USM / United States Cellular Corporation - تصريحات هيئة الأوراق المالية والبورصات، التقرير السنوي، بيان الوكيل

Array Digital Infrastructure, Inc. SM 500 W. Madison Street, Suite 810 Chicago, Illinois 60661 Phone: (866) 573-4544

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2025 ARRAY DIGITAL INF

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2025 ARRAY DIGITAL INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 ARRAY DIGIT

Array reports second quarter 2025 results

Exhibit 99.1 NEWS RELEASE On August 1, 2025, United States Cellular Corporation changed its name to Array Digital Infrastructure, Inc.SM (ArraySM) As previously announced, Array will hold a teleconference on August 11, 2025, at 9:00 a.m. CDT. Listen to the call live via the Events & Presentations page of investors.arrayinc.com or investors.tdsinc.com. Array reports second quarter 2025 results CHIC

PRELIMINARY PROXY STATEMENT - SUBJECT TO COMPLETION Array Digital Infrastructure, Inc. SM 500 W. Madison Street, Suite 810 Chicago, Illinois 60661 Phone: (866) 573-4544

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UScellular Completes Sale of Wireless Operations

Exhibit 99.2 UScellular Completes Sale of Wireless Operations CHICAGO, Aug. 1, 2025 - Array Digital Infrastructure, Inc.SM (NYSE: USM) (the “Company”), formerly known as United States Cellular Corporation, and Telephone and Data Systems, Inc. (NYSE: TDS) today announced the successful closing of the previously announced divestiture of the Company’s wireless operations and select spectrum assets to

Amended and Restated Bylaws of Array Digital Infrastructure, Inc., as adopted on August 1, 2025

Exhibit 3.2 AMENDED AND RESTATED BYLAWS1 OF ARRAY DIGITAL INFRASTRUCTURE, INC. (a Delaware corporation) Article I STOCKHOLDERS Section 1.1.        Annual Meeting. The annual meeting of stockholders for the election of directors and the transaction of such other business as may properly come before such meeting shall be held on such date, and at such time and place, within or without the State of D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2025 ARRAY DIGITAL INFRA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2025 ARRAY DIGITAL INFRASTRUCTURE, INC. (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (C

Certificate of Amendment No. 1 to the Restated Certificate of Incorporation of United States Cellular Corporation, dated as of August 1, 2025.

Exhibit 3.1 CERTIFICATE OF AMENDMENT NO. 1 TO THE RESTATED CERTIFICATE OF INCORPORATION OF UNITED STATES CELLULAR CORPORATION United States Cellular Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), does hereby certify that: 1.          Article 1 of the Corporation’s Restated Certificate of Incorporation, as amended, is hereby amended an

is hereby incorporated by reference from Exhibit 10.1 to Array's Current Report on Form 8-K dated

Exhibit 10.1 EXECUTION VERSION CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED PURSUANT TO RULE 601(B)(10) OF REGULATION S-K. THE OMITTED INFORMATION IS (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. INFORMATION THAT HAS BEEN OMITTED HAS BEEN NOTED IN THIS DOCUMENT WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[***]”. MASTER LICENSE AGREEMENT by and betwe

Array Digital Infrastructure, Inc. (f/k/a United States Cellular Corporation) Introduction to Pro Forma Condensed Consolidated Financial Statements

Exhibit 99.1 Array Digital Infrastructure, Inc. (f/k/a United States Cellular Corporation) Introduction to Pro Forma Condensed Consolidated Financial Statements (Unaudited) On May 24, 2024, Telephone and Data Systems, Inc. ("TDS") and United States Cellular Corporation ("USCC") entered into an agreement (the "Agreement") to sell USCC's wireless operations and select spectrum assets (the "Wireless

UScellular announces expected name change to Array Digital Infrastructure Appoints Doug Chambers as interim President and CEO of ArraySM Expects to close on the sale of the wireless operations on August 1

Exhibit 99.2 UScellular announces expected name change to Array Digital Infrastructure Appoints Doug Chambers as interim President and CEO of ArraySM Expects to close on the sale of the wireless operations on August 1 CHICAGO (July 24, 2025) — United States Cellular Corporation (NYSE:USM) announced two developments today, each of which is subject to and will become effective upon the closing of th

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2025 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (C

Equity Acceleration Agreement between the Registrant and Douglas W. Chambers, is hereby incorporated by reference from Exhibit 10.1 to Array's Current Report on Form 8-K dated July 24, 2025.

Exhibit 10.1 EQUITY ACCELERATION AGREEMENT This Equity Acceleration Agreement (“Agreement”) is entered into as of July 24, 2025 (“Effective Date”) by and between Doug Chambers (“Associate”) and United States Cellular Corporation (the “Company”) (together, the “Parties”). RECITALS WHEREAS, the Company has adopted and maintains the United States Cellular Corporation Long-Term Incentive Plan (the “Pl

UScellular Announces Expected Amount of Special Dividend Expects to issue special dividend of $22.50 - $23.75 per share to shareholders Contingent on closing the sale of the wireless operations and subject to board approval

Exhibit 99.1 UScellular Announces Expected Amount of Special Dividend Expects to issue special dividend of $22.50 - $23.75 per share to shareholders Contingent on closing the sale of the wireless operations and subject to board approval CHICAGO (July 24, 2025) — United States Cellular Corporation (NYSE:USM) (the “Company”) today announced that it expects its Board of Directors to approve a special

Letter Agreement between the Registrant and Douglas W. Chambers, is hereby incorporated by reference from Exhibit 10.2 to Array's Current Report on Form 8-K dated July 24, 2025.

Exhibit 10.2 July 24, 2025 Douglas W. Chambers Subject: Appointment as President and Chief Executive Officer of Array Digital Infrastructure, Inc. Dear Doug, On behalf of the organization, I am pleased to present our offer for your transition to President and Chief Executive Officer of Array Digital Infrastructure, Inc. (as UScellular will be renamed). This offer is subject to approval by the Boar

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2025 UNITED STATES CELLU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2025 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (C

, CoBank, ACB, as Administrative Agent, and the other lenders party thereto, dated June 25, 2025, is hereby incorporated by reference Exhibit 4.1 to

Exhibit 4.1 $1,284,500,000 Fourth Amended and Restated Credit Agreement Dated as of June 25, 2025 among United States Cellular Corporation as the Borrower, CoBank, ACB as the Administrative Agent, the Lead Arranger, the Sole Bookrunner and a Lender and The Other Lenders Party Hereto TABLE OF CONTENTS ARTICLE I. DEFINITIONS AND ACCOUNTING TERMS 1.01 Defined Terms. 1.02 Other Interpretive Provisions

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2025 UNITED STATES CELLU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2025 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (C

and The Bank of New York Mellon Trust Company, N.A., related to

Exhibit 4.1 TWELFTH SUPPLEMENTAL INDENTURE This TWELFTH SUPPLEMENTAL INDENTURE, dated as of June 17, 2025 (the “Twelfth Supplemental Indenture”), is entered into by and among United States Cellular Corporation, a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New Yor

’s 5.500% Senior Notes due 2070 (March), is hereby incorporated by reference from Exhibit 4.3 to

Exhibit 4.3 FOURTEENTH SUPPLEMENTAL INDENTURE This FOURTEENTH SUPPLEMENTAL INDENTURE, dated as of June 17, 2025 (the “Fourteenth Supplemental Indenture”), is entered into by and among United States Cellular Corporation, a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank o

’s 5.500% Senior Notes due 2070 (June), is hereby incorporated by reference from Exhibit 4.4 to

Exhibit 4.4 FIFTEENTH SUPPLEMENTAL INDENTURE This FIFTEENTH SUPPLEMENTAL INDENTURE, dated as of June 17, 2025 (the “Fifteenth Supplemental Indenture”), is entered into by and among United States Cellular Corporation, a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of N

’s 6.250% Senior Notes due 2069, is hereby incorporated by reference from Exhibit 4.2 to

Exhibit 4.2 THIRTEENTH SUPPLEMENTAL INDENTURE This THIRTEENTH SUPPLEMENTAL INDENTURE, dated as of June 17, 2025 (the “Thirteenth Supplemental Indenture”), is entered into by and among United States Cellular Corporation, a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank o

Fourth Amendment to First Amended and Restated Credit Agreement, among UScellular, Toronto Dominion (Texas) LLC, as administrative agent, and the other lenders thereto, dated as of April 17, 2025.

Exhibit 4.2 FOURTH AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT THIS FOURTH AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment"), is entered into as of April 17, 2025 among UNITED STATES CELLULAR CORPORATION, a Delaware corporation (the "Borrower"), the other Loan Parties, each lender party hereto (collectively, the "Lenders" and individually, a "Lender"), TORONT

Letter Agreement, dated March 25, 2025, related to the Securities Purchase Agreement, dated as of May 24, 2024, among Telephone and Data Systems, Inc., United States Cellular Corporation, USCC Wireless Holdings, LLC and T-Mobile US, Inc.

Exhibit 2.1 [Certain portions of this letter have been omitted because they (i) do not amend a material agreement, (ii) are not material and (iii) are of the type of information that the registrant ordinarily treats as confidential.] Telephone and Data Systems, Inc. 30 North LaSalle Street Suite 4000 Chicago, Illinois 60602 Attention: Joseph Hanley Email: [email protected] United States Cel

Form of UScellular 2022 Long-Term Incentive Plan 2025 Performance Award Agreement.

Exhibit 10.1 UNITED STATES CELLULAR CORPORATION 2022 LONG-TERM INCENTIVE PLAN 2025 PERFORMANCE AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to the recipient of this award (the "Employee") as of the date (the "Grant Date") set forth in the “Stock Options and Awards” section of the Employee’s Company on-line account with Shareworks (the “A

UScellular reports first quarter 2025 results

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on May 2, 2025, at 9:00 a.m. CDT. Listen to the call live via the Events & Presentations page of investors.uscellular.com. UScellular reports first quarter 2025 results CHICAGO (May 2, 2025) — United States Cellular Corporation (NYSE:USM) reported total operating revenues of $891 million for the first quarter

Form of UScellular 2022 Long-Term Incentive Plan 2025 Restricted Stock Unit Award Agreement.

