors declared a cash dividend of $ 0.65 per share on our issued and outstanding common stock, which was paid on March 14, 2024, to stockholders of record as of the close of business on March 1, 2024.

On March 15, 2024, our Board of Directors declared a cash dividend of $ 0.65 per share on our issued and outstanding common stock, which was paid on June 13, 2024, to stockholders of record as of the close of business on May 31, 2024.

On June 13, 2024, our Board of Directors declared a cash dividend of $ 0.65 per share on our issued and outstanding common stock, which was paid on September 12, 2024, to stockholders of record as of the close of business on August 30, 2024.

On September 18, 2024, our Board of Directors declared a cash dividend of $ 0.88 per share on our issued and outstanding common stock, which was paid on December 12, 2024, to stockholders of record as of the close of business on November 27, 2024.

During the years ended December 31, 2024 and 2023, we paid an aggregate of $ 3.3 billion and $ 747 million, respectively, in cash dividends to our stockholders, which was presented within Net cash used in financing activities on our Consolidated Statements of Cash Flows, of which during the years ended December 31, 2024 and 2023, $ 1.7 billion and $ 393 million, respectively, was paid to DT.

During the years ended December 31, 2024 and 2023, we paid an aggregate of $ 3.3 billion and $ 747 million, respectively, in cash dividends to our stockholders under the 2023-2024 Stockholder Return Program, which were presented within Net cash used in financing activities on our Consolidated Statements of Cash Flows, of which during the years ended December 31, 2024 and 2023, $ 1.7 billion and $ 393 million, respectively, were paid to DT.

During the years ended December 31, 2024 and 2023, we repurchased 59,376,922 shares of our common stock at an average price per share of $ 187.07 for a total purchase price of $ 11.1 billion and 15,464,107 shares of our common stock at an average price per share of $ 144.95 for a total purchase price of $ 2.2 billion, respectively, under the 2023-2024 Stockholder Return Program.

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2025 Stockholder Return Program

On December 13, 2024, we announced that our Board of Directors authorized our 2025 Stockholder Return Program of up to $ 14.0 billion through December 31, 2025.

The 2025 Stockholder Return Program consisted of repurchases of shares of our common stock and the payment of cash dividends.

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

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 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 was paid on December 11, 2025, to stockholders of record as of the close of business on November 26, 2025.

During the year ended December 31, 2025, we paid an aggregate of $ 4.1 billion in cash dividends to our stockholders under the 2025 Stockholder Return Program, which were presented within Net cash used in financing activities on our Consolidated Statements of Cash Flows, of which during the year ended December 31, 2025, $ 2.1 billion were paid to DT.

During the year ended December 31, 2025, we repurchased 42,363,226 shares of our common stock at an average price per share of $ 232.96 for a total purchase price of $ 9.9 billion, under the 2025 Stockholder Return Program.

All shares repurchased during the year ended December 31, 2025, were purchased at market price.

2026 Stockholder Return Program

On December 11, 2025, we announced that our Board of Directors authorized our 2026 Stockholder Return Program of up to $ 14.6 billion that will run through December 31, 2026.

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The amount available under the 2026 Stockholder Return Program for share repurchases will be reduced by the amount of any cash dividends declared and paid by us.

Index for Notes to the Consolidated Financial Statements

Under the 2026 Stockholder Return Program, share repurchases can be made from time to time using a variety of methods, which may include open market purchases, Rule 10b5-1 plans, accelerated share repurchases, privately negotiated transactions or otherwise, all in accordance with the rules of the Securities and Exchange Commission and other applicable legal requirements.

The specific timing and amount of any share repurchases, and the specific timing and amount of any dividend payments, under the 2025 Stockholder Return Program will depend on prevailing share prices, general economic and market conditions, Company performance, and other considerations.

The specific timing and amount of any share repurchases, and the specific timing and amount of any dividend payments, under the 2026 Stockholder Return Program will depend on prevailing share prices, general economic and market

Index for Notes to the Consolidated Financial Statements

conditions, Company performance, and other considerations.

In addition, the specific timing and amount of any dividend payments are subject to being declared on future dates by the Board in its sole discretion.

