SecProbe.io

August 19, 2024
David McAtee II
Senior Executive Vice President and General Counsel
AT&T INC.
208 S. Akard St.
Dallas, TX 75202
Re:AT&T INC.
Form 8-K
Filed July 12, 2024
File No. 001-08610
Dear David McAtee II:
            We have completed our review of your filing.  Please note that:
•our decision not to issue additional comments should not be interpreted to mean that the
Commission staff or the Commission either agree or disagree with, or are opining on the
legality of, your disclosure or responses, conclusions, or positions you have taken. Specifically
we note that, despite your conclusion that you did not believe that there was any material
impact or reasonably likely material impact as a result of the incident, your response states
that “the Company concluded that, particularly with the reputational and customer perception
risks associated with the incident, information about the incident would significantly alter the
total mix of information made available and that there was a substantial likelihood that a
reasonable shareholder would consider information about the incident to be important in
making a voting or investment decision.” We again call your attention to the Commission’s
statement in the adopting release that Item 1.05’s inclusion of “financial condition and results
of operations” is not exclusive; companies should consider qualitative factors alongside
quantitative factors in assessing the material impact of an incident. For example, consider
impacts on customer relationships, competitiveness, and potential reputational harm related to
the cybersecurity incident.” It appears inconsistent to conclude that an incident is material
because of “reputational and customer perception risks associated with the incident” but that
the incident has not had, and is not reasonably likely to have, any material impacts on the
company, including with respect to the company’s reputation and customer perception;
•the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff;
and
•the completion of our review does not foreclose the Commission from taking any action with
respect to the filing, the company, or the company’s practices.

August 19, 2024
Page 2
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:Thomas J. Kim, Esq.