Sec Form 4 Filing - Kimbell David C @ UNITED STATES CELLULAR CORP - 2013-06-07

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Kimbell David C
2. Issuer Name and Ticker or Trading Symbol
UNITED STATES CELLULAR CORP [ USM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Exec VP - CMO
(Last) (First) (Middle)
8410 W. BRYN MAWR, SUITE 700
3. Date of Earliest Transaction (MM/DD/YY)
06/07/2013
(Street)
CHICAGO, IL60631
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
NQ Stock Option (Right to Buy) ( 1 ) $ 44.59 ( 2 ) 06/07/2013( 1 ) J( 1 ) V 8,540 ( 2 ) 04/01/2012 04/01/2021 Common Stock 8,540 ( 2 ) $ 0 8,540 ( 2 ) D
NQ Stock Option (Right to Buy) ( 1 ) $ 34.94 ( 3 ) 0 6/07/2013( 1 ) J( 1 ) V 7,957 ( 3 ) 04/02/2013 04/02/2022 Common Stock 7,957 ( 3 ) $ 0 7,957 ( 3 ) D
NQ Stock Option (Right to Buy) ( 1 ) $ 31.17 ( 4 ) 06/07/2013( 1 ) J( 1 ) V 28,273 ( 4 ) 04/01/2014 04/01/2023 Common Stock 28,273 ( 4 ) $ 0 28,273 ( 4 ) D
Restricted Stock Units ( 1 ) $ 0 06/07/2013( 1 ) J( 1 ) V 3,150 ( 5 ) 04/02/2015 04/02/2015 Common Stock 3,150 ( 5 ) $ 0 3,150 ( 5 ) D
Restricted Stock Units ( 1 ) $ 0 06/07/2013( 1 ) J( 1 ) V 7,651 ( 6 ) 04/02/2016 04/02/2016 Common Stock 7,651 ( 6 ) $ 0 7,651 ( 6 ) D
Common Shares ( 1 ) $ 31.5 ( 7 ) 06/07/2013( 1 ) J( 1 ) V 1,987 ( 7 ) ( 7 ) ( 7 ) Common Shares 1,987 ( 7 ) $ 0 1,987 ( 7 ) I Phantom Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kimbell David C
8410 W. BRYN MAWR
SUITE 700
CHICAGO, IL60631
Exec VP - CMO
Signatures
Jason N. Zimmer, By Power of Attorney For David C. Kimbell 07/08/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )All outstanding derivative security amounts and exercise prices were adjusted on June 7, 2013 (the ex-dividend date for the Issuer's June 25, 2013 special cash dividend) pursuant to anti-dilution provisions. Although the reporting person is not required to report the adjustments until the next required filing of a Form 4 or 5 to report a transaction, the reporting person is voluntarily making this Form 4 filing to report the adjustments.
( 2 )These options were previously reported as covering 7,325 shares at an exercise price of $51.99 per share, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.
( 3 )These options were previously reported as covering 6,825 shares at an exercise price of $40.74 per share, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.
( 4 )These options were previously reported as covering 24,250 shares at an exercise price of $36.34 per share, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.
( 5 )These restricted stock units were previously reported as covering 2,702 shares, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.
( 6 )These restricted stock units were previously reported as covering 6,563 shares, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.
( 7 )These phantom stock units were previously reported as deferred shares of a portion of Reporting person's 2012 bonus pursuant to United States Cellular Corporation's Long Term Incentive Plan, covering 1,704 shares at an exercise price of $36.72, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions. The deferred bonus includes a Company match which will vest at a rate of one-third on each of the first three anniversaries of the last day of the year for which the applicable bonus is applicable.

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