ELLISON JAY 4

4 · UNITED STATES CELLULAR CORP · Filed Apr 3, 2019

Form 4

Period: 2019-04-01

EVP-COO

Transactions

Exercise/Conversion
Common Shares
2019-04-01+20,316→ 20,316 total
Tax Payment
Common Shares
[F1]
2019-04-01$46.43/sh−7,818$362,990→ 12,498 total
Exercise/Conversion
Restricted Stock Units
[F2]
2019-04-01−20,316→ 0 total
Exercise: $0.00→ Common Shares (20,316 underlying)
Award
Performance Share Units
[F3]
2019-04-01+8,877→ 8,877 total
→ Common Shares (8,877 underlying)
Award
Restricted Stock Units
[F4]
2019-04-01+17,754→ 17,754 total
Exercise: $0.00→ Common Shares (17,754 underlying)

Footnotes (4)

[F1]Delivery of Common Shares as settlement for taxes due in connection with restricted shares awarded under the United States Cellular Corporation Long-Term Incentive Plan.
[F2]Vesting of restricted stock units that were awarded on 04/01/2016 under the United States Cellular Corporation Long-Term Incentive Plan.
[F3]On April 1, 2019, the reporting person was granted an award based on the achievement of certain performance measures, except that such award provides that in no event shall the number of shares subject to the award be less than 50% of the target opportunity as of the grant date. Accordingly, the reporting person is reporting a stock award of 50% of the target opportunity as of the grant date. To the extent that the actual amount is determined to be greater than 50% of the target opportunity based on the final determination of the performance measures, the reporting person will file a Form 4 at such time to report the additional award above 50% of the target opportunity.
[F4]These restricted stock units were awarded under the United States Cellular Corporation Long-Term Incentive Plan. These restricted stock units will vest on the third anniversary of the Transaction Date.

Signature

Julie D. Mathews, by power of atty|2019-04-03

Documents

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