Exhibit 10.2 UNITED STATES CELLULAR CORPORATION 2022 LONG-TERM INCENTIVE PLAN 2025 RESTRICTED STOCK UNIT AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the “Company”), hereby grants to the recipient of this award (the “Employee”) as of the date (the “Grant Date”) set forth in the “Stock Options and Awards” section of the Employee’s Company on-line account with Sharewor

Amendment Number Four to the Telephone and Data Systems, Inc. Supplemental Executive Retirement Plan.

Exhibit 10.3 AMENDMENT NUMBER FOUR TO THE TELEPHONE AND DATA SYSTEMS, INC. SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN WHEREAS, Telephone and Data Systems, Inc., a Delaware corporation (the “Company”), has heretofore adopted and maintains for the benefit of eligible employees of the Company and certain subsidiaries of the Company a supplemental executive retirement plan designated the “Telephone and Da

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED STA

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2025 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (Com

Third Amendment to Senior Term Loan Credit Agreement, among UScellular, Toronto Dominion (Texas) LLC, as administrative agent, and the other lenders thereto, dated as of April 17, 2025.

Exhibit 4.1 THIRD AMENDMENT TO SENIOR TERM LOAN CREDIT AGREEMENT THIS THIRD AMENDMENT TO SENIOR TERM LOAN CREDIT AGREEMENT (this "Amendment"), is entered into as of April 17, 2025 among UNITED STATES CELLULAR CORPORATION, a Delaware corporation (the "Borrower"), the other Loan Parties, each lender party hereto (collectively, the "Lenders" and individually, a "Lender"), and TORONTO DOMINION (TEXAS)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-097

Subsidiaries of UScellular.

Exhibit 21 UNITED STATES CELLULAR CORPORATION SUBSIDIARY COMPANIES December 31, 2024 SUBSIDIARY COMPANIES STATE OF ORGANIZATION BANGOR CELLULAR TELEPHONE, L.

Insider Trading and Confidentiality Policy

Exhibit 19 Telephone and Data Systems, Inc. (“TDS”) and United States Cellular Corporation (“UScellular”) Statement of Policy Regarding Insider Trading and Confidentiality Dated Revised: January 8, 2025 This policy relates to Insider Trading and Confidentiality and other matters. This policy covers trading in equity and debt securities (including options and other derivatives) of TDS and UScellula

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED STATES C

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2025 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation

Description of UScellular's Securities.

Exhibit 4.11 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2024, United States Cellular Corporation has four classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (1) our Common Stock; (2) our 6.25% Senior Notes due 2069; (3) our 5.50% Senior

UScellular reports fourth quarter and full year 2024 results

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on February 21, 2025 at 9:00 a.m. CST. Listen to the call live via the Events & Presentations page of investors.uscellular.com. UScellular reports fourth quarter and full year 2024 results CHICAGO (February 21, 2025) — United States Cellular Corporation (NYSE:USM) reported total operating revenues of $970 mill

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement ☒ Defi

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement ☒ Defi

License Purchase Agreement, dated as of October 17, 2024, among UScellular, and certain subsidiaries of UScellular, and Verizon Communications Inc., is hereby incorporated by reference to Annex A to UScellular's Schedule 14C Information Statement filed on January 23, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: o Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement United

License Purchase Agreement, dated as of November 6, 2024, among UScellular, and certain subsidiaries of UScellular, and New Cingular Wireless PCS, LLC, is hereby incorporated by reference to Annex A to UScellular's Schedule 14C Information Statement filed on January 23, 2025.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement United

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 13, 2025 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation)

2025 Officer Annual Incentive Plan effective January 1, 2025, is hereby incorporated by reference to Exhibit 10.1 to UScellular's Current Report on Form 8-K dated January 15, 2025.

Exhibit 10.1 2025 Annual Incentive Plan Effective January 1, 2025 ANNUAL INCENTIVE PLAN PURPOSE The 2025 Annual Incentive Plan (“Plan”) is intended to motivate and reward associates for performance that drives achievement of UScellular’s business goals. We measure performance using both financial and non-financial goals that are tied to our business strategy. Incentive awards are based on performa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Prelimi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement United

Calculation of Filing Fee Tables Schedule 14C (Form Type) United States Cellular Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation Proposed Maximum Aggregate Value of Transaction(1),(2),(3) Fee Rate Amo

Exhibit 107 Calculation of Filing Fee Tables Schedule 14C (Form Type) United States Cellular Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation Proposed Maximum Aggregate Value of Transaction(1),(2),(3) Fee Rate Amount of Filing Fee(4) Fees to be Paid $ 1,000,000,000 0.

Calculation of Filing Fee Tables Schedule 14C (Form Type) United States Cellular Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation Proposed Maximum Aggregate Value of Transaction(1),(2),(3) Fee Rate Amo

Exhibit 107 Calculation of Filing Fee Tables Schedule 14C (Form Type) United States Cellular Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation Proposed Maximum Aggregate Value of Transaction(1),(2),(3) Fee Rate Amount of Filing Fee(4) Fees to be Paid $ 1,018,043,717 0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Prelimi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) o Definitive Information Statement United

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2024 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation

UScellular Amended and Restated Bylaws, as adopted on December 10, 2024, are hereby incorporated by reference to Exhibit 3.1 to UScellular's Current Report on Form 8-K dated December 10, 2024.

Exhibit 3.1 AMENDED AND RESTATED BYLAWS1 OF UNITED STATES CELLULAR CORPORATION (a Delaware corporation) ARTICLE I STOCKHOLDERS Section 1.1. Annual Meeting. The annual meeting of stockholders for the election of directors and the transaction of such other business as may properly come before such meeting shall be held on such date, and at such time and place, within or without the State of Delaware

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation)

Supplemental Spectrum Transactions Information

Exhibit 99.2

UScellular announces sale of select spectrum assets to AT&T for $1.018 billion

Exhibit 99.1 UScellular announces sale of select spectrum assets to AT&T for $1.018 billion CHICAGO (November 7, 2024) – United States Cellular Corporation (NYSE: USM) today has announced that it has entered into an agreement with AT&T (NYSE: T) to sell a portion of the Company’s retained spectrum licenses for total consideration of $1.018 billion. The transaction is part of the objective UScellul

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED

UScellular reports third quarter 2024 results

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on November 1, 2024, at 9:00 a.m. CDT. Listen to the call live via the Events & Presentations page of investors.uscellular.com. UScellular reports third quarter 2024 results CHICAGO (November 1, 2024) — United States Cellular Corporation (NYSE:USM) reported total operating revenues of $922 million for the thir

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2024 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation)

corporated by reference to Exhibit 10.1 to UScellular's Quarterl

Exhibit 10.1 COMPENSATION DUE AT TIME OF SEPARATION FOR EXECUTIVE OFFICERS PURPOSE The purpose of this UScellular severance program is to provide severance pay, as described below, to eligible executive officers of United States Cellular Corporation (“USCC”) whose employment is involuntarily terminated by UScellular under certain limited circumstances. PROVISIONS Officers of USCC who are: (1) exec

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2024 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation)

UScellular announces sale of select spectrum assets for $1.0 billion

EX-99.1 2 usm8-k2024projecthelenex991.htm EX-99.1 Exhibit 99.1 UScellular announces sale of select spectrum assets for $1.0 billion CHICAGO (October 18, 2024) – United States Cellular Corporation (NYSE: USM) has entered into an agreement with Verizon Communications Inc. (NYSE, Nasdaq: VZ) to sell a portion of the Company’s retained spectrum licenses for total consideration of $1.0 billion. Additio

UScellular Amended and Restated Bylaws, as amended on May 24, 2024.

Exhibit 3.1 AMENDED AND RESTATED BYLAWS1 OF UNITED STATES CELLULAR CORPORATION (a Delaware corporation) ARTICLE I STOCKHOLDERS Section 1.1. Annual Meeting. The annual meeting of stockholders for the election of directors and the transaction of such other business as may properly come before such meeting shall be held on such date, and at such time and place, within or without the State of Delaware

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0

UScellular reports second quarter 2024 results 2024 guidance reaffirmed

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on August 2, 2024, at 9:00 a.m. CDT. Listen to the call live via the Events & Presentations page of investors.uscellular.com. UScellular reports second quarter 2024 results 2024 guidance reaffirmed CHICAGO (August 2, 2024) — United States Cellular Corporation (NYSE:USM) reported total operating revenues of $92

UScellular Amended and Restated Bylaws, as amended on May 24, 2024.

Exhibit 3.1 AMENDED AND RESTATED BYLAWS1 OF UNITED STATES CELLULAR CORPORATION (a Delaware corporation) ARTICLE I STOCKHOLDERS Section 1.1. Annual Meeting. The annual meeting of stockholders for the election of directors and the transaction of such other business as may properly come before such meeting shall be held on such date, and at such time and place, within or without the State of Delaware

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED STAT

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2024 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (

definitive information statement on Schedule 14C

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No.   ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Informat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ¨ Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) o Definitive Information Statement x Defi

United States Cellular Corporation 8410 W. Bryn Mawr Avenue Chicago, Illinois 60631 (773) 399-8900 July 24, 2024

United States Cellular Corporation 8410 W. Bryn Mawr Avenue Chicago, Illinois 60631 (773) 399-8900 July 24, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Edwin Kim Re: United States Cellular Corporation (the “Company”) Preliminary Schedule 14C Filed July 16, 2024 File No. 001-09712 Dear Mr. Kim: We are writing in res

United States Cellular Corporation Financial Highlights by Segment UScellular Consolidated Q1 2024 (Dollars in millions) Operating revenues Service1 $ 754 Equipment sales 196 Total operating revenues 950 System operations (excluding Depreciation, amo

Exhibit 99.1 United States Cellular Corporation Financial Highlights by Segment (Unaudited) UScellular Consolidated Q1 2024 (Dollars in millions) Operating revenues Service1 $ 754 Equipment sales 196 Total operating revenues 950 System operations (excluding Depreciation, amortization and accretion reported below) 182 Cost of equipment sold 216 Selling, general and administrative 331 Depreciation,

Calculation of Filing Fee Tables Schedule 14C (Form Type) United States Cellular Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation

Exhibit 107 Calculation of Filing Fee Tables Schedule 14C (Form Type) United States Cellular Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation Proposed Maximum Aggregate Value of Transaction(1),(2),(3) Fee Rate Amount of Filing Fee Fees to be Paid $ 4,400,000,000 0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No.   )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No.   ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Informat

As filed with the Securities and Exchange Commission on July 16, 2024

As filed with the Securities and Exchange Commission on July 16, 2024 Registration No.

