Hanley Joseph R 4
4 · TELEPHONE & DATA SYSTEMS INC /DE/ · Filed May 19, 2026
Research Summary
AI-generated summary of this filing
TDS SVP Joseph R. Hanley Exercises Awards; Shares Withheld
What Happened
Joseph R. Hanley, Senior Vice President — Strategy & Corporate Development at Telephone & Data Systems, Inc. (TDS), converted/exercised vested equity awards on May 17, 2026. Two derivative conversions (M) produced 58,191 and 19,966 shares (total 78,157) valued at $40.50 per share (total ~$3,165,359). To satisfy tax withholding (F), 23,122 and 8,845 shares (total 31,967) were surrendered, leaving Hanley with a net issuance of 46,190 shares (net value ≈ $1.87M).
Key Details
- Transaction date(s): May 17, 2026 (Form 4 filed May 19, 2026; filing appears timely).
- Prices used: $40.50 per share (prior trading-day close used because market was closed on vest date).
- Gross shares converted: 78,157; shares withheld for taxes: 31,967; net shares to Hanley: 46,190.
- Gross value: ~$3.17 million; tax-withheld value: ~$1.29 million; net value to Hanley: ≈ $1.87 million.
- Shares owned after transaction: not disclosed in this Form 4.
- Footnotes: F1–F4 indicate these were settlement/vesting events from May 17, 2023 grants — performance share units (final performance metric certified Feb 25, 2026) and the final tranche of restricted stock units; F2 notes the prior trading-day close was used; F3 confirms shares withheld to pay taxes.
Context
These entries reflect settlement of vested awards (performance share units and RSUs), not an open-market purchase or a voluntary sale. The filing shows a cashless-style settlement for tax purposes (shares withheld to cover tax liability). Such award settlements are routine compensation events and do not by themselves indicate an insider buying or selling shares on the market.
Insider Transaction Report
- Exercise/Conversion
Common Shares
[F1][F2]2026-05-17$40.50/sh+58,191$2,356,736→ 118,664 total - Tax Payment
Common Shares
[F3][F2]2026-05-17$40.50/sh−23,122$936,441→ 95,542 total - Exercise/Conversion
Common Shares
[F4][F2]2026-05-17$40.50/sh+19,966$808,623→ 115,508 total - Tax Payment
Common Shares
[F3][F2]2026-05-17$40.50/sh−8,845$358,223→ 106,663 total - Exercise/Conversion
Performance Share Units
[F1]2026-05-17$40.50/sh−58,191$2,356,736→ 0 total→ Common Shares (58,191 underlying) - Exercise/Conversion
Restricted Stock Units
[F4]2026-05-17$40.50/sh−19,966$808,623→ 0 total→ Common Shares (19,966 underlying)
Footnotes (4)
- [F1]On May 17, 2023, the reporting person was granted financial-based performance share units that would be measured over a three year time period. The performance share units have been accumulating quarterly dividend equivalents. The Compensation Human Resources Committee certified the third and final metric on February 25, 2026 and performance shares became adjusted for performance and time based. Each performance share unit represents the contingent right to receive one common share.
- [F2]The market was closed on vest date therefore the previous trading day's close, May 15, 2026, was used to value the transaction.
- [F3]Shares withheld to pay taxes on May 17, 2026.
- [F4]Restricted stock units were awarded on May 17, 2023, pursuant to the 2022 Long Term Incentive Plan. One-third of the restricted stock units will vest on the first, second and third annual anniversaries of the Grant Date. This transaction represents settlement of the third and final vesting. Each restricted stock unit represents the contingent right to receive one common share.