SEC FORM 5

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

CARLSON LEROY T JR

(Last)

(First)

(Middle)

30 N. LASALLE ST., STE. 4000

(Street)

CHICAGO

60602

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
TELEPHONE & DATA SYSTEMS INC /DE/ [ TDS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President and CEO

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	11/24/2015		G	5,259	D	⁽¹⁷⁾	56,143⁽⁸⁾	D
Common Shares	11/27/2015		G	2,200	D	⁽¹⁷⁾	56,143⁽⁸⁾	D
Common Shares							518	I	By wife
Common Shares							20,423⁽⁴⁾	I	By 401K
Common Shares							1,826,104⁽⁵⁾⁽¹²⁾⁽¹³⁾⁽¹⁵⁾⁽¹⁶⁾	I	By Voting Trust
Common Shares							78,943⁽¹⁰⁾	I	By trust

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Option (Right to buy)	$49.8						12/15/2006	12/13/2016	Common Shares	213,333		213,333	D
Option (Right to buy)	$59.45						12/15/2007	07/02/2017	Common Shares	179,653		179,653	D
Option (Right to buy)	$35.35						⁽⁶⁾	08/26/2018	Common Shares	226,425		226,425	D
Option (Right to buy)	$26.95						⁽⁷⁾	05/20/2019	Common Shares	244,000		244,000	D
Option (Right to buy)	$26.66						⁽⁷⁾	05/25/2020	Common Shares	250,000		250,000	D
Option (Right to buy)	$29.94						⁽⁷⁾	05/13/2021	Common Shares	230,000		230,000	D
Option (Right to buy)	$20.79						⁽⁹⁾	05/15/2022	Common Shares	309,200		309,200	D
Option (Right to buy)	$22.6						⁽¹⁴⁾	05/10/2023	Common Shares	186,000		186,000	D
Option (Right to buy)	$26.83						⁽¹⁴⁾	05/16/2024	Common Shares	225,000		225,000	D
Option (Right to buy)	$29.26						⁽¹⁴⁾	05/11/2025	Common Shares	236,100		236,100	D
Restricted Stock Units	⁽¹¹⁾						⁽¹¹⁾	05/10/2016	Common Shares	62,719		62,719	D
Restricted Stock Units	⁽¹¹⁾						⁽¹¹⁾	05/16/2017	Common Shares	47,996		47,996	D
Restricted Stock Units	⁽¹¹⁾						⁽¹¹⁾	05/11/2018	Common Shares	51,761		51,761	D
Series A Common Shares	⁽¹⁾						⁽¹⁾	⁽¹⁾	Common Shares	1,989,753		1,989,753⁽²⁾	I	By Voting Trust
Deferred Compensation	⁽³⁾	12/31/2015		J	1,300		⁽³⁾	⁽³⁾	Common Shares	63,754	⁽³⁾	63,754	D
Series A Common Shares	⁽¹⁾						⁽¹⁾	⁽¹⁾	Common Shares	9,435		9,435	D
Series A Common Shares	⁽¹⁾						⁽¹⁾	⁽¹⁾	Common Shares	297		297	I	By Wife
Series A Common Shares	⁽¹⁾						⁽¹⁾	⁽¹⁾	Common Shares	11,424		11,424⁽¹⁰⁾	I	By Trust

Explanation of Responses:

1. Series A Common shares are convertible, on a share-for-share basis, into common shares.

2. Reporting person is one of four trustees which is record owner of these shares which files its holdings on forms 4. Of these Series A Common shares, 113,775 are held as custodian for children and 10,077 are held by spouse, and 748,888 shares are held by a family partnership of which reporting person is a general partner . Of the remaining shares, 3,392 are owned in individual reporting person's name. In addition, 1,113,621 Series A common Shares owned by family limited partnerships. Reporting person disclaims beneficial ownership of shares held for the benefit of persons other than the reporting person.