Investor Presentation, dated July 16, 2024 (furnished pursuant to Item 7.01 of this Current Report on Form 8-K).

Exhibit 99.2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2024 UNITED STATES CELLU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2024 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (C

United States Cellular Corporation 8410 W. Bryn Mawr Avenue Chicago, Illinois 60631 (773) 399-8900 July 15, 2024

United States Cellular Corporation 8410 W. Bryn Mawr Avenue Chicago, Illinois 60631 (773) 399-8900 July 15, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Re: United States Cellular Corporation Registration Statement on Form S-3 Filed February 16, 2024 File No. 333-277126 Ladies and Gentlemen: Pursuant to Rule 461 under the

United States Cellular Corporation 8410 W. Bryn Mawr Avenue Chicago, Illinois 60631 (773) 399-8900 July 10, 2024

United States Cellular Corporation 8410 W. Bryn Mawr Avenue Chicago, Illinois 60631 (773) 399-8900 July 10, 2024 VIA EDGAR Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: United States Cellular Corporation Registration Statement on Form S-3 Filed February 16, 2024 File No. 333-277126 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amen

USM / United States Cellular Corporation / TELEPHONE & DATA SYSTEMS INC /DE/ - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 20)(1) United States Cellular Corporation (Name of Issuer) Common Shares ($1.00 par value) (Title of Class of Securities) 911684108 (CUSIP Number) LeRoy T. C

USM / United States Cellular Corporation / TELEPHONE & DATA SYSTEMS INC /DE/ - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 19)(1) United States Cellular Corporation (Name of Issuer) Common Shares ($1.00 par value) (Title of Class of Securities) 911684108 (CUSIP Number) LeRoy T. C

Sale of Wireless Operations and Select Spectrum Assets May 28, 2024 Contains UScellular confidential information. Not for external use or disclosure without proper authorization. Forward-Looking Statements 2 Safe Harbor Statement Under the Private Se

Exhibit 99.2 Sale of Wireless Operations and Select Spectrum Assets May 28, 2024 Contains UScellular confidential information. Not for external use or disclosure without proper authorization. Forward-Looking Statements 2 Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: All information set forth in this presentation, except historical and factual information, repres

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2024 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (Co

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 24, 2024 UNITED STATES CELLULAR CORPORATION. (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (C

Bylaws Amendment

Exhibit 3.1 UNITED STATES CELLULAR CORPORATION BYLAW AMENDMENT The Bylaws of United States Cellular Corporation, as amended and restated as of November 29, 2022, are hereby amended to add a new Article XIII, as set forth below: ARTICLE XIII FORUM Unless the Corporation consents in writing to the selection of an alternative forum, to the fullest extent permitted by law, (a) the Court of Chancery (o

Securities Purchase Agreement, dated as of May 24, 2024, among Telephone and Data Systems, Inc., United States Cellular Corporation, USCC Wireless Holdings, LLC and T-Mobile US, Inc., is hereby incorporated by reference to Exhibit 2.1 to UScellular's Current Report on Form 8-K dated May 24, 2024.

Exhibit 2.1 EXECUTION VERSION SECURITIES PURCHASE AGREEMENT BY AND AMONG Telephone and Data Systems, Inc., UNITED STATES CELLULAR CORPORATION, USCC WIRELESS HOLDINGS, LLC AND T-Mobile US, Inc. Dated as of May 24, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Rules of Construction 40 ARTICLE II PURCHASE AND SALE 42 Section 2.1 Purchase and Sale of the Equ

UScellular and TDS Announce Sale of Wireless Operations and Select Spectrum Assets to T-Mobile for Approximately $4.4 Billion in Cash and Assumed Debt T-Mobile, after acquiring UScellular’s wireless operations and customers, will use its greater reso

Exhibit 99.1 UScellular and TDS Announce Sale of Wireless Operations and Select Spectrum Assets to T-Mobile for Approximately $4.4 Billion in Cash and Assumed Debt T-Mobile, after acquiring UScellular’s wireless operations and customers, will use its greater resources to deliver benefits to UScellular customers, including lower prices, more robust plans, superior network experiences, and more adde

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2024 UNITED STATES CELLUL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2024 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (Co

Form of UScellular 2022 Long-Term Incentive Plan 2024 Performance Award Agreement is hereby incorporated by reference to Exhibit 10.2 to UScellular's Quarterly Report on Form 10-Q for the period ended March 31, 2024.

Exhibit 10.2 UNITED STATES CELLULAR CORPORATION 2022 LONG-TERM INCENTIVE PLAN 2024 PERFORMANCE AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to the recipient of this award (the "Employee") as of the date (the "Grant Date") set forth in the “Stock Options and Awards” section of the Employee’s Company on-line account with Shareworks (the “A

Form of UScellular 2022 Long-Term Incentive Plan 2024 Restricted Stock Unit Award Agreement is hereby incorporated by reference to Exhibit 10.3 to UScellular's Quarterly Report on Form 10-Q for the period ended March 31, 2024.

Exhibit 10.3 UNITED STATES CELLULAR CORPORATION 2022 LONG-TERM INCENTIVE PLAN 2024 RESTRICTED STOCK UNIT AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to the recipient of this award (the "Employee") as of the date (the "Grant Date") set forth in the “Stock Options and Awards” section of the Employee’s Company on-line account with Sharewor

UScellular reports first quarter 2024 results 2024 guidance reaffirmed

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on May 3, 2024, at 9:00 a.m. CDT. Listen to the call live via the Events & Presentations page of investors.uscellular.com. UScellular reports first quarter 2024 results 2024 guidance reaffirmed CHICAGO (May 3, 2024) — United States Cellular Corporation (NYSE:USM) reported total operating revenues of $950 milli

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED STA

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2024 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (Com

UNITED STATES CELLULAR CORPORATION 8410 West Bryn Mawr Avenue Chicago, Illinois 60631 Phone: (773) 399-8900

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2024 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (

2024 Officer Annual Incentive Plan effective January 1, 2024, is hereby incorporated by reference to Exhibit 10.1 to UScellular's Current Report on Form 8-K dated March 14, 2024.

Exhibit 10.1 2024 Annual Incentive Plan Effective January 1, 2024 ANNUAL INCENTIVE PLAN PURPOSE The 2024 Annual Incentive Plan (“Plan”) is intended to motivate and reward associates for performance that drives achievement of UScellular’s business goals. We measure performance using both financial and non-financial goals that are tied to our business strategy. Incentive awards are based on performa

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) United States Cellular Corporation (Exact Name of Registrant as Specified in its Charter) Carry Forward Securities Security Type Security Class Title (1) Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward

As filed with the Securities and Exchange Commission on February 16, 2024

As filed with the Securities and Exchange Commission on February 16, 2024 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED STATES C

Form T-1 Statement of Eligibility under the Trust Indenture Act of 1939, as amended, of The Bank of New York Mellon Trust Company, N.A., relating to the Subordinated Debt Indenture, dated as of September 16, 2013

Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ¨ THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) (Ju

Policy on Recoupment and Forfeiture of Incentive Compensation, is hereby incorporated by reference to Exhibit 97 to UScellular's Annual Report on Form 10-K for the year ended December 31, 2023.

Exhibit 97 TELEPHONE & DATA SYSTEMS, INC. AND UNITED STATES CELLULAR CORPORATION POLICY ON RECOUPMENT AND FORFEITURE OF INCENTIVE COMPENSATION Effective as of October 2, 2023 Overview The Compensation and Human Resources Committee of the Board of Directors of Telephone & Data Systems, Inc. (“TDS”) and the Board of Directors of United Stated Cellular Corporation (“USM”) believes it is prudent to cr

UScellular reports fourth quarter and full year 2023 results Provides guidance for 2024

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on February 16, 2024 at 9:00 a.m. CST. Listen to the call live via the Events & Presentations page of investors.uscellular.com. FOR IMMEDIATE RELEASE UScellular reports fourth quarter and full year 2023 results Provides guidance for 2024 CHICAGO (February 16, 2024) — United States Cellular Corporation (NYSE:US

Description of UScellular's Securities.

Exhibit 4.11 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2023, United States Cellular Corporation has four classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (1) our Common Stock; (2) our 6.25% Senior Notes due 2069; (3) our 5.50% Senior

Form T-1 Statement of Eligibility under the Trust Indenture Act of 1939, as amended, of The Bank of New York Mellon Trust Company, N.A., relating to the Senior Debt Indenture dated as of June 1, 2002

Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ¨ THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) (Ju

Subsidiaries of UScellular.

Exhibit 21 UNITED STATES CELLULAR CORPORATION SUBSIDIARY COMPANIES December 31, 2023 SUBSIDIARY COMPANIES STATE OF ORGANIZATION BANGOR CELLULAR TELEPHONE, L.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2024 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation

Amendment to the United States Cellular Corporation 2022 Long-Term Incentive Plan Award Agreements is hereby incorporated by reference to Exhibit 10.1 to UScellular's Current Report on Form 8-K dated December 4, 2023.

Exhibit 10.1 AMENDMENT TO THE UNITED STATES CELLULAR CORPORATION 2022 LONG-TERM INCENTIVE PLAN AWARD AGREEMENTS December 4, 2023 WHEREAS, United States Cellular Corporation, a Delaware corporation (the “Company”), currently maintains and sponsors the United States Cellular Corporation 2022 Long-Term Incentive Plan (the “Plan”); WHEREAS, each capitalized term used but not defined herein shall have

Amendment to the United States Cellular Corporation 2013 Long-Term Incentive Plan, as Amended, Award Agreements is hereby incorporated by reference to Exhibit 10.2 to UScellular's Current Report on Form 8-K dated December 4, 2023.

