6-K
SK TELECOM CO LTD (SKM)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OFFOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE MONTH OF JANUARY 2024
Commission File Number: 333-04906
SK Telecom Co., Ltd.
(Translation of registrant’s name into English)
65, Euljiro,Jung-gu
Seoul 04539, Korea
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Decision on Disposal of Treasury Shares
On January 25, 2024, the board of directors of SK Telecom Co., Ltd. (the “Company”) approved the Company’s disposal of treasury shares for the purpose of granting shares as bonus payment to its officers and employees.
| 1. Number of Treasury Shares to be Disposed | Common shares | 498,135 | ||||
|---|---|---|---|---|---|---|
| Preferred shares | — | |||||
| 2. Price of the Treasury Shares to be Disposed (Won) | Common shares | 49,200 | ||||
| Preferred shares | — | |||||
| 3. Estimated Aggregate Disposal Value (Won) | Common shares | 24,508,242,000 | ||||
| Preferred shares | — | |||||
| 4. Disposal Period | From | January 29, 2024 | ||||
| To | February 29, 2024 | |||||
| 5. Purpose of Disposal | Grant of shares as bonus payment | |||||
| 6. Method of Disposal | Over-the-counter | |||||
| 7. Investment Brokerage Agent | Hana Securities Co., Ltd. | |||||
| 8. Treasury Shares Held Before Disposal | Acquisition within Limit Based on Maximum Amount of Dividends Payable | Common shares | 6,450,414 | Percentage of shares (%) | 2.95 | |
| Preferred shares | — | Percentage of shares (%) | — | |||
| Other Acquisition | Common shares | — | Percentage of shares (%) | — | ||
| Preferred shares | — | Percentage of shares (%) | — | |||
| 9. Date of Resolution by the Board of Directors | January 25, 2024 | |||||
| - Attendance of Outside Directors | Present: 5; Absent: 0 | |||||
| - Attendance of Auditors (Audit Committee Members who are not Outside Directors) | — | |||||
| 10. Maximum Daily Sale Order | Common shares | — | ||||
| Preferred shares | — |
- Other Matters Relating to an Investment Decision
| • | Items 1, 2 and 3 above are based on the closing price on January 24, 2024, the day before the date of the<br>resolution by the board of directors. | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| • | The actual number, price and aggregate value of the treasury shares to be disposed may change as of the date of<br>disposal. | ||||||||
| --- | --- | ||||||||
| • | In connection with Item 5 above, the purpose of the disposal is to grant 498,135 common shares to 1,743 officers<br>and employees through the Company’s stock ownership program for its officers and employees, pursuant to which participants can receive portions of their bonus payments in the form of shares with equivalent value (which shares are distributed by<br>the Company out of treasury shares). The number of shares granted to each participant varies depending on factors such as the number of shares requested for by such participant. | ||||||||
| --- | --- | ||||||||
| • | In connection with Item 6 above, the disposal will be implemented by the transfer of shares from the<br>Company’s securities account for treasury shares to the securities account of the officer or employee to whom the shares are granted as bonus payment. | ||||||||
| --- | --- | ||||||||
| [Treasury Shares Held Prior to Decision on Disposal of Treasury Shares] | |||||||||
| --- | |||||||||
| (Unit: shares) | |||||||||
| Method of acquisition | Type of<br> <br>shares | Beginning | Change | End | Notes | ||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Acquired<br>(+) | Disposed<br> <br>(–) | Cancelled<br> <br>(–) | |||||||
| Acquisition within limit based on maximum amount of dividends payable | Direct<br>acquisition | Direct acquisition through stock exchange | Common<br> <br>shares | — | — | — | — | — | — |
| Preferred<br> <br>shares | — | — | — | — | — | — | |||
| Over-the-counter<br>acquisition | Common<br> <br>shares | — | — | — | — | — | — | ||
| Preferred<br> <br>shares | — | — | — | — | — | — | |||
| Tender offer | Common<br> <br>shares | — | — | — | — | — | — | ||
| Preferred<br> <br>shares | — | — | — | — | — | — | |||
| Subtotal (a) | Common<br> <br>shares | — | — | — | — | — | — | ||
| Preferred<br> <br>shares | — | — | — | — | — | — | |||
| Acquisition<br>through<br>broker | Held in trust by broker^(1)^ | Common<br> <br>shares | 6,090,410 | — | — | — | 6,090,410 | — | |
| Preferred<br> <br>shares | — | — | — | — | — | — | |||
| Held by Company | Common<br> <br>shares | 360,004 | — | — | — | 360,004 | — | ||
| Preferred<br> <br>shares | — | — | — | — | — | — | |||
| Subtotal (b) | Common<br> <br>shares | 6,450,414 | — | — | — | 6,450,414 | — | ||
| Preferred<br> <br>shares | — | — | — | — | — | — | |||
| Other acquisition (c) | Common<br> <br>shares | — | — | — | — | — | — | ||
| Preferred<br> <br>shares | — | — | — | — | — | — | |||
| Total (a+b+c) | Common<br> <br>shares | 6,450,414 | — | — | — | 6,450,414 | — | ||
| Preferred<br> <br>shares | — | — | — | — | — | — | |||
| (1) | Refers to the number of treasury shares held pursuant to the share repurchase agreement entered into between<br>the Company and SK Securities Co., Ltd. with a term from July 27, 2023 to January 26, 2024, as further described in the Form 6-K entitled “Decision to Enter into Share Repurchase Agreement”<br>furnished by the Company on July 27, 2023. | ||||||||
| --- | --- |
SIGNATURES
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, thereunto duly authorized.
| SK TELECOM CO., LTD. | |
|---|---|
| (Registrant) | |
| By: | /s/ Hee Jun Chung |
| (Signature) | |
| Name: | Hee Jun Chung |
| Title: | Vice President |
Date: January 25, 2024