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

1. Name and Address of Reporting Person *

SOFTBANK GROUP CORP
2. Issuer Name and Ticker or Trading Symbol

SPRINT Corp [ S ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

1-9-1, HIGASHI-SHIMBASHI
3. Date of Earliest Transaction (MM/DD/YYYY)

7/10/2018
(Street)

MINATO-KU TOKYO, M0 105-7303
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

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

___ Form filed by One Reporting Person
_ X _ 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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   7/10/2018     M    54579924   (1) A $5.25   3445374483   (2) I   See Footnote   (2)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 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
Common Stock Warrants (right to buy)   $5.25   7/10/2018     M         54579924    7/10/2013   7/10/2018   Common Stock   54579924   $0.00   0   I   See Footnote   (2)

Explanation of Responses:
(1)  These securities are owned indirectly by SoftBank Group Corp. ("SoftBank") through Starburst I, Inc. ("Starburst"), which is a U.S. indirect wholly owned subsidiary of SoftBank. As a result, SoftBank may be deemed to beneficially own such shares held directly by Starburst.
(2)  Such figure reflects 314,269,036 shares of Sprint Common Stock (the "Galaxy Shares") that are owned by Galaxy Investment Holdings, Inc. ("Galaxy"), which is a U.S. indirect wholly-owned subsidiary of SoftBank, and 3,131,105,447 shares of Sprint Common Stock (the "Starburst Shares") that are owned by Starburst. As a result of such ownership, Softbank may be deemed to beneficially own the Galaxy Shares and the Starburst Shares. Starburst expressly disclaims beneficial ownership with respect to the Galaxy Shares and Galaxy expressly disclaims beneficial ownership with respect to the Starburst Shares.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
SOFTBANK GROUP CORP
1-9-1, HIGASHI-SHIMBASHI
MINATO-KU TOKYO, M0 105-7303

X

Galaxy Investment Holdings, Inc.
ONE CIRCLE STAR WAY
SAN CARLOS, CA 94070

X

Starburst I, Inc.
ONE CIRCLE STAR WAY
SAN CARLOS, CA 94070

X


Signatures
/s/ Natsuko Ohga, Authorized Signatory 7/12/2018
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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