Edgar Filing: SPRINT Corp

Ownership Submission

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

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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

SOFTBANK 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 (Month/Day/Year)
07/10/2013

(Street)

MINATO-KU TOKYO, M0 105-7303

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

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ 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 (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 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	07/10/2013		J⁽¹⁾		3,076,525,523	A	⁽¹⁾	3,076,525,523	I	See Footnote ⁽²⁾

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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 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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Common Stock Warrants (right to buy)

$ 5.25

07/10/2013

54,579,924

07/10/2013

⁽³⁾

Common Stock

54,579,924 ⁽⁴⁾

⁽⁵⁾

54,579,924

See Footnote ⁽²⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
SOFTBANK CORP 1-9-1, HIGASHI-SHIMBASHI MINATO-KU TOKYO, M0 105-7303		X
Starburst I, Inc. 1 CIRCLE STAR WAY SAN CARLOS, CA 94070		X

Signatures

/s/ Masayoshi Son, Chairman & CEO		07/12/2013
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Pursuant to a reclassification exempt under Rule 16b-7 under the Securities Exchange Act of 1934, as amended, the Sprint Corporation (formerly known as "Starburst II, Inc." and referred to herein as "New Sprint") Class B Common Stock, par value $0.01 per share, held by Starburst I, Inc. ("Starburst I") was reclassified into 3,076,525,523 shares of New Sprint common stock, par value $0.01 per share (the "New Sprint Common Stock").
(2)	These securities are owned directly by Starburst I, which is a wholly-owned subsidiary of SoftBank Corp. ("SoftBank").
(3)	The Warrant is convertible at any time until July 10, 2018.
(4)	Such number is subject to anti-dilution adjustment in accordance with the terms of the Warrant.
(5)	Pursuant to the Agreement and Plan of Merger, dated October 15, 2012, by and among Sprint Nextel Corporation ("Sprint Nextel"), SoftBank, Starburst I, New Sprint and Starburst III, Inc., as amended on November 29, 2012, April 12, 2013 and June 10, 2013, no additional consideration was payable in connection with the issuance to Starburst I of the Warrant at a price of $5.25 per share.

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