Exhibit 10.2 AMENDMENT TO THE UNITED STATES CELLULAR CORPORATION 2013 LONG TERM INCENTIVE PLAN AWARD AGREEMENTS December 4, 2023 WHEREAS, United States Cellular Corporation, a Delaware corporation (the “Company”), currently maintains and sponsors the United States Cellular Corporation 2013 Long-Term Incentive Plan, as Amended (the “Plan”); WHEREAS, each capitalized term used but not defined herein

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 4, 2023 UNITED STATES CE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 4, 2023 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation)

Second Amendment to Senior Term Loan Credit Agreement, among UScellular, Toronto Dominion (Texas) LLC, as administrative agent, and the other lenders thereto, dated as of September 15, 2023, is hereby incorporated by reference to Exhibit 4.3 to UScellular's Quarterly Report on Form 10-Q for the period ended September 30, 2023.

Exhibit 4.3 SECOND AMENDMENT TO SENIOR TERM LOAN CREDIT AGREEMENT THIS SECOND AMENDMENT TO SENIOR TERM LOAN CREDIT AGREEMENT (this "Amendment"), is entered into as of September 15, 2023 among UNITED STATES CELLULAR CORPORATION, a Delaware corporation (the "Borrower"), the other Loan Parties, each lender party hereto (collectively, the "Lenders" and individually, a "Lender"), and TORONTO DOMINION (

UScellular reports third quarter 2023 results

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on November 3, 2023, at 9:00 a.m. CDT. Listen to the call live via the Events & Presentations page of investors.uscellular.com. UScellular reports third quarter 2023 results CHICAGO (November 3, 2023) — United States Cellular Corporation (NYSE:USM) reported total operating revenues of $963 million for the thir

Third Amendment to First Amended and Restated Credit Agreement, among UScellular, Toronto Dominion (Texas) LLC, as administrative agent, and the other lenders thereto, dated as of September 15, 2023, is hereby incorporated by reference to Exhibit 4.1 to UScellular's Quarterly Report on Form 10-Q for the period ended September 30, 2023.

Exhibit 4.1 THIRD AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT THIS THIRD AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment"), is entered into as of September 15, 2023 among UNITED STATES CELLULAR CORPORATION, a Delaware corporation (the "Borrower"), the other Loan Parties, each lender party hereto (collectively, the "Lenders" and individually, a "Lender"), TORO

Third Amendment to Third Amended and Restated Credit Agreement, among UScellular, CoBank, ACB, as administrative agent, and the other lenders thereto, dated as of September 15, 2023, is hereby incorporated by reference to Exhibit 4.2 to UScellular's Quarterly Report on Form 10-Q for the period ended September 30, 2023.

Exhibit 4.2 THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT THIS THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), is entered into as of September 15, 2023 among UNITED STATES CELLULAR CORPORATION, a Delaware corporation (the “Borrower”), each Guarantor party hereto, each lender party hereto (collectively, the “Lenders” and, individually, a “Lender”)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED

Omnibus Amendment No. 4 to Amended and Restated Series 2017-VFN Indenture Supplement, Amended and Restated Note Purchase Agreement and Transfer and Servicing Agreement and Supplemental Indenture No. 6 to Master Indenture dated September 27, 2023 among USCC Master Note Trust, U.S. Bank National Association, as Indenture Trustee, USCC Services, LLC, USCC Receivables Funding LLC, USCC EIP LLC, and Royal Bank of Canada, as administrative agent for owners of the notes is hereby incorporated by reference to Exhibit 10.1 to UScellular's Quarterly Report on Form 10-Q for the period ended September 30, 2023.

Exhibit 10.1 OMNIBUS AMENDMENT NO. 4 TO AMENDED AND RESTATED SERIES 2017-VFN INDENTURE SUPPLEMENT, AMENDED AND RESTATED NOTE PURCHASE AGREEMENT AND TRANSFER AND SERVICING AGREEMENT AND SUPPLEMENTAL INDENTURE NO. 6 TO MASTER INDENTURE OMNIBUS AMENDMENT NO. 4 TO AMENDED AND RESTATED SERIES 2017-VFN INDENTURE SUPPLEMENT, AMENDED AND RESTATED NOTE PURCHASE AGREEMENT, OMNIBUS AMENDMENT AND TRANSFER AND

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2023 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation)

Second Amendment to Credit Agreement, among UScellular, Citibank, N.A. as administrative agent, Global Coordinator, Mandated Lead Arranger and a Lender, Export Development Canada as Mandated Lead Arranger and a Lender, and the other lenders thereto, dated as of September 15, 2023, is hereby incorporated by reference to Exhibit 4.4 to UScellular's Quarterly Report on Form 10-Q for the period ended September 30, 2023.

Exhibit 4.4 SECOND AMENDMENT TO CREDIT AGREEMENT THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), is entered into as of September 15, 2023 among UNITED STATES CELLULAR CORPORATION, a Delaware corporation (the "Borrower"), the other Loan Parties, each lender party hereto (collectively, the "Lenders" and individually, a "Lender"), and CITIBANK, N.A., as administrative agent (the “Admini

As filed with the Securities and Exchange Commission on August 4, 2023

As filed with the Securities and Exchange Commission on August 4, 2023 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2023 UNITED STATES CELL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2023 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (

UScellular reports second quarter 2023 results

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on August 4, 2023, at 9:00 a.m. CDT. Listen to the call live via the Events & Presentations page of investors.uscellular.com. UScellular reports second quarter 2023 results 2Q 2023 Highlights* •Focused on improving subscriber trajectory to reduce postpaid losses - made progress in reducing postpaid churn ◦Redu

USM / United States Cellular Corporation / TELEPHONE & DATA SYSTEMS INC /DE/ - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 18)(1) United States Cellular Corporation (Name of Issuer) Common Shares ($1.00 par value) (Title of Class of Securities) 911684108 (CUSIP Number) LeRoy T. C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED STAT

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) United States Cellular Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration Fee (2) Equity Common Shares, $1.

Form of UScellular 2022 Long-Term Incentive Plan 2023 Performance Award Agreement is hereby incorporated by reference to Exhibit 10.1 to UScellular's Quarterly Report on Form 10-Q for the period ended June 30, 2023.

Exhibit 10.1 UNITED STATES CELLULAR CORPORATION 2022 LONG-TERM INCENTIVE PLAN 2023 PERFORMANCE AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to the recipient of this award (the "Employee") as of the date (the "Grant Date") set forth in the “Stock Options and Awards” section of the Employee’s Company on-line account with Shareworks (the “A

Telephone and Data Systems and UScellular Announce Exploration of Strategic Alternatives for UScellular

Exhibit 99.2 Telephone and Data Systems and UScellular Announce Exploration of Strategic Alternatives for UScellular CHICAGO (August 4, 2023) – The boards of directors of Telephone and Data Systems, Inc. (“TDS”) (NYSE: TDS) and United States Cellular Corporation (“UScellular”) (NYSE: USM) have each decided to initiate a process to explore strategic alternatives for UScellular. The comprehensive pr

Form of UScellular 2022 Long-Term Incentive Plan 2023 Restricted Stock Unit Award Agreement is hereby incorporated by reference to Exhibit 10.2 to UScellular's Quarterly Report on Form 10-Q for the period ended June 30, 2023.

Exhibit 10.2 UNITED STATES CELLULAR CORPORATION 2022 LONG-TERM INCENTIVE PLAN 2023 RESTRICTED STOCK UNIT AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to the recipient of this award (the "Employee") as of the date (the "Grant Date") set forth in the “Stock Options and Awards” section of the Employee’s Company on-line account with Sharewor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2023 UNITED STATES CELLUL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2023 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (Co

Addendum to Letter Agreement between UScellular and Laurent C. Therivel, is hereby incorporated by reference from Exhibit 10.1 to UScellular's Current Report on Form 8-K filed on May 25, 2023.

Exhibit 10.1 May 17, 2023 Mr. Laurent C. Therivel RE: Addendum to March 4, 2020 Offer Letter Dear LT: As you know, the terms and conditions of your President and Chief Executive Officer (“CEO”) position with United States Cellular Corporation (“USCC”) were outlined in an offer letter dated March 4, 2020 (the “Offer Letter”). Since then, we both have agreed that it would be mutually beneficial to i

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2023 UNITED STATES CELLUL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2023 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (Co

First Amendment to Senior Term Loan Credit Agreement, among UScellular, Toronto Dominion (Texas) LLC, as administrative agent, and the other lenders thereto, dated as of March 2, 2023, is hereby incorporated by reference to Exhibit 4.3 to UScellular's Quarterly Report on Form 10-Q for the period ended March 31, 2023.

Exhibit 4.3 FIRST AMENDMENT TO SENIOR TERM LOAN CREDIT AGREEMENT THIS FIRST AMENDMENT TO SENIOR TERM LOAN CREDIT AGREEMENT (this "Amendment"), is entered into as of March 2, 2023 among UNITED STATES CELLULAR CORPORATION, a Delaware corporation (the "Borrower"), the other Loan Parties, each lender party hereto (collectively, the "Lenders" and individually, a "Lender"), and TORONTO DOMINION (TEXAS)

UScellular reports first quarter 2023 results 2023 guidance reaffirmed

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on May 5, 2023, at 9:00 a.m. CDT. Listen to the call live via the Events & Presentations page of investors.uscellular.com. FOR IMMEDIATE RELEASE UScellular reports first quarter 2023 results 2023 guidance reaffirmed CHICAGO (May 4, 2023) — United States Cellular Corporation (NYSE:USM) reported total operating

Second Amendment to First Amended and Restated Credit Agreement, among UScellular, Toronto Dominion (Texas) LLC, as administrative agent, and the other lenders thereto, dated as of March 2, 2023, is hereby incorporated by reference to Exhibit 4.1 to UScellular's Quarterly Report on Form 10-Q for the period ended March 31, 2023.