The 2026 Stockholder Return Program does not obligate the Company to acquire any particular amount of common stock or to declare and pay any particular amount of dividends, and the 2026 Stockholder Return Program may be suspended or discontinued at any time at the Company’s discretion.

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

On December 4, 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 March 12, 2026, to stockholders of record as of the close of business on February 27, 2026.

As of December 31, 2025, $ 1.1 billion for dividends payable is presented within Other current liabilities on our Consolidated Balance Sheets, of which $ 594 million is payable to DT.

1 unchanged sentence

As of December 31, 2025, we had up to $ 14.6 billion remaining under the 2026 Stockholder Return Program.

Subsequent to December 31, 2024, from January 1, 2025, through January 24, 2025, we repurchased 2,855,113 shares of our common stock at an average price per share of $ 216.03 for a total purchase price of $ 617 million.

As of January 24, 2025, we had up to $ 13.4 billion remaining under the 2025 Stockholder Return Program for repurchases of shares and quarterly dividends through December 31, 2025.

Subsequent to December 31, 2025, from January 1, 2026, through February 6, 2026, we repurchased 5,106,691 shares of our common stock at an average price per share of $ 192.61 for a total purchase price of $ 984 million.

As of February 6, 2026, we had up to $ 13.6 billion remaining under the 2026 Stockholder Return Program for repurchases of shares and quarterly dividends through December 31, 2026.

Note 16 – Earnings Per Share

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Weighted-average shares outstanding – basic (1) (2)

1,127,984,348 1,169,195,373 1,185,121,562

Effect of dilutive securities:

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Outstanding stock options and unvested stock awards 77,805 25,652 148,537

SoftBank contingent consideration (1)

— — 48,751,557

Ka’ena Acquisition contingent consideration (3)

(1) Represents the weighted-average number of shares (“SoftBank Specified Shares”) that were contingently issuable from the Merger date of April 1, 2020, pursuant to a letter agreement dated February 20, 2020, between T-Mobile, SoftBank and DT (the “Letter Agreement”).

(2) During 2023, the SoftBank Specified Shares were issued and included in our calculations of basic and diluted weighted-average shares outstanding as further described below.

(3) The weighted-average number of shares contingently issuable related to the Ka’ena Acquisition earnout consideration (“Ka’ena Contingent Shares”) are included in potentially dilutive securities based on the maximum number of shares contingently issuable for the earnout and the 20 trading day volume-weighted average price as of December 31, 2024.

No Ka’ena Contingent Shares were outstanding during the year ended December 31, 2024, as the threshold specified performance indicators had not been achieved.

Ka’ena Acquisition earnout (3)

(1) For year ended December 31, 2025, the weighted-average number of shares issuable related to the Ka’ena Acquisition earnout (“Ka’ena Shares”) are included in our calculations of basic and diluted weighted-average shares outstanding based on the 20 trading day volume-weighted average price as of December 31, 2025, as further described below.

(2) During 2023, the SoftBank Specified Shares (as defined below) were issued and included in our calculations of basic and diluted weighted-average shares outstanding as further described below.

(3) Represents the Ka’ena Shares that were contingently issuable based on achievement of specified performance indicators from the Ka’ena Acquisition closing date of May 1, 2024, based on the maximum number of shares contingently issuable for the earnout and 20 trading day volume-weighted average price as of December 31, 2024.

As of December 31, 2025, we had authorized 100 million shares of preferred stock, with a par value of $ 0.00001 per share.

1 unchanged sentence

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

The SoftBank Specified Shares of 48,751,557 shares of T-Mobile common stock was determined to be contingent consideration for the Merger and was not dilutive until the defined volume-weighted average price per share was reached.

The Ka’ena Shares were previously contingent consideration for the Ka’ena Acquisition.

The Ka’ena Shares issuable are included in the calculation of basic and diluted weighted-average shares outstanding for the year ended December 31, 2025.

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

Index for Notes to the Consolidated Financial Statements

On February 20, 2020, T-Mobile, SoftBank and DT entered into a letter agreement (the “Letter Agreement”).

