8-KLeadership Changes

T-Mobile US, Inc. 8-K Report, Executive Changes (Sep 8, 2023)

Filed September 8, 2023For Securities:TMUSTMUSZTMUSITMUSL

Summary

T-Mobile US, Inc. (TMUS) has filed an 8-K report detailing the retirement arrangements for Peter Ewens, Executive Vice President of Corporate Strategy & Development. Mr. Ewens is set to retire on February 1, 2024. The agreement outlines specific benefits he will receive post-retirement, contingent upon his execution of a release of claims and continued adherence to restrictive covenants. Key provisions include a prorated short-term incentive award for 2024, continued vesting of his outstanding and unvested restricted stock units (RSUs) and performance-based RSUs (PRSUs) according to original terms, and extended company-paid medical/dental benefits for up to 18 months. This filing is primarily informational, providing transparency on executive compensation and departure terms.

Key Highlights

  • 1Peter Ewens, EVP of Corporate Strategy & Development, will retire on February 1, 2024.
  • 2Mr. Ewens will receive a prorated 2024 short-term incentive award based on target performance.
  • 3Outstanding and unvested RSUs and PRSUs will continue to vest as per original award agreements.
  • 4Performance-based RSUs (PRSUs) vesting will consider the lesser of actual performance or performance through the retirement date.
  • 5T-Mobile will provide Mr. Ewens with paid group medical and dental benefits for up to 18 months post-retirement.
  • 6Continued eligibility for the employee mobile service discount program is included.
  • 7No new RSUs or PRSUs will be granted to Mr. Ewens after the agreement date.

Frequently Asked Questions

The primary purpose of this 8-K filing is to disclose the retirement arrangements and associated benefits for T-Mobile's Executive Vice President of Corporate Strategy & Development, Peter Ewens, who is retiring on February 1, 2024. It details the compensation and benefits he will receive upon his departure.

Upon retirement and subject to certain conditions, Mr. Ewens will receive a prorated 2024 short-term incentive award, continued vesting of his outstanding RSUs and PRSUs according to their original terms, up to 18 months of company-paid medical and dental benefits, and continued eligibility for the employee mobile service discount.

The vesting of Mr. Ewens' outstanding and unvested PRSUs will continue according to the original award agreements. However, the number of PRSUs earned will be based on the lesser of the actual performance over the full performance period or the actual performance during the portion of the performance period ending on his retirement date.

Yes, Mr. Ewens must comply with certain restrictive covenants for 12 months following his retirement date, or until the last date his RSUs or PRSUs vest, whichever is later. He also needs to execute and not revoke a release of claims in favor of the Company.