Exhibit 4.1 SECOND AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT THIS SECOND AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment"), is entered into as of March 2, 2023 among UNITED STATES CELLULAR CORPORATION, a Delaware corporation (the "Borrower"), the other Loan Parties, each lender party hereto (collectively, the "Lenders" and individually, a "Lender"), TORONTO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED STA

First Amendment to Credit Agreement, among UScellular, Citibank, N.A. as administrative agent, Global Coordinator, Mandated Lead Arranger and a Lender, Export Development Canada as Mandated Lead Arranger and a Lender, and the other lenders thereto, dated as of March 2, 2023, is hereby incorporated by reference to Exhibit 4.4 to UScellular's Quarterly Report on Form 10-Q for the period ended March 31, 2023.

Exhibit 4.4 FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), is entered into as of March 2, 2023 among UNITED STATES CELLULAR CORPORATION, a Delaware corporation (the "Borrower"), the other Loan Parties, each lender party hereto (collectively, the "Lenders" and individually, a "Lender"), and CITIBANK, N.A., as administrative agent (the “Administrativ

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2023 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (Com

Second Amendment to Third Amended and Restated Credit Agreement, among UScellular, CoBank, ACB, as administrative agent, and the other lenders thereto, dated as of March 2, 2023, is hereby incorporated by reference to Exhibit 4.2 to UScellular's Quarterly Report on Form 10-Q for the period ended March 31, 2023.

Exhibit 4.2 SECOND AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT THIS SECOND AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), is entered into as of March 2, 2023 among UNITED STATES CELLULAR CORPORATION, a Delaware corporation (the “Borrower”), each Guarantor party hereto, each lender party hereto (collectively, the “Lenders” and, individually, a “Lender”) an

2023 Officer Annual Incentive Plan effective January 1, 2023, is hereby incorporated by reference to Exhibit 10.1 to UScellular's Current Report on Form 8-K dated April 4, 2023.

Exhibit 10.1 2023 Annual Incentive Plan Effective January 1, 2023 ANNUAL INCENTIVE PLAN PURPOSE The 2023 Annual Incentive Plan is intended to motivate and reward associates for performance that drives achievement of UScellular’s business goals. We measure performance using both financial and non-financial goals that are tied to our business strategy. Incentive awards are based on performance resul

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2023 UNITED STATES CELLU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2023 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (C

SUPPLEMENT TO THE PROXY STATEMENT DATED APRIL 4, 2023 FOR 2023 ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON MAY 16, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

UNITED STATES

DEFA14A 1 usm2023defa14anotice.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only

UNITED STATES CELLULAR CORPORATION 8410 West Bryn Mawr Avenue Chicago, Illinois 60631 Phone: (773) 399-8900

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

First Omnibus Amendment to Transaction Agreements between USCC EIP LLC and MUFG Bank, Ltd., New York Branch, dated January 31, 2023 is hereby incorporated by reference to Exhibit 10.28 to UScellular's Annual Report on Form 10-K for the year ended December 31, 2022.

Exhibit 10.28 FIRST OMNIBUS AMENDMENT TO TRANSACTION AGREEMENTS PREAMBLE This FIRST OMNIBUS AMENDMENT TO TRANSACTION AGREEMENTS (this “Amendment”), is (i) made and entered into as of January 31, 2023 (the “Effective Date”), by and between USCC EIP LLC, a Delaware limited liability company (“Seller”) and MUFG Bank, LTD., New York Branch, a Japanese banking corporation acting through its New York Br

Subsidiaries of UScellular.

Exhibit 21 UNITED STATES CELLULAR CORPORATION SUBSIDIARY COMPANIES December 31, 2022 SUBSIDIARY COMPANIES STATE OF ORGANIZATION BANGOR CELLULAR TELEPHONE, L.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED STATES C

Description of UScellular's Securities.

Exhibit 4.11 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2022, United States Cellular Corporation has four classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (1) our Common Stock; (2) our 6.25% Senior Notes due 2069; (3) our 5.50% Senior

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2023 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation

Omnibus Amendment No. 3 to Transfer and Servicing Agreement and Supplemental Indenture No. 5 to Master Indenture by and among USCC Master Note Trust, as Issuer, USCC Services, LLC, as Servicer, USCC Receivables Funding LLC, as Transferor, Royal Bank of Canada, as Administrative Agent, and U.S. Bank Trust Company, National Association, as Indenture Trustee, dated February 6, 2023 is hereby incorporated by reference to Exhibit 4.6(e) to UScellular's Annual Report on Form 10-K for the period ended December 31, 2022.

Exhibit 4.6(e) OMNIBUS AMENDMENT NO. 3 TO TRANSFER AND SERVICING AGREEMENT AND SUPPLEMENTAL INDENTURE NO. 5 TO MASTER INDENTURE OMNIBUS AMENDMENT NO. 3 TO TRANSFER AND SERVICING AGREEMENT AND SUPPLEMENTAL INDENTURE NO. 5 TO MASTER INDENTURE (this “Amendment and Supplemental Indenture”), dated as of February 6, 2023, is by and among USCC MASTER NOTE TRUST, a Delaware statutory trust (together with

Consulting Agreement between J. Samuel Crowley and UScellular dated January 3, 2023.

Exhibit 10.40 CONSULTING AGREEMENT BETWEEN J. SAMUEL CROWLEY AND UNITED STATES CELLULAR CORPORATION WHEREAS, J. Samuel Crowley (Sam) served with great distinction as a member of the UScellular Board of Directors from 1998 through 2022, as a member of the Audit Committee since 1998 and as its Chairperson since 2001, and as a member of the UScellular Long-Term Incentive Compensation Committee and it

UScellular reports fourth quarter and full year 2022 results Provides guidance for 2023

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on February 17, 2023 at 9:00 a.m. CST. Listen to the call live via the Events & Presentations page of investors.uscellular.com. FOR IMMEDIATE RELEASE UScellular reports fourth quarter and full year 2022 results Provides guidance for 2023 CHICAGO (February 16, 2023) — United States Cellular Corporation (NYSE:US

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2022 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation

UScellular Amended and Restated Bylaws are hereby incorporated by reference to Exhibit 3.1 to UScellular’s Current Report on Form 8-K dated November 28, 2022.

AMENDED AND RESTATED BYLAWS1 OF UNITED STATES CELLULAR CORPORATION (a Delaware corporation) ARTICLE I STOCKHOLDERS Section 1.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2022 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation

UScellular reports third quarter 2022 results

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on November 4, 2022, at 9:00 a.m. CDT. Listen to the call live via the Events & Presentations page of investors.uscellular.com. FOR IMMEDIATE RELEASE UScellular reports third quarter 2022 results CHICAGO (November 3, 2022) — United States Cellular Corporation (NYSE:USM) reported total operating revenues of $1,

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2022 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2022 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation)

Amended and Restated Bylaws, as adopted on October 14, 2022.

Exhibit 3.1 AMENDED AND RESTATED BYLAWS1 OF UNITED STATES CELLULAR CORPORATION (a Delaware corporation) ARTICLE I STOCKHOLDERS Section 1.1. Annual Meeting. The annual meeting of stockholders for the election of directors and the transaction of such other business as may properly come before such meeting shall be held on such date, and at such time and place, within or without the State of Delaware

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2022 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation)

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) United States Cellular Corporation (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration Fee (2) Equity Common Shares, $1.

As filed with the Securities and Exchange Commission on August 9, 2022

As filed with the Securities and Exchange Commission on August 9, 2022 Registration No.

Form of UScellular 2013 Long-Term Incentive Plan 2022 Performance Award Agreement is hereby incorporated by reference to Exhibit 10.2 to UScellular's Quarterly Report on Form 10-Q for the period ended June 30, 2022.

Exhibit 10.2 2013 LONG-TERM INCENTIVE PLAN 2022 PERFORMANCE AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to the recipient of this award (the "Employee") as of the date (the "Grant Date") set forth in the ?Stock Options and Awards? section of the Employee?s Company on-line account with Shareworks (the ?Award Summary?), a Performance Award

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2022 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (

Form of UScellular 2013 Long-Term Incentive Plan 2022 Restricted Stock Unit Award Agreement is hereby incorporated by reference to Exhibit 10.3 to UScellular's Quarterly Report on Form 10-Q for the period ended June 30, 2022.

Exhibit 10.3 2013 LONG-TERM INCENTIVE PLAN 2022 RESTRICTED STOCK UNIT AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to the recipient of this award (the "Employee") as of the date (the "Grant Date") set forth in the ?Stock Options and Awards? section of the Employee?s Company on-line account with Shareworks (the ?Award Summary?), a Restric

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED STAT

UScellular reports second quarter 2022 results 2022 guidance reaffirmed

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on August 5, 2022, at 9:00 a.m. CDT. Listen to the call live via the Events & Presentations page of investors.uscellular.com. FOR IMMEDIATE RELEASE UScellular reports second quarter 2022 results 2022 guidance reaffirmed CHICAGO (August 4, 2022) ? United States Cellular Corporation (NYSE:USM) reported total ope

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2022 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (Co

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) United States Cellular Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Shares, $1.

As filed with the Securities and Exchange Commission on May 9, 2022

As filed with the Securities and Exchange Commission on May 9, 2022 Registration No.

Form of 2013 Long-Term Incentive Plan 2020 Accomplishment Award Agreement for the President and CEO, is hereby incorporated by reference to Exhibit 10.8 to UScellular's Quarterly Report on Form 10-Q for the period ended March 31, 2022.

Exhibit 10.8 2013 LONG-TERM INCENTIVE PLAN 2020 ACCOMPLISHMENT AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to Laurent C. Therivel (the "Employee") as of July 1, 2020 (the "Grant Date"), an Accomplishment Award (the "Award") with respect to 145,021 shares of Common Stock. The Award is granted pursuant to the provisions of the United Stat

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2022 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (Com

Form of UScellular 2013 Long-Term Incentive Plan 2021 Performance Award Agreement is hereby incorporated by reference to Exhibit 10.7 to UScellular's Quarterly Report on Form 10-Q for the period ended March 31, 2022.

