Prospectus Supplement February 12, 2020
(To Prospectus dated May 13, 2019)
70,000,000 Depositary Shares
AT&T Inc.
Each representing a 1/1,000th Interest in a
Share of 4.750% Perpetual Preferred Stock, Series C
Each of the
70,000,000 depositary shares offered hereby (the depositary shares) represents a 1/1,000th interest in a share of 4.750% Perpetual Preferred Stock, Series C, $25,000 stated amount (as defined herein) per share (equivalent to $25.00 per
depositary share) (the Series C) of AT&T Inc., deposited with Computershare Inc. and Computershare Trust Company, N.A. (collectively as depositary, the Depositary). The depositary shares are evidenced by depositary
receipts. As a holder of depositary shares, you are entitled to a proportional fractional interest in all rights and preferences of the Series C (including dividend, voting, redemption and liquidation rights). You must exercise these rights through
the Depositary.
We will pay dividends on the Series C only when, as and if declared by our board of directors (or a duly authorized
committee thereof) out of funds legally available for the payment of dividends. Any such dividends will be payable at an annual rate of 4.750% of the stated amount per share of Series C, on a cumulative basis from the date of original issue,
quarterly in arrears on the 1st day of February, May, August and November of each year, commencing on May 1, 2020. Payment of dividends on the Series C is subject to certain restrictions as described elsewhere in this prospectus supplement or
in the documents incorporated by reference herein. Distributions will be made in respect of the depositary shares if and to the extent dividends are paid on the Series C.
We may, at our option, redeem the Series C (i) in whole or in part, at any time on or after February 18, 2025 at a cash redemption price
equal to the stated amount (i.e., $25,000 per share of Series C) (equivalent to $25.00 per depositary share), plus (except as otherwise provided herein) an amount equal to all accrued and unpaid dividends thereon (whether or not declared), to, but
not including, the date fixed for redemption, or (ii) in whole but not in part at any time within 90 days after the conclusion of any review or appeal process instituted by us following the occurrence of a ratings event (as defined in
Description of the 4.750% Perpetual Preferred Stock, Series COptional Redemption) at a cash redemption price equal to $25,500 per share of Series C (equivalent to $25.50 per depositary share), plus (except as otherwise provided
herein) an amount equal to all accrued and unpaid dividends thereon (whether or not declared) to, but not including, the date fixed for redemption. See Description of the 4.750% Perpetual Preferred Stock, Series COptional
Redemption. If we redeem the Series C, the Depositary will redeem a proportionate number of depositary shares. Neither you, as a holder of depositary shares, nor the Depositary will have the right to require the redemption or repurchase
of the Series C or the depositary shares.
The Series C will not have voting rights, except as set forth under Description of the
4.750% Perpetual Preferred Stock, Series CVoting Rights. A holder of depositary shares will be entitled to direct the Depositary to vote in such circumstances. See Description of the Depositary SharesVoting of the Depositary
Shares.
We intend to apply to list the depositary shares on The New York Stock Exchange (NYSE) under the symbol T
PRC. If approved for listing, we expect trading of the depositary shares on the NYSE to commence within 30 days after they are first issued.