Pursuant to the Letter Agreement, an aggregate of 48,751,557 shares of T-Mobile common stock (the “SoftBank Specified Shares”) were contingently issuable from the Sprint Merger date of April 1, 2020.

The SoftBank Specified Shares was determined to be contingent consideration for the Sprint Merger and was not dilutive until the defined volume-weighted average price per share was reached.

The issuance of the SoftBank Specified Shares was contingent on the trailing 45 -trading day volume-weighted average (“VWAP”) per share of T-Mobile common stock on the NASDAQ Global Select Market being equal to or greater than $ 150.00 (the “Threshold Price”), at any time during the period commencing on April 1, 2022, and ending on December 31, 2025 (the “Measurement Period”).

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See Note 10 – Tower Obligations for further information.

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

Note 18 – Commitments and Contingencies

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

Such purchase commitments are approximately $ 4.6 billion for the 12-month period ending December 31, 2025, $ 5.1 billion in total for both of the 12-month periods ending December 31, 2026 and 2027, $ 2.2 billion in total for both of the 12-month periods ending December 31, 2028 and 2029, and $ 2.3 billion in total thereafter.

The following table summarizes the timing of such purchase commitments as of December 31, 2025:

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

Purchase commitments (1)

$ 5,047 $ 6,181 $ 2,990 $ 2,836 $ 17,054

(1) These amounts are not reflective of our entire anticipated purchases under the related agreements but are determined based on the non-cancelable quantities or termination amounts to which we are contractually obligated.

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

At closing, we expect to invest approximately $ 950 million in the joint venture to acquire a 50 % equity interest and all existing Lumos 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 in 2027 or 2028 under the existing business plan.

The agreement remains subject to regulatory approval, and the estimated purchase price is excluded from our reported purchase commitments above.

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

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.

The additional capital contribution is excluded from our reported purchase commitments above.

See Note 3 – Joint Ventures for additional details.

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

To the extent any debtholders do not participate in the exchange, their bonds will continue as obligations of UScellular, and the cash portion of the purchase price will be correspondingly increased.

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

The securities purchase agreement remains subject to regulatory approval.

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

See Note 2 – Business Combinations for additional details.

Index for Notes to the Consolidated Financial Statements

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

At closing, we expect to invest approximately $ 4.9 billion in the joint venture to acquire a 50 % equity interest and all existing residential fiber customers, as well as funding the joint venture.

The agreement remains subject to regulatory approval, and the estimated purchase price is excluded from our reported purchase commitments above.

See Note 3 – Joint Ventures for additional details.

On December 20, 2024, we entered into an agreement and plan of merger for the acquisition of 100 % of the outstanding capital stock of Vistar Media Inc., for a purchase price of approximately $ 625 million.

The agreement remains subject to certain regulatory approvals, and the estimated purchase price is excluded from our reported purchase commitments above.

See Note 2 – Business Combinations for additional details.

We lease spectrum from various parties.

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The purchase of the leased spectrum is at our option and, therefore, the option price is not included in the commitments below.

Our spectrum lease and service credit commitments, including renewal periods, are approximately $ 289 million for the 12-month period ending December 31, 2025, $ 613 million in total for both of the 12-month periods ending December 31, 2026 and 2027, $ 641 million in total for both of the 12-month periods ending December 31, 2028 and 2029, and $ 3.8 billion in total thereafter.

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 in exchange for total cash consideration of $ 3.5 billion.

The first tranche closed on June 24, 2024, and the associated payment of $ 2.4 billion was made on August 5, 2024.

The purchase of the Dallas licenses closed on December 6, 2024, and the associated payment of $ 541 million was made on the same day.

The remaining deferred licenses from the second tranche of $ 604 million remain subject to regulatory approval and are excluded from our reported purchase commitments above.

See Note 7 – Goodwill, Spectrum License Transactions and Other Intangible Assets for additional details.

The following table summarizes the timing of spectrum lease and service credit commitments, including renewal periods as of December 31, 2025:

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

Spectrum leases and service credits $ 297 $ 629 $ 645 $ 3,448 $ 5,019

On September 12, 2023, we entered into a License Purchase Agreement with Comcast pursuant to which we will acquire spectrum in the 600 MHz band from Comcast in exchange for total cash consideration of between $ 1.2 billion and $ 3.3 billion, subject to an application for FCC approval.

