Sec Form 4 Filing - LANDRY C KEVIN @ T-Mobile US, Inc. - 2013-04-30

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 LANDRY C KEVIN 2. Issuer Name and Ticker or Trading Symbol T-Mobile US, Inc. [ TMUS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) TA ASSOCIATES, 200 CLARENDON STREET, 56TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 04/30/2013 (Street) BOSTON, MA02116 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 Common Stock 11,000 ( 1 ) ( 2 ) D Common Stock 36,020 ( 1 ) I See Footnote 3 ( 3 )

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 Stock Option (right to buy) $ 20.77 ( 4 ) ( 5 ) 03/04/2019 Common Stock 2,333 ( 4 ) ( 5 ) 2,333 D Stock Option (right to buy) $ 5.37 ( 4 ) ( 5 ) 03/11/2020 Common Stock 5,367 ( 4 ) ( 5 ) 7,700 D Stock Option (right to buy) $ 20.71 ( 4 ) ( 5 ) 02/28/2021 Common Stock 7,933 ( 4 ) ( 5 ) 15,633 D Stock Option (right to buy) $ 11.01 ( 4 ) ( 5 ) 02/07/2022 Common Stock 8,400 ( 4 ) ( 5 ) 24,033 D Stock Option (right to buy) $ 11.49 ( 4 ) ( 5 ) 02/05/2023 Common Stock 8,400 ( 4 ) ( 5 ) 32,433 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other LANDRY C KEVIN TA ASSOCIATES 200 CLARENDON STREET, 56TH FLOOR BOSTON, MA02116 X Signatures Thomas P. Alber, as Attorney-in-Fact for C. Kevin Landry 05/02/2013 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The number of shares, including shares subject to the reporting person's restricted stock awards, has been adjusted to reflect the reverse stock split implemented pursuant to the Business Combination Agreement, dated as of October 3, 2012 and amended as of April 14, 2013 (the "Agreement"), by and among Deutsche Telekom AG, T-Mobile Global Zwischenholding GmbH, T-Mobile Global Holding GmbH, T-Mobile USA, Inc. and MetroPCS Communications, Inc. ( 2 )The vesting of the reporting person's restricted stock awards was accelerated in connection with the closing of the transactions contemplated by the Agreement, pursuant to the terms of an equity plan of MetroPCS Communications, Inc. (the "Plan"). Under the terms of the Agreement, the reporting person also received a cash payment of $4.0491 per share on a pre-reverse stock split basis with respect to vested shares held pursuant to the awards. ( 3 )The Reporting Person may be deemed to have an indirect pecuniary interest as a partner of TA Investors II L.P. in shares of Common Stock held by TA Investors II L.P. The Reporting Person disclaims beneficial ownership of such securities, except to the extent of 36,020 shares of Common Stock as to which he holds a pecuniary interest. ( 4 )The exercise price of and number of shares subject to this stock option have been adjusted to reflect the reverse stock split implemented and cash payments made pursuant to the Agreement. ( 5 )To the extent not already vested as of April 30, 2013, the vesting of this stock option was accelerated in connection with the closing of the transactions contemplated by the Agreement, pursuant to the terms of the Plan.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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