SECURITIES AND EXCHANGE COMMISSION |
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Washington, D.C. 20549 |
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FORM 8-K/A |
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CURRENT REPORT |
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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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Date of Report (Date of earliest event reported): February 23, 2018 |
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Telephone and Data Systems, Inc. (“TDS”) previously filed a Current Report on Form 8-K dated February 23, 2018, which disclosed, among other things, that Douglas D. Shuma would be retiring as Senior Vice President-Finance and Chief Accounting Officer effective May 18, 2018. That Form 8-K also indicated that TDS and Mr. Shuma were in the process of entering into an agreement relating to Mr. Shuma’s provision of consulting services to TDS and its subsidiaries for a period of one year following his retirement. This consulting agreement has now been executed. Accordingly, the following amends and supplements the initial Form 8-K filing pursuant to paragraph (e) of Item 5.02:
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(e) |
TDS entered into a Consulting Agreement with Douglas D. Shuma effective June 1, 2018. Pursuant to this agreement, subject to the terms and conditions thereof (i) Mr. Shuma retired as an employee of TDS effective May 18, 2018, (ii) TDS agreed to retain Mr. Shuma as a consultant beginning on June 1, 2018 and continuing through May 31, 2019 (the “Term”); (iii) TDS will pay Mr. Shuma a consulting fee of $12,500 per month during the Term; and (iv) Mr. Shuma will be required to comply with covenants relating to non-disclosure of confidential information. The foregoing brief description is qualified by reference to the copy of such agreement attached which is incorporated by reference herein as Exhibit 10.1. |
Item 9.01. Financial Statements and Exhibits
(d) Exhibits:
Exhibit Number |
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Description of Exhibits |
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10.1 |
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Form of Consulting Agreement Effective June 1, 2018 between TDS and Douglas D. Shuma |
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. |
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TELEPHONE AND DATA SYSTEMS, INC. |
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(Registrant) |
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Date: |
May 23, 2018 |
By: |
/s/ Douglas W. Chambers |
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Douglas W. Chambers |
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Senior Vice President - Finance and Chief Accounting Officer |
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(principal financial officer and principal accounting officer) |
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CONSULTING AGREEMENT
BETWEEN MR. DOUG SHUMA AND TELEPHONE AND DATA SYSTEMS, INC.
This Consulting Agreement (“Agreement”) is effective as of June 1, 2018 by and between Telephone and Data Systems, Inc., a Delaware corporation (“TDS”) and Douglas D. Shuma (“Mr. Shuma ”).
WHEREAS, TDS employs Mr. Shuma as its Senior Vice President-Finance and Chief Accounting Officer;
WHEREAS, Mr. Shuma has informed TDS that he will retire as an employee from TDS effective May 18, 2018 (“Retirement Date”) ;
WHEREAS, in his capacity as the Senior Vice President – Finance and Chief Accounting Officer for TDS, Mr. Shuma acquired extensive knowledge and experience in TDS’s business and TDS desires from time to time to obtain the benefit of Mr. Shuma’s knowledge and experience in TDS’s business as a consultant after his Retirement Date; and
WHEREAS, Mr. Shuma desires to provide consulting services to TDS after his Retirement Date.
NOW, THEREFORE, in consideration for the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which each party expressly acknowledges, TDS and Mr. Shuma agree as follows:
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TELEPHONE AND DATA SYSTEMS, INC. |
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/s/ Douglas D. Shuma |
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By: |
/s/ Leroy T. Carlson, Jr. |
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Douglas D. Shuma |
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Leroy T. Carlson, Jr. |
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President and Chief Executive Officer |
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Date: |
_______, 2018 |
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Date: |
_______, 2018 |
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