Exhibit 10.7 2013 LONG-TERM INCENTIVE PLAN 2021 PERFORMANCE AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to the recipient of this award (the "Employee") as of the date (the "Grant Date") set forth in the ?Stock Options and Awards? section of the Employee?s Company on-line account with Solium Capital (the ?Award Summary?), a Performance A

Form of UScellular 2013 Long-Term Incentive Plan 2020 Restricted Stock Unit Award Agreement, is hereby incorporated by reference to Exhibit 10.3 to UScellular's Quarterly Report on Form 10-Q for the period ended March 31, 2022.

Exhibit 10.3 2013 LONG-TERM INCENTIVE PLAN 2020 RESTRICTED STOCK UNIT AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to the recipient of this award (the "Employee") as of the date (the "Grant Date") set forth in the ?Stock Options and Awards? section of the Employee?s Company on-line account with Solium Capital (the ?Award Summary?), a Res

Form of UScellular 2013 Long-Term Incentive Plan 2016 Stock Option Award Agreement, is hereby incorporated by reference to Exhibit 10.9 to UScellular's Quarterly Report on Form 10-Q for the period ended March 31, 2022.

Exhibit 10.9 2013 LONG-TERM INCENTIVE PLAN 2016 STOCK OPTION AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to <> (the "Optionee"), as of April 1, 2016 (the "Option Date"), pursuant to the provisions of the United States Cellular Corporation 2013 Long-Term Incentive Plan, as amended from time to time (the ''Plan"), a Non-Qualified Stock Op

Form of UScellular 2013 Long-Term Incentive Plan 2020 Performance Award Agreement

Exhibit 10.6 2013 LONG-TERM INCENTIVE PLAN 2020 PERFORMANCE AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to the recipient of this award (the "Employee") as of the date (the "Grant Date") set forth in the ?Stock Options and Awards? section of the Employee?s Company on-line account with Solium Capital (the ?Award Summary?), a Performance A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED STA

Omnibus Amendment No. 2 to Amended and Restated Series 2017-VPN Indenture Supplement, Amended and Restated Note Purchase Agreement and Transfer and Servicing Agreement and Supplemental Indenture No. 4 to Master Indenture by and among USCC Master Note Trust, as Issuer, USCC Services, LLC, as Servicer, USCC Receivables Funding LLC, as Transferor, UScellular, as Performance Guarantor, Royal Bank of Canada, as Administrative Agent and U.S. Bank National Association, as Indenture Trustee, dated March 10, 2022, is hereby incorporated by reference to Exhibit 10.1 to UScellular's Quarterly Report on Form 10-Q for the period ended March 31, 2022.

Exhibit 10.1 OMNIBUS AMENDMENT NO. 2 TO AMENDED AND RESTATED SERIES 2017-VFN INDENTURE SUPPLEMENT, AMENDED AND RESTATED NOTE PURCHASE AGREEMENT AND TRANSFER AND SERVICING AGREEMENT AND SUPPLEMENTAL INDENTURE NO. 4 TO MASTER INDENTURE OMNIBUS AMENDMENT NO. 2 TO AMENDED AND RESTATED SERIES 2017-VFN INDENTURE SUPPLEMENT, AMENDED AND RESTATED NOTE PURCHASE AGREEMENT AND TRANSFER AND SERVICING AGREEMEN

Form of UScellular 2013 Long-Term Incentive Plan 2020 Restricted Stock Award Agreement for the President and CEO, is hereby incorporated by reference to Exhibit 10.4 to UScellular's Quarterly Report on Form 10-Q for the period ended March 31, 2022.

Exhibit 10.4 2013 LONG-TERM INCENTIVE PLAN 2020 RESTRICTED STOCK UNIT AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to Laurent C. Therivel (the "Employee") as of July 1, 2020 (the "Grant Date"), a Restricted Stock Unit Award (the "Award") with respect to 72,510 shares of Common Stock. The Award is granted pursuant to the provisions of the

Form of UScellular 2013 Long-Term Incentive Plan 2021 Restricted Stock Unit Award Agreement is hereby incorporated by reference to Exhibit 10.5 to UScellular's Quarterly Report on Form 10-Q for the period ended March 31, 2022.

Exhibit 10.5 2013 LONG-TERM INCENTIVE PLAN 2021 RESTRICTED STOCK UNIT AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to the recipient of this award (the "Employee") as of the date (the "Grant Date") set forth in the ?Stock Options and Awards? section of the Employee?s Company on-line account with Solium Capital (the ?Award Summary?), a Res

UScellular reports first quarter 2022 results 2022 guidance reaffirmed

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on May 6, 2022, at 9:00 a.m. CDT. Listen to the call live via the Events & Presentations page of investors.uscellular.com. FOR IMMEDIATE RELEASE UScellular reports first quarter 2022 results 2022 guidance reaffirmed CHICAGO (May 5, 2022) ? United States Cellular Corporation (NYSE:USM) reported total operating

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 13, 2022 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (

2022 Officer Annual Incentive Plan effective January 1, 2022, is hereby incorporated by reference to Exhibit 10.1 to UScellular's Current Report on Form 8-K dated April 13, 2022.

Exhibit 10.1 UNITED STATES CELLULAR CORPORATION 2022 OFFICER ANNUAL INCENTIVE PLAN Effective January 1, 2022 I. PURPOSE ?To provide incentive for the officers of United States Cellular Corporation (?UScellular? or ?Company?) to extend their best efforts towards achieving superior results in relation to key performance targets; ?To reward UScellular officers in relation to their success in meeting

UNITED STATES

DEFA14A 1 usm2022defa14abroadridgeno.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commissio

United States Cellular Corporation 2022 Long-Term Incentive Plan, is hereby incorporated by reference from Exhibit A to the UScellular definitive proxy statement dated April 5, 2022, which was filed with the SEC on Schedule 14A on April 5, 2022.

DEF 14A 1 usm2022proxy.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as per

UScellular Board of Directors Nominates Two New Board Members Board refreshment to bring new perspectives and relevant experiences

DEFA14A 1 usm2022defa14aboardnominat.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commissio

Description of UScellular's Securities.

Exhibit 4.12 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2021, United States Cellular Corporation has four classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (1) our Common Stock; (2) our 6.25% Senior Notes due 2069; (3) our 5.50% Senior

First Amendment to First Amended and Restated Credit Agreement, among UScellular, Toronto Dominion (Texas) LLC, as administrative agent, and the other lenders thereto, dated as of December 9, 2021, is hereby incorporated by reference to Exhibit 4.9(b) to UScellular's Annual Report on Form 10-K for the year ended December 31, 2021.

Exhibit 4.9(b) FIRST AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT THIS FIRST AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment"), is entered into as of December 9, 2021 among UNITED STATES CELLULAR CORPORATION, a Delaware corporation (the "Borrower"), each lender party hereto (collectively, the "Lenders" and individually, a "Lender"), TORONTO DOMINION (TEXAS) LL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED STATES C

First Amendment to Third Amended and Restated Credit Agreement, among UScellular, CoBank, ACB, as administrative agent, and the other lenders thereto, dated as of December 9, 2021, is hereby incorporated by reference to Exhibit 4.8(b) to UScellular's Annual Report on Form 10-K for the year ended December 31, 2021.

Exhibit 4.8(b) FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT THIS FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this ?Amendment?), is entered into as of December 9, 2021 among UNITED STATES CELLULAR CORPORATION, a Delaware corporation (the ?Borrower?), each Guarantor party hereto, each lender party hereto (collectively, the ?Lenders? and, individually, a ?Lender?

UScellular reports fourth quarter and full year 2021 results UScellular executing on strategic priorities; Provides guidance for 2022

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on February 18, 2022 at 9:00 a.m. CST. Listen to the call live via the Events & Presentations page of investors.uscellular.com. FOR IMMEDIATE RELEASE UScellular reports fourth quarter and full year 2021 results UScellular executing on strategic priorities; Provides guidance for 2022 CHICAGO (February 17, 2022)

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 17, 2022 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation

Amendment No. 4 to UScellular 2013 Long-Term Incentive Plan is hereby incorporated by reference to Exhibit 10.10(e) to UScellular's Annual Report on Form 10-K for the year ended December 31, 2021.

Exhibit 10.10(e) AMENDMENT NUMBER FOUR TO THE UNITED STATES CELLULAR CORPORATION 2013 LONG-TERM INCENTIVE PLAN WHEREAS, United States Cellular Corporation, a Delaware corporation (the ?Company?) has adopted and maintains the United States Cellular Corporation 2013 Long-Term Incentive Plan (the ?Plan?) for the benefit of certain employees; WHEREAS, pursuant to Section 8.2 of the Plan, the Board of

Subsidiaries of UScellular.

Exhibit 21 UNITED STATES CELLULAR CORPORATION SUBSIDIARY COMPANIES December 31, 2021 SUBSIDIARY COMPANIES STATE OF ORGANIZATION BANGOR CELLULAR TELEPHONE, L.

Master Repurchase Agreement (including Annex I thereto), effective January 26, 2022, between USCC EIP LLC and MUFG Bank, LTD., New York Branch is hereby incorporated by reference to Exhibit 10.2 to UScellular's Current Report on Form 8-K dated January 27, 2022.

Exhibit 10.2 Master Repurchase Agreement September 1996 Version Dated as of January 26, 2022 Between: USCC EIP LLC, a Delaware limited liability company ("Seller") and MUFG Bank, LTD., New York Branch, a Japanese banking corporation acting through its New York Branch ("Buyer"). 1. Applicability From time to time the parties hereto may enter into transactions in which one party (?Seller?) agrees to

Master Framework Agreement, effective January 26, 2022, between USCC EIP LLC and MUFG Bank, Ltd., New York Branch is hereby incorporated by reference to Exhibit 10.1 to UScellular's Current Report on Form 8-K dated January 27, 2022.