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See Note 7 – Goodwill, Spectrum License Transactions and Other Intangible Assets for additional details.

Merger Commitments

In connection with the regulatory proceedings and approvals of the Merger pursuant to the Business Combination Agreement with Sprint and the other parties named therein (as amended, the “Business Combination Agreement”) and the other transactions contemplated by the Business Combination Agreement (collectively, the “Transactions”), we have commitments and other obligations to various state and federal agencies and certain nongovernmental organizations, including pursuant to the Consent Decree agreed to by us, DT, Sprint, SoftBank and DISH and entered by the U.S.

District Court for the District of Columbia, and the FCC’s memorandum opinion and order approving our applications for approval of the Merger.

These commitments and obligations include, among other things, extensive 5G network build-out commitments, obligations to deliver high-speed wireless services to the vast majority of Americans, including Americans residing in rural areas, and the marketing of an in-home broadband product where spectrum capacity is available.

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

Sprint Merger Commitments

In connection with the regulatory proceedings and approvals of the Sprint Merger pursuant to the Business Combination Agreement with Sprint and the other parties named therein (as amended, the “Business Combination Agreement”) and the other transactions contemplated by the Business Combination Agreement, we have commitments and other obligations to various state and federal agencies and certain nongovernmental organizations, including pursuant to the Consent Decree agreed to by us, DT, Sprint, SoftBank and DISH and entered by the U.S.

District Court for the District of Columbia, and the FCC’s memorandum opinion and order approving our applications for approval of the Sprint Merger.

These commitments and obligations include, among other things, extensive 5G network build-out commitments, obligations to deliver high-speed wireless services to the vast majority of Americans, including Americans residing in rural areas, the marketing of an in-home broadband product where spectrum capacity is available and national security commitments.

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

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

Index for Notes to the Consolidated Financial Statements

Contingencies and Litigation

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

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

Except as otherwise specified below, we do not expect that the ultimate resolution of these Litigation and Regulatory Matters, individually or in the aggregate, will have a

Index for Notes to the Consolidated Financial Statements

material adverse effect on our financial position, but we note that an unfavorable outcome of some or all of the specific matters identified below, or other matters that we are or may become involved in could have a material adverse impact on results of operations or cash flows for a particular period.

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

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

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

On January 23, 2026, the Court of Appeals denied T-Mobile’s petitions for rehearing and rehearing en banc.

T-Mobile intends to file a petition for a writ of certiorari with the United States Supreme Court.

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

On April 1, 2020, in connection with the closing of the Merger, we assumed the contingencies and litigation matters of Sprint.

On April 1, 2020, in connection with the closing of the Sprint Merger, we assumed the contingencies and litigation matters of Sprint.

Those matters include a wide variety of disputes, claims, government agency investigations and enforcement actions, and other proceedings.

These matters include, among other things, certain ongoing FCC and state government agency investigations into Sprint’s Lifeline program.

In September 2019, Sprint notified the FCC that it had claimed monthly subsidies for serving subscribers, even though these subscribers may not have met usage requirements under Sprint's usage policy for the Lifeline program, due to an inadvertent coding issue in the system used to identify qualifying subscriber usage that occurred in July 2017 while the system was being updated.

Sprint has made a number of payments to reimburse the federal government and certain states for excess subsidy payments.

We note that, pursuant to Amendment No.

2, dated as of February 20, 2020, to the Business Combination Agreement, dated as of April 29, 2018, by and among the Company, Sprint and the other parties named therein, SoftBank agreed to indemnify us against certain specified matters and losses, including those relating to the Lifeline matters described above.

Resolution of these matters could require us to make additional reimbursements and pay additional fines and penalties, which we do not expect to have a significant impact on our financial results.

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

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

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

We immediately began an investigation and engaged cybersecurity experts to assist with the assessment of the incident and to help determine what data was impacted.

