Date of Report (Date of earliest event reported): July 2, 2025
TELEPHONE AND DATA SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
Delaware
001-14157
36-2669023
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
30 North LaSalle Street, Suite 4000, Chicago, Illinois60602
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (312)630-1900
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
Common Shares, $.01 par value
TDS
New York Stock Exchange
Depositary Shares each representing a 1/1000th interest in a share of 6.625% Series UU Cumulative Redeemable Perpetual Preferred Stock, $.01 par value
TDSPrU
New York Stock Exchange
Depositary Shares each representing a 1/1000th interest in a share of 6.000% Series VV Cumulative Redeemable Perpetual Preferred Stock, $.01 par value
TDSPrV
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Emerging growth company
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements for Certain Officers
As previously disclosed, Telephone and Data Systems, Inc. (TDS) announced that James W. Butman would step down as President and Chief Executive Officer of TDS Telecommunications LLC (TDS Telecom), a wholly owned subsidiary of TDS, effective as of June 9, 2025, but remain with TDS Telecom as a Senior Advisor through July 1, 2025. In connection with Mr. Butman’s departure, he and TDS Telecom Service LLC, a wholly-owned subsidiary of TDS Telecom, entered into a transition agreement (Transition Agreement), which provides that Mr. Butman is entitled to receive a lump sum cash payment in the amount of $2,000,000 and title to his current company vehicle. In addition, pursuant to the terms of the Company’s 2025 Executive Officer Bonus Program, Mr. Butman is also entitled to a prorated portion of his target annual bonus for 2025 in the amount of $343,710. Under the Transition Agreement, Mr. Butman is subject to post-termination confidentiality, non-disparagement and cooperation covenants.
The foregoing description of the Transition Agreement is a summary and is qualified in its entirety by reference to the full text of the Transition Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) The following exhibits are being filed herewith:
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
TELEPHONE AND DATA SYSTEMS, INC.
Date:
July 3, 2025
By:
/s/ Vicki L. Villacrez
Vicki L. Villacrez
Executive Vice President and Chief Financial Officer