Exhibit 10.1 MASTER FRAMEWORK AGREEMENT This MASTER FRAMEWORK AGREEMENT (this ?Framework Agreement?), is made and entered into as of January 26, 2022 (the ?Effective Date?), by and between: (i) MUFG BANK, LTD., NEW YORK BRANCH, a Japanese banking corporation acting through its New York Branch (?Buyer?); and (ii) USCC EIP LLC, a Delaware limited liability company (?Seller?). Each of Buyer and Selle

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 27, 2022 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation)

Performance Guaranty under the Master Framework Agreement, effective January 26, 2022, by United States Cellular Corporation in favor of MUFG Bank, Ltd., New York Branch is hereby incorporated by reference to Exhibit 10.3 to UScellular's Current Report on Form 8-K dated January 27, 2022.

EX-10.3 4 usmex103performanceguaranty.htm EX-10.3 Exhibit 10.3 GUARANTY This GUARANTY (this “Agreement”), dated as of January 26, 2022, is between UNITED STATES CELLULAR CORPORATION, a Delaware corporation (“Guarantor”), and MUFG BANK, LTD., NEW YORK BRANCH, a Japanese banking corporation acting through its New York Branch (“Buyer”) under the Master Framework Agreement, dated as of the date hereof

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2021 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation

Credit Agreement, among UScellular, Citibank, N.A. as administrative agent, Global Coordinator, Mandated Lead Arranger and a Lender, Export Development Canada as Mandated Lead Arranger and a Lender, and the other lenders thereto, dated as of December 17, 2021, including the form of subsidiary Guaranty and Subordination Agreement, is hereby incorporated by reference to Exhibit 4.1 to UScellular's Current Report on Form 8-K dated December 17, 2021.

EX-4.1 2 usm2021exportcreditfinanci.htm EX-4.1 Exhibit 4.1 $150,000,000 Credit Agreement Dated as of December 17, 2021 Among United States Cellular Corporation as the Borrower, Citibank, N.A. as the Administrative Agent, Global Coordinator, a Mandated Lead Arranger and a Lender, Export Development Canada, as a Mandated Lead Arranger and a Lender, and The Other Lenders From Time to Time Party Heret

Senior Term Loan Credit Agreement, among UScellular, Toronto Dominion (Texas) LLC, as administrative agent, and the other lenders thereto, dated as of December 9, 2021, including the form of subsidiary Guaranty and Subordination Agreement, is hereby incorporated by reference to Exhibit 4.1 to UScellular's Current Report on Form 8-K dated December 9, 2021.

EX-4.1 2 usm8-k2021termloandecex41.htm EX-4.1 Exhibit 4.1 $300,000,000 Senior Term Loan Credit Agreement Dated as of December 9, 2021 among United States Cellular Corporation as the Borrower, Toronto Dominion (Texas) LLC as Administrative Agent and The Lenders Party Hereto TD Securities (USA) LLC, Wells Fargo Securities, LLC, and CIBC Bank USA, MUFG Bank, Ltd., Royal Bank of Canada, Truist Bank, U

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2021 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation)

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2021 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED

UScellular reports third quarter 2021 results Executing on strategic priorities

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference November 4, 2021, at 4:00 p.m. CDT. Listen to the call live via the Events & Presentations page of investors.uscellular.com. FOR IMMEDIATE RELEASE UScellular reports third quarter 2021 results Executing on strategic priorities CHICAGO (November 4, 2021) ? United States Cellular Corporation (NYSE:USM) reported

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 Certification and Notice of Termination of Registration under Section 12(g) of the Securities Exchange Act of 1934 or Suspension of Duty to File Reports under Sections 13 and 15(d) of

15-12B 1 usm2021september15-12b.htm 15-12B SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 Certification and Notice of Termination of Registration under Section 12(g) of the Securities Exchange Act of 1934 or Suspension of Duty to File Reports under Sections 13 and 15(d) of the Securities Exchange Act of 1934 Commission File Number 001-09712 United States Cellular Corporation (Ex

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on September 13, 2021, pursuant to the provisions of Rule 12d2-2 (a).

Supplemental Indenture No. 3 by and among USCC Master Note Trust, USCC Services LLC, U.S. Bank National Association, as Indenture Trustee, dated Ju

Exhibit 4.3 SUPPLEMENTAL INDENTURE NO. 3 (USCC Master Note Trust) This SUPPLEMENTAL INDENTURE NO. 3, dated as of July 21, 2021 (this ?Supplemental Indenture?), by and among USCC MASTER NOTE TRUST, a Delaware statutory trust (together with its permitted successors and assigns, the ?Issuer?), USCC SERVICES, LLC, a Delaware limited liability company, as servicer (in such capacity, the ?Servicer?), an

Form of UScellular 2013 Long-Term Incentive Plan 2021 Performance Award Agreement is hereby incorporated by reference to Exhibit 10.1 to UScellular's Quarterly Report on Form 10-Q for the period ended June 30, 2021.

Exhibit 10.1 2013 LONG-TERM INCENTIVE PLAN 2021 PERFORMANCE AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to the recipient of this award (the "Employee") as of the date (the "Grant Date") set forth in the ?Stock Options and Awards? section of the Employee?s Company on-line account with Solium Capital (the ?Award Summary?), a Performance A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED STAT

Form of UScellular 2013 Long-Term Incentive Plan Restricted Stock Unit Award Agreement for awards issued after 2020 is hereby incorporated by reference to Exhibit 10.2 to UScellular's Quarterly Report on Form 10-Q for the period ended June 30, 2021.

Exhibit 10.2 2013 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT United States Cellular Corporation, a Delaware corporation (the "Company"), hereby grants to the recipient of this award (the "Employee") as of the date (the "Grant Date") set forth in the ?Stock Options and Awards? section of the Employee?s Company on-line account with Solium Capital (the ?Award Summary?), a Restrict

Amendment No. 1 to Amended and Restated Series 2017-VFN Note Purchase Agreement by and among USCC Receivables Funding LLC, as Transferor, USCC Master Note Trust, as Issuer, USCC Services, LLC, as Servicer, UScellular as Performance Guarantor, and Royal Bank of Canada, as Administrative Agent for owners of the notes, dated June 29, 2021, is hereby incorporated by reference to Exhibit 10.3 to UScellular's Quarterly Report on Form 10-Q for the period ended June 30, 2021.

Exhibit 10.3 AMENDMENT NO. 1 TO AMENDED AND RESTATED SERIES 2017-VFN NOTE PURCHASE AGREEMENT AMENDMENT NO. 1 TO AMENDED AND RESTATED SERIES 2017-VFN NOTE PURCHASE AGREEMENT, dated as of June 29, 2021 (this ?Amendment?), is entered into by and among USCC MASTER NOTE TRUST (together with its permitted successor and assigns, the ?Issuer?), USCC RECEIVABLES FUNDING LLC (the ?Transferor?), USCC SERVICE

Third Amended and Restated Credit Agreement, among UScellular, CoBank, ACB, as administrative agent, and the other lenders thereto, dated as of July 30, 2021, is hereby incorporated by reference to Exhibit 4.4 to UScellular's Quarterly Report on Form 10-Q for the period ended June 30, 2021.

Exhibit 4.4 $500,000,000 Third Amended and Restated Credit Agreement Dated as of July 30, 2021 Among United States Cellular Corporation as the Borrower, CoBank, ACB as the Administrative Agent, the Lead Arranger, the Sole Bookrunner and a Lender and The Other Lenders Party Hereto TABLE OF CONTENTS ARTICLE I. DEFINITIONS AND ACCOUNTING TERMS 1.01 Defined Terms 1.02 Other Interpretive Provisions 1.0

UScellular reports second quarter 2021 results Executing on strategic priorities; guidance reaffirmed

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference August 6, 2021, at 9:00 a.m. CDT. Listen to the call live via the Events & Presentations page of investors.uscellular.com. FOR IMMEDIATE RELEASE UScellular reports second quarter 2021 results Executing on strategic priorities; guidance reaffirmed CHICAGO (August 5, 2021) ? United States Cellular Corporation (N

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2021 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2021 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (C

First Amended and Restated Credit Agreement, among UScellular, Toronto Dominion (Texas) LLC, as administrative agent, and the other lenders thereto, dated as of July 20, 2021, including the form of subsidiary Guaranty and Subordination Agreement, is hereby incorporated by reference to Exhibit 4.1 to UScellular's Current Report on Form 8-K dated July 20, 2021.

Exhibit 4.1 $300,000,000 First Amended and Restated Credit Agreement Dated as of July 20, 2021 among United States Cellular Corporation as the Borrower, Toronto Dominion (Texas) LLC as Administrative Agent and The Toronto-Dominion Bank, New York Branch as L/C Issuer and Swing Line Lender The Other Lenders Party Hereto TD Securities (USA) LLC, Wells Fargo Securities, LLC, Citibank, N.A., CoBank, AC

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 Certification and Notice of Termination of Registration under Section 12(g) of the Securities Exchange Act of 1934 or Suspension of Duty to File Reports under Sections 13 and 15(d) of

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 Certification and Notice of Termination of Registration under Section 12(g) of the Securities Exchange Act of 1934 or Suspension of Duty to File Reports under Sections 13 and 15(d) of the Securities Exchange Act of 1934 Commission File Number 001-09712 United States Cellular Corporation (Exact name of registrant as specified in its

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on June 28, 2021, pursuant to the provisions of Rule 12d2-2 (a).

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 Certification and Notice of Termination of Registration under Section 12(g) of the Securities Exchange Act of 1934 or Suspension of Duty to File Reports under Sections 13 and 15(d) of

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 Certification and Notice of Termination of Registration under Section 12(g) of the Securities Exchange Act of 1934 or Suspension of Duty to File Reports under Sections 13 and 15(d) of the Securities Exchange Act of 1934 Commission File Number 001-09712 United States Cellular Corporation (Exact name of registrant as specified in its

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2021 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (Co

United States Cellular Corporation 8410 W. Bryn Mawr Avenue Chicago, Illinois 60631 (773) 399-8900 May 18, 2021

United States Cellular Corporation 8410 W. Bryn Mawr Avenue Chicago, Illinois 60631 (773) 399-8900 May 18, 2021 VIA EDGAR Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: United States Cellular Corporation Registration Statement on Form S-3 Filed May 17, 2021 File No. 333-256196 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, U

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES CELLULAR CORPORATION (Exact nam

8-A12B 1 usm20218-a.htm 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 62-1147325 (State or other jurisdiction of incorporation or organ

Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, UBS Securities LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters, relating to the Company’s 5.500% Senior Notes due 2070.