Our investigation uncovered that the perpetrator had illegally gained access to certain areas of our systems on or about March 18, 2021, but only gained access to and took data of

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current, former, and prospective customers beginning on or about August 3, 2021.

With the assistance of our outside cybersecurity experts, we located and closed the unauthorized access to our systems and identified current, former and prospective customers whose information was impacted and notified them, consistent with state and federal requirements.

We also undertook a number of other measures to demonstrate our continued support and commitment to data privacy and protection.

We also coordinated with law enforcement.

Our forensic investigation is complete, and we believe we have a full view of the data compromised.

Our investigation uncovered that the perpetrator had illegally gained access to certain areas of our systems on or about March 18, 2021, but only gained access to and took data of current, former, and prospective customers beginning on or about August 3, 2021.

As a result of the August 2021 cyberattack, we have become subject to numerous lawsuits, including mass arbitration claims and multiple class action lawsuits that have been filed in numerous jurisdictions seeking, among other things, unspecified monetary damages, costs and attorneys’ fees arising out of the August 2021 cyberattack.

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In connection with the class action settlement and the separate settlements, we recorded a total pre-tax charge of approximately $ 400 million in the second quarter of 2022.

During the years ended December 31, 2024, 2023 and 2022, we recognized $ 105 million, $ 50 million and $ 100 million, respectively, in reimbursements from insurance carriers for costs incurred related to the August 2021 cyberattack, which is included as a reduction to Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

In addition, in September 2022, a purported Company shareholder filed a derivative action in the Delaware Court of Chancery under the caption Harper v.

Sievert et al., Case No.

2022-0819-SG, against our current directors and certain of our former directors, alleging claims for breach of fiduciary duty relating to the Company’s cybersecurity practices.

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

On May 31, 2024, the court issued an opinion dismissing the plaintiff’s complaint in its entirety.

The plaintiff has appealed that decision.

We are unable at this time to predict the potential outcome of this lawsuit or whether we may be subject to further private litigation.

During the years ended December 31, 2024 and 2023, we recognized $ 105 million and $ 50 million, respectively, in reimbursements from insurance carriers for costs incurred related to the August 2021 cyberattack, which is included as a reduction to Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

There were no reimbursements recognized during the year ended December 31, 2025.

We have also received inquiries and contested legal proceedings from various government agencies, law enforcement and other governmental authorities related to the August 2021 cyberattack, which could result in substantial fines or penalties.

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While we hope to resolve them in the near term, we cannot predict the timing or outcome of any of these matters or whether we may be subject to further regulatory inquiries, investigations, or enforcement actions.

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In light of the inherent uncertainties involved in such matters, and based on the information currently available to us, in addition to the previously recorded pre-tax charge of approximately $ 400 million noted above, we believe it is reasonably possible that we could incur additional losses associated with these proceedings and inquiries, and we will continue to evaluate information as it becomes known and will record an estimate for losses at the time or times when it is both probable that a loss has been incurred and the amount of the loss is reasonably estimable.

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Deutsche Telekom AG, et al.

1:22-cv-03189, against DT, T-Mobile, and SoftBank, alleging that the Merger violated the antitrust laws and harmed competition in the U.S.

1:22-cv-03189, against DT, T-Mobile, and SoftBank, alleging that the Sprint Merger violated the antitrust laws and harmed competition in the U.S.

retail cell service market.

Plaintiffs seek injunctive relief and trebled monetary damages on behalf of a purported class of AT&T and Verizon customers whom plaintiffs allege paid artificially inflated prices due to the Merger.

Plaintiffs seek injunctive relief and trebled monetary damages on behalf of a purported class of AT&T and Verizon customers whom plaintiffs allege paid artificially inflated prices due to the Sprint Merger.

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

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

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However, we cannot predict the timing or outcome of any of these potential matters or whether we may be subject to additional legal proceedings, claims, regulatory inquiries, investigations, or enforcement actions.

In addition, we are unable to predict the full impact of this incident on customer behavior in the future, including whether a change in our customers’ behavior could negatively impact our results of operations on an ongoing basis, although we presently do not expect that it will have a material effect on our operations.

On February 25, 2025, a purported Company shareholder filed a putative class action and derivative lawsuit in the Delaware Court of Chancery under the caption Palkon v.