3. Reporting person deferred bonuses pursuant to the TDS Long Term Incentive Plans. Employer matches vest ratably at a rate of 33%, 33%, 34% over three years. A total of 62,383 common shares units were vested at 12/31/15.

4. Voluntary reporting of shares in the TDS 401K. The information is based on a plan statement dated 12/31/15. The number of shares fluctuates and is attributable to the price of the shares on 12/31/15.

5. Reporting person is one of four trustees which is record owner of these shares which files its holdings on forms 4. Of these Common shares, 104,893 shares are held as custodian for children and 30,518 are held by spouse, 374,126 are held by a family limited partnership, 89,679 shares through a marital trust, 105,942 are held in a LLC of which the reporting person is the sole voting member, and 687,446 shares are held by a family partnership of which reporting person is a general partner. Also voluntarily includes 60,321 shares in a trust, the trustee of which is a third party and the beneficiaries of which include the descendents of the reporting person and his spouse. Of the remaining shares, 63,841 shares are owned by individual reporting person. Reporting person's wife's GRAT owns 309,338. Reporting person disclaims beneficial ownership of shares held for the benefit of persons other than the reporting person.

6. Granted under the 2004 Long Term Incentive Plan. Options vest over a 3 year period with one-third vesting on Aug. 26, 2009, one-third vesting on Aug. 26, 2010 and one-third vesting Aug. 26, 2011.

7. Granted under the 2004 Long-Term Incentive Plan. Options vest over a 3 year period with one-third becoming exercisable on the first anniversary, one-third on the second anniversary and one-third becoming exercisable on the third anniversary.

8. Includes 3768 shares owned by children. Reporting person disclaims beneficial ownership of shares owned by children.

9. Granted under the 2011 Long Term Incentive Plan. Options vest over a 3 year period with one-third becoming exercisable on the first anniversary, one-third on the second anniversary and one-third becoming exercisable on the third anniversary.

10. Voluntary report of shares held in trust, the trustee of which is a third party and beneficiaries of which include the descendants of the reporting person and his spouse. Reporting person disclaims beneficial ownership of such shares.

11. Restricted stock unit award pursuant to the 2011 Long Term Incentive Plan. Stock units will become vested on third anniversary.

12. On July 16, 2015, the reporting person's spouse's GRAT transferred voting trust certificates representing 6,188 shares to the spouse individually. The reporting person previous reported all securities held by spouse and spouse's GRAT. Accordingly, the transfer did not result in the change in the number of securities reported as beneficially owned by reporting person.

13. On July 16, 2015, the reporting person's GRAT transferred voting trust certificates representing 105,571 shares to the reporting person individually. The reporting person previously reported all securities held in his name and through a GRAT. Accordingly, the transfer did not result in any change in the number of securities reported as beneficially owned by reporting person.

14. Vests on the third anniversary

15. On August 10, 2015, voting trust certificates representing 250,000 Common shares were contributed by the reporting person to a family limited partnership (FLP) in exchange for additional general partner units and limited partner units. The reporting person gifted some of the general partner units to his spouse. The reporting person continues to report all shares in the FLP, but disclaims beneficial ownership of shares in which he has no pecuniary interest. Accordingly, the transfer did not result in any change in the number of securities reported as beneficially owned by reporting person.

16. On August 9, 2015, the reporting person's GRAT transferred limited partnership units to trusts for the benefit of his children. As a general partner, the reporting person previously reported all shares held through the family limited partnerships and will continue to report such shares. Accordingly, this gift of limited partner units did not result in any change in the number of shares reported as beneficially owned by reporting person. Reporting person disclaims beneficial ownership of shares held for the benefit of persons other than the reporting person. Accordingly, the transfer did not result in any change in the number of securities reported as beneficially owned by reporting person.

17. By gift

Remarks:

	Julie D. Mathews, by power of atty	01/12/2016
	** Signature of Reporting Person	Date
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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