Exhibit 1.2 UNITED STATES CELLULAR CORPORATION (a Delaware corporation) Debt Securities TERMS AGREEMENT May 10, 2021 To: United States Cellular Corporation 8410 West Bryn Mawr Avenue Chicago, Illinois 60631 Ladies and Gentlemen: We understand that United States Cellular Corporation, a Delaware corporation (the ?Company?), proposes to issue and sell $500,000,000 aggregate principal amount of its se

UScellular Announces Pricing of $500 Million of 5.500% Senior Notes due 2070

Exhibit 99.1 NEWS RELEASE FOR RELEASE: IMMEDIATE UScellular Announces Pricing of $500 Million of 5.500% Senior Notes due 2070 CHICAGO ? May 11, 2021- United States Cellular Corporation (NYSE: USM) (?UScellular?) announced today the pricing of an underwritten public offering of $500 million aggregate principal amount of its 5.500% Senior Notes due 2070. The notes will be callable at par on and afte

Form T-1 Statement of Eligibility under the Trust Indenture Act of 1939, as amended, of The Bank of New York Mellon Trust Company, N.A., relating to the Subordinated Debt Indenture, dated as of September 16, 2013

Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ? THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) (Ju

Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, UBS Securities LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters, relating to the Company’s 5.500% Senior Notes due 2070.

Exhibit 1.1 UNITED STATES CELLULAR CORPORATION (a Delaware corporation) Debt Securities UNDERWRITING AGREEMENT May 10, 2021 BofA Securities, Inc. Citigroup Global Markets Inc. Morgan Stanley & Co. LLC RBC Capital Markets, LLC UBS Securities LLC Wells Fargo Securities, LLC As representatives of the several underwriters referred to below c/o Wells Fargo Securities, LLC 550 South Tryon Street Charlot

Form of Eleventh Supplemental Indenture dated as of May 17, 2021, between UScellular and The Bank of New York Mellon Trust Company, N.A., related to $500,000,000 of UScellular's 5.5% Senior Notes due 2070 is hereby incorporated by reference to Exhibit 2 to UScellular's Registration Statement on Form 8-A dated May 17, 2021.

EX-2 2 usm20218-aex2.htm EX-2 Exhibit 2 ELEVENTH SUPPLEMENTAL INDENTURE This ELEVENTH SUPPLEMENTAL INDENTURE, dated as of May 17, 2021 (this “Supplemental Indenture”), is entered into by and among United States Cellular Corporation, a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), and The Bank of New York Mellon Trust Company, N.A. (formerly known

As filed with the Securities and Exchange Commission on May 17, 2021

As filed with the Securities and Exchange Commission on May 17, 2021 Registration No.

Form T-1 Statement of Eligibility under the Trust Indenture Act of 1939, as amended, of The Bank of New York Mellon Trust Company, N.A., relating to the Senior Debt Indenture dated as of June 1, 2002

Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ? THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) (Ju

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2021 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (Co

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on May 24, 2021, pursuant to the provisions of Rule 12d2-2 (a).

$500,000,000 United States Cellular Corporation 5.500% Senior Notes due 2070

TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(5)? ?Resigstation Statement No. 333-254182? PROSPECTUS SUPPLEMENT (To Prospectus Dated December 22, 2020) $500,000,000 United States Cellular Corporation 5.500% Senior Notes due 2070 ? We are offering $500,000,000 of our 5.500% Senior Notes due 2070 (the ?Notes?). The Notes will mature on June 1,?2070. We will pay interest on the Notes quarterly on

United States Cellular Corporation 5.500% Senior Notes due 2070 Pricing Term Sheet

Filed Pursuant to Rule 433 Registration No. 333-251482 May 10, 2021 Free Writing Prospectus (To Prospectus dated December 22, 2020 and Preliminary Prospectus Supplement Dated May 10, 2021) United States Cellular Corporation 5.500% Senior Notes due 2070 Pricing Term Sheet Issuer: United States Cellular Corporation Expected Ratings (Moody?s / S&P / Fitch)*: Ba1 / BB / BB+ Security: 5.500% Senior Not

SUBJECT TO COMPLETION, DATED MAY 10, 2021

TABLE OF CONTENTS The information in this preliminary prospectus supplement is not complete and may be changed.

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09712 UNITED STA

UScellular 2021 Executive Deferred Compensation Interest Account Plan effective January 1, 2021, is hereby incorporated by reference to Exhibit 10.1 to UScellular's Quarterly Report on Form 10-Q for the period ended March 31, 2021.

Exhibit 10.1 UNITED STATES CELLULAR CORPORATION 2021 EXECUTIVE DEFERRED COMPENSATION INTEREST ACCOUNT PLAN (Effective January 1, 2021) ARTICLE 1 Introduction Section 1.1 Title. The title of this Plan shall be the ?United States Cellular Corporation Executive Deferred Compensation Interest Account Plan.? Section 1.2 Purpose. This Plan shall constitute an unfunded nonqualified deferred compensation

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2021 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (Com

UScellular reports first quarter 2021 results Strong results drive increases to 2021 guidance

EX-99.1 2 usmq120218-kex991.htm EX-99.1 Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference May 7, 2021, at 9:00 a.m. CDT. Listen to the call live via the Events & Presentations page of investors.uscellular.com. FOR IMMEDIATE RELEASE UScellular reports first quarter 2021 results Strong results drive increases to 2021 guidance CHICAGO (May 6, 2021) — United Stat

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 13, 2021 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation) (

United States Cellular Corporation 2021 Officer Annual Incentive Plan effective January 1, 2021.

Exhibit 10.1 UNITED STATES CELLULAR CORPORATION 2021 OFFICER ANNUAL INCENTIVE PLAN Effective January 1, 2021 I. PURPOSE ?To provide incentive for the officers of United States Cellular Corporation (?UScellular? or ?Company?) to extend their best efforts towards achieving superior results in relation to key performance targets; ?To reward UScellular officers in relation to their success in meeting

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

UScellular’s Proxy Statement on Schedule 14A, filed with the SEC on April 6, 2021 (but only with respect to information required by Part III of the 2020 Form 10-K).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2021 UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-09712 62-1147325 (State or other jurisdiction of incorporation

Incorporated portions of 2020 Annual Report to Shareholders.

Exhibit 13 United States Cellular Corporation and Subsidiaries Index Page No. Management?s Discussion and Analysis of Financial Condition and Results of Operations 1 Executive Overview 1 Terms used by UScellular 5 Operational Overview 6 Financial Overview 7 Liquidity and Capital Resources 10 Consolidated Cash Flow Analysis 14 Consolidated Balance Sheet Analysis 15 Applications of Critical Accounti

UScellular Form of Long-Term Incentive Plan Executive Deferred Compensation Agreement — Phantom Stock Account is hereby incorporated by reference to Exhibit 10.12(b) to UScellular's Annual Report on Form 10-K for the year ended December 31, 2020.

Exhibit 10.12(b) EXECUTIVE DEFERRED COMPENSATION AGREEMENT PHANTOM STOCK ACCOUNT? BONUS YEAR THIS AGREEMENT, entered into this day of , 20, by and between (hereinafter referred to as the ?Executive?) and United States Cellular Corporation (hereinafter referred to as the ?Company?), a Delaware corporation, located at 8410 West Bryn Mawr Avenue, Suite 700, Chicago, IL 60631-3486. W I T N E S S E T H

between UScellular and Jay M. Ellison

Exhibit 10.39 CONSULTING AGREEMENT This Consulting Agreement (?Agreement?) is effective as of January 1, 2021, by and between USCC Services, LLC (the ?Company?) and Jay M. Ellison (?Executive?). WHEREAS, the Company employs Executive as the Special Advisor to the President and Chief Executive Officer of the Company. WHEREAS, the Company and Executive entered into that Retention Agreement dated as

UScellular reports fourth quarter and full year 2020 results 2020 results provide strong foundation for 2021 Provides guidance for 2021

Exhibit 99.1 NEWS RELEASE As previously announced, UScellular will hold a teleconference on February 19, 2021 at 9:00 a.m. CST. Listen to the call live via the Events & Presentations page of investors.uscellular.com. FOR IMMEDIATE RELEASE UScellular reports fourth quarter and full year 2020 results 2020 results provide strong foundation for 2021 Provides guidance for 2021 CHICAGO (February 18, 202

Subsidiaries of

Exhibit 21 UNITED STATES CELLULAR CORPORATION SUBSIDIARY COMPANIES December 31, 2020 SUBSIDIARY COMPANIES STATE OF ORGANIZATION BANGOR CELLULAR TELEPHONE, L.

Fifth Amendment to UScellular Executive Deferred Compensation Interest Account Plan is hereby incorporated by reference to Exhibit 10.13(g) to UScellular's Annual Report on Form 10-K for the year ended December 31, 2020.

Exhibit 10.13(g) FIFTH AMENDMENT TO THE UNITED STATES CELLULAR CORPORATION EXECUTIVE DEFERRED COMPENSATION INTEREST ACCOUNT PLAN WHEREAS, United States Cellular Corporation (the "Corporation") has adopted and maintains the United States Cellular Corporation Executive Deferred Compensation Interest Account Plan (Amended and Restated Effective January 1, 2008), as amended (the "Plan"), for the benef

Amendment No. 3 to UScellular 2013 Long-Term Incentive Plan is hereby incorporated by reference to Exhibit 10.11(d) to UScellular's Annual Report on Form 10-K for the year ended December 31, 2020.

Exhibit 10.11(d) AMENDMENT NUMBER THREE TO THE UNITED STATES CELLULAR CORPORATION 2013 LONG-TERM INCENTIVE PLAN WHEREAS, United States Cellular Corporation, a Delaware corporation (the ?Company?) has adopted and maintains the United States Cellular Corporation 2013 Long-Term Incentive Plan (the ?Plan?) for the benefit of certain employees; WHEREAS, pursuant to Section 8.2 of the Plan, the Board of