Deutsche Telekom AG, et al.

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

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

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

Note 19 – Restructuring Costs

Merger Restructuring Initiatives

Upon closing the Merger in April 2020, we began implementing restructuring initiatives to realize cost efficiencies and reduce redundancies.

The major activities associated with the Merger restructuring initiatives included contract termination costs associated with the rationalization of retail stores, distribution channels, duplicative network and backhaul services and other agreements, severance costs associated with the integration of redundant processes and functions and the decommissioning of certain small cell sites and distributed antenna systems to achieve Merger synergies in network costs.

As of June 30, 2024, we have incurred substantially all restructuring and integration costs associated with the Merger and, accordingly, no longer separately disclose Merger-related costs.

The cash payments for the Merger-related costs incurred extend beyond 2024.

The following table summarizes the expenses incurred in connection with our Merger restructuring initiatives:

UScellular Acquisition Restructuring Initiatives

Upon completing the UScellular Acquisition on August 1, 2025, we began implementing restructuring initiatives to realize cost efficiencies and eliminate redundancies.

The major activities associated with the UScellular Acquisition restructuring initiatives will include contract termination costs associated with the rationalization of retail stores, distribution channels, duplicative network and backhaul services and other agreements, severance costs associated with the integration of redundant processes and functions and the decommissioning of certain cell sites and distributed antenna systems to achieve synergies in network costs.

The following table summarizes the expenses incurred in connection with our UScellular Acquisition restructuring initiatives for the year ended December 31, 2025:

(in millions) Expenses Incurred

Contract termination costs $ 32

Severance costs 63

Network decommissioning 16

Total restructuring plan expenses $ 111

The expenses associated with our UScellular Acquisition restructuring initiatives are included in Cost of services and Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

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The changes in the liabilities associated with our UScellular Acquisition restructuring initiatives, including expenses incurred and cash payments, are as follows:

(in millions) August 1,

2025 Expenses Incurred Cash Payments Adjustments for Non-Cash Items (1)

Contract termination costs $ — $ 32 $ ( 1 ) $ — $ 31

Severance costs — 63 ( 4 ) — 59

Network decommissioning — 16 ( 7 ) ( 8 ) 1

Total $ — $ 111 $ ( 12 ) $ ( 8 ) $ 91

(1) Non-cash items primarily consist of the write-off of assets within Network decommissioning.

The liabilities accrued in connection with our UScellular Acquisition restructuring initiatives are presented in Accounts payable and accrued liabilities on our Consolidated Balance Sheets.

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

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

Network Restructuring Initiative

Recent technological advancements have enhanced our Customer-Driven Coverage insights, enabling us to identify, assess and shut down low customer value sites.

In the fourth quarter of 2025, we began implementing restructuring initiatives to identify and realize these cost savings on our network, excluding activities associated with the UScellular Acquisition (the “Network Restructuring Initiative”).

The major activities associated with the Network Restructuring Initiative include the rationalization of network and backhaul services and the decommissioning of cell sites and distributed antenna systems to reduce our overall network cost.

The following table summarizes the expenses incurred in connection with our Network Restructuring Initiative for the year ended December 31, 2025:

(in millions) Expenses Incurred

Contract termination costs $ 5

Network decommissioning 64

Total restructuring plan expenses $ 69

The expenses associated with our Network Restructuring Initiative are included in Cost of services on our Consolidated Statements of Comprehensive Income.

Our Network Restructuring Initiative also includes the termination of certain of our operating leases for cell sites and switch sites.

Incremental expenses associated with terminated leases and leases for which we have recognized accelerated lease expense were $ 24 million for the year ended December 31, 2025, and are included in Cost of services on our Consolidated Statements of Comprehensive Income.

Additionally, we recognized $ 97 million of accelerated depreciation for the year ended December 31, 2025, related to assets associated with the decommissioning of cell sites, which is included in Depreciation and amortization on our Consolidated Statements of Comprehensive Income.

The changes in the liabilities associated with our Network Restructuring Initiative, including expenses incurred and cash payments, are as follows:

(in millions) December 31,

2024 Expenses Incurred Cash Payments Adjustments for Non-Cash Items (1)

Contract termination costs $ — $ 5 $ ( 5 ) $ — $ —

Network decommissioning — 64 ( 5 ) ( 58 ) 1

Total $ — $ 69 $ ( 10 ) $ ( 58 ) $ 1

(1) Non-cash items primarily consist of the write-off of assets within Network decommissioning

The liabilities accrued in connection with our Network Restructuring Initiative are presented in Accounts payable and accrued liabilities on our Consolidated Balance Sheets.

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Our Network Restructuring Initiative is expected to occur over the next two years with a majority of costs incurred by the end of fiscal year 2026.

We are evaluating additional restructuring activities associated with the Network Restructuring Initiative, which are dependent on consultations and negotiations with certain counterparties and the expected impact on our business operations, which could affect the amount or timing of the restructuring costs and related payments.

2025 Workforce Transformation

In the fourth quarter of 2025, we began implementing a restructuring initiative to streamline operations by centralizing leaders and teams, reducing organizational layers and eliminating duplicative roles (the “2025 Workforce Transformation”).

We recorded a pre-tax charge of $ 390 million during the year ended December 31, 2025, related to the 2025 Workforce Transformation, which is included in Cost of services and Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

The changes in the liabilities associated with our 2025 Workforce Transformation initiative, including expenses incurred and cash payments, are as follows:

(in millions) December 31,

2024 Expenses Incurred Cash Payments December 31,

Severance costs $ — $ 390 $ ( 16 ) $ 374

The liabilities accrued in connection with our 2025 Workforce Transformation initiative are presented in Accounts payable and accrued liabilities on our Consolidated Balance Sheets.

We have incurred a majority of the costs associated with our 2025 Workforce Transformation initiative, with the remaining costs expected to be substantially incurred by the end of the first quarter of 2026.

We expect substantially all associated employee separations and related cash outflows to occur in 2026.

Sprint Merger Restructuring Initiatives

Upon closing the Sprint Merger in April 2020, we began implementing restructuring initiatives to realize cost efficiencies and reduce redundancies.

The major activities associated with the Sprint Merger restructuring initiatives included contract termination costs associated with the rationalization of retail stores, distribution channels, duplicative network and backhaul services and other agreements, severance costs associated with the integration of redundant processes and functions and the decommissioning of certain small cell sites and distributed antenna systems to achieve Sprint Merger synergies in network costs.

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

The cash payments for the Sprint Merger-related costs incurred extend beyond 2025.

The following table summarizes the expenses incurred in connection with our Sprint Merger restructuring initiatives:

(in millions) Year Ended

December 31, 2023 Year Ended

December 31, 2024 Incurred to Date

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Total restructuring plan expenses $ 337 $ 95 $ 2,903

The expenses associated with our Merger restructuring initiatives are included in Cost of services and Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

Our Merger restructuring initiatives also included the acceleration or termination of certain of our operating and financing leases for cell sites, switch sites, retail stores, network equipment and office facilities.

Incremental expenses associated with terminated leases and leases for which we have recognized accelerated lease expense were $ 91 million, $ 390 million and $ 1.7 billion for the years ended December 31, 2024, 2023 and 2022, respectively, and are included in Cost of services and Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

The expenses associated with our Sprint Merger restructuring initiatives are included in Cost of services and Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

Our Sprint Merger restructuring initiatives also included the acceleration or termination of certain of our operating and financing leases for cell sites, switch sites, retail stores, network equipment and office facilities.

Incremental expenses associated with terminated leases and leases for which we have recognized accelerated lease expense were $ 91 million and $ 390 million for the years ended December 31, 2024 and 2023, respectively, and are included in Cost of services and Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

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2023 Workforce Reduction

In August 2023, we implemented an initiative to reduce the size of our workforce by approximately 5,000 positions, just under 7 % of our total employee base, primarily in corporate and back-office functions, and some technology roles.

The following table summarizes the expenses incurred in connection with our workforce reduction initiative:

The following table summarizes the expenses incurred in connection with the 2023 Workforce Reduction initiatives:

(in millions) Year Ended

December 31, 2023 Year Ended

December 31, 2024 Year Ended

December 31, 2025 Incurred to Date

Severance costs (recoveries) $ 462 $ ( 5 ) $ ( 3 ) $ 454

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The expenses associated with our workforce reduction initiative are included in Cost of services and Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

The expenses associated with the 2023 Workforce Reduction initiatives are included in Cost of services and Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.

Note 20 – Additional Financial Information

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Book overdrafts included in Accounts payable were $ 823 million and $ 460 million as of December 31, 2025 and 2024, respectively.

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.

Related Person Transactions

We have related person transactions associated with DT, SoftBank (through August 6, 2025, the date SoftBank ceased to be a related person) or their respective affiliates in the ordinary course of business, including intercompany servicing and licensing.

The following table summarizes the impact of significant transactions with DT or its affiliates included in Operating expenses in the Consolidated Statements of Comprehensive Income:

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International long distance agreement 14 19 20

We have an agreement with DT for the reimbursement of certain administrative expenses, which was $ 4 million for each of the years ended December 31, 2024, 2023 and 2022.

During the years ended December 31, 2024 and 2023, we paid an aggregate of $ 3.3 billion and $ 747 million in cash dividends to our stockholders, of which $ 1.7 billion and $ 393 million was paid to DT, respectively.

We have an agreement with DT for the reimbursement of certain administrative expenses, which was $ 5 million for the year ended December 31, 2025, and $ 4 million for each of the years ended December 31, 2024 and 2023.

During the years ended December 31, 2025 and 2024, we paid an aggregate of $ 4.1 billion and $ 3.3 billion in cash dividends to our stockholders, of which $ 2.1 billion and $ 1.7 billion was paid to DT, respectively.

See Note 15 - Stockholder Return Programs for further information.

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Supplemental Consolidated Statements of Cash Flows Information

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Operating lease payments 4,764 5,162 5,062

Income tax payments 211 149 76

Income tax payments, net of refunds received 451 179 108

Non-cash investing and financing activities

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Change in accounts payable and accrued liabilities for purchases of property and equipment ( 227 ) 105 ( 860 )

Increase in Tower obligations from contract modification — — 1,158

Operating lease right-of-use assets obtained in exchange for lease obligations 2,728 1,741 2,141

Financing lease right-of-use assets obtained in exchange for lease obligations 1,232 1,222 1,224

Contingent and other deferred consideration related to the Ka’ena Acquisition 218 — —

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Deferred consideration related to the Ka’ena Acquisition — 218 —

Debt assumed in the UScellular Acquisition 1,653 — —

Cash and Cash Equivalents, Including Restricted Cash

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Note 21 – Subsequent Events

See Note 15 - Stockholder Return Programs for additional information.

Subsequent to December 31, 2024, on January 31, 2025, our wholly owned subsidiary, T-Mobile USA, Inc., entered into the ECA Facility, providing for a loan of up to $ 1.0 billion to finance network equipment-related purchases.

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

Any borrowing under the ECA Facility will mature on March 15, 2036.

As of January 31, 2025, the ECA Facility is undrawn.

On January 5, 2026, we entered into a Second Amended and Restated Credit Agreement.

See Note 9 – Debt for additional information.

On January 12, 2026, we issued $ 1.2 billion of 5.000 % Senior Notes due 2036 and $ 850 million of 5.850 % Senior Notes due 2056.

On January 22, 2026, we delivered notices of redemption on $ 3.0 billion aggregate principal amount of our 4.750 % Senior Notes due 2028 and 4.750 % Senior Notes to affiliates due 2028.

We redeemed the notes at par on February 1, 2026.

On February 5, 2026, we entered into a master receivables financing agreement and borrowed $ 1.0 billion, maturing on February 5, 2027.

See Note 9 – Debt for additional information.

From January 1, 2026, through February 6, 2026, we repurchased 5,106,691 shares of our common stock at an average price per share of $ 192.61 for a total purchase price of $ 984 million.

See Note 1 5 - Stockholder Return Program s for additional information.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

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

What changed 10-K

Item 8. Financial Statements and Supplementary Data