Turkcell Iletisim Hizmetleri A S

SCHEDULE 13D/A Under the Securities Exchange Act of 1934

Turkcell Iletisim Hizmetleri A.Ş. (Name of Issuer)

Ordinary Shares, nominal value TRY 1.000 per share

900111204 (CUSIP Number) Jonas Bengtsson

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

June 17, 2020 (Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Act ”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

1 NAME OF REPORTING PERSONS Telia Company AB (formerly TeliaSonera AB)

5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐

6 CITIZENSHIP OR PLACE OF ORGANIZATION Sweden

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☒

13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% (1), based on 2,200,000,000 shares outstanding on December 31, 2019, as disclosed by the Issuer in its annual report on Form 20-F filed with the SEC on April 2, 2020.

14 TYPE OF REPORTING PERSON (See Instructions) HC, CO

(1) Excludes 1,122,000,000.238 ordinary shares held by Turkcell Holding A.S., as described in more detail in Items 2 and 5.

1 NAME OF REPORTING PERSONS Telia Finland Oyj (formerly TeliaSonera Finland Oyj)

5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐

6 CITIZENSHIP OR PLACE OF ORGANIZATION Finland

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☒

13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% (1), based on 2,200,000,000 shares outstanding on December 31, 2019, as disclosed by the Issuer in its annual report on Form 20-F filed with the SEC on April 2, 2020.

14 TYPE OF REPORTING PERSON (See Instructions) HC, CO

(1) Excludes 1,122,000,000.238 ordinary shares held by Turkcell Holding A.S., as described in more detail in Items 2 and 5.

Item 2 is hereby amended and restated in its entirety with the following:

This Schedule 13D is filed by Telia and Telia Finland. Telia Finland is a wholly owned subsidiary of Telia.

Telia provides telecommunication services in the Nordic and Baltic countries. The principal executive offices of Telia are located at SE-169 94 Solna, Sweden. On April 13, 2016, the Swedish Companies Registration Office approved the change of Telia’s corporate name from TeliaSonera AB to Telia Company AB. Telia owns 100% of the share capital of Telia Finland. Telia Finland provides telecommunication services in Finland and conducts other business activities relating to the holding and financing of certain subsidiaries of Telia and Telia Finland. The principal executive offices of Telia Finland are located at Pasilan Asema-aukio 1, 00520 Helsinki, Finland. On March 23, 2017, Telia Finland’s corporate name was changed from TeliaSonera Finland Oyj to Telia Finland Oyj. In 2015, Telia Finland acquired from its wholly owned subsidiary, Sonera Holding B.V. (“ Sonera ”), 47.09% of the outstanding shares in Turkcell Holding A.S. (“ Turkcell Holding ”), a Turkish company, which owns 1,122,000,000.238 Shares of the Issuer, representing approximately 51.0% of the outstanding Shares, as of December 31, 2019. As a result, Telia Finland holds an indirect 24.02% interest in Turkcell. Following Completion (as defined in Item 5, below) described in this Amendment No. 3, Telia and Telia Finland will no longer beneficially own more than 5% of the Shares. The name, business address, present principal occupation or employment and citizenship of each of the executive officers and directors of each of the Reporting Persons are set forth in Schedule A hereto and incorporated by reference herein.

During the last five years, none of the Reporting Persons and, to the knowledge of each of the Reporting Persons, none of the persons listed in Schedule A hereto: (i) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); or (ii) was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 3. Source and Amount of Funds or Other Consideration.

Item 4 is hereby amended and restated in its entirety with the following:

The disclosure in the third through fifth and seventh paragraphs of Item 4 of the Original 13D and the disclosure in the fourth paragraph of Item 3 of Amendment No. 1 are incorporated herein by reference and are qualified in their entirety by reference to the Joint Venture Agreement itself, which is attached as Exhibit (a) to the Original 13D and incorporated herein by reference. The disclosure in the second paragraph of Item 4 of the Original 13D is incorporated by herein by reference.

The disclosure in the fourth paragraph of Item 4 of Amendment No. 2 is incorporated herein by reference and is qualified in its entirety by reference to the Turkcell Holding Shareholders Agreement itself, which is attached as Exhibit (b) to the Original 13D and incorporated herein by reference.

On June 17, 2020, Alfa Telecom Turkey Limited (“ ATT ”), Cukurova Finance International, Cukurova Holding, Cukurova Telecom Holdings Limited (“ Cukurova Telecom Holdings ”), International Mobile Telecom Investment Stichting Administratiekantoor (“ IMTIS ”), IMTIS Holdings S.à r.l. (“ IMTIS Holdings ”), Letterone Investment Holdings S.A. (“ LIHS ”), Mehmet Emin Karamehmet, Sonera, Telia Finland, Turkcell Holding, Türkiye Varlik Fonu, the wealth fund of the Republic of Turkey acting through its management company Türkiye Varlik Fonu Yönetimi A.Ş. (“ TWF ”), TVF Bilgi Teknolojileri İletişim Hizmetleri Yatırım Sanayi Ve Ticaret A.Ş. (“ TVF BTIH ”), T.C. Ziraat Bankasi A.Ş. (“ Ziraat ”) and certain of their affiliates entered into a series of agreements with respect to certain ownership interests in Turkcell (collectively, the “ Transaction Agreements ”). A copy of the press release issued by Telia is attached to this Amendment as Exhibit H and is incorporated herein by reference as if fully set forth herein. The Transaction Agreements contemplate a series of transactions, as a result of which, immediately following completion (“ Completion ”), Telia Finland will divest of all of its interest in Turkcell Holding (and, therefore, Turkcell) (other than de minimis shares in Turkcell through its interest in Sonera) by selling its shares in Turkcell Holding to TVF BTIH. The consideration for the sale and purchase of Telia Finland’s shares in Turkcell Holding will consist of a cash amount equal to the sum of (a) US$530,000,000 and (b) the product of (1) the number of calendar days from and excluding November 15, 2020 to and including the date of Completion, multiplied by (2) US$58,082 (the “ Purchase Price ”).

The Transaction Agreements also provide for a stay of all current disputes and related proceedings by and among certain of the parties to the Transaction Agreements, effective from the execution date (save for limited exceptions), and, subject to and with effect from Completion, full and final settlement of the disputes between certain of the parties to the Transaction Agreements and their respective affiliates in various jurisdictions (together with a release of claims). The Transaction Agreements include:

• The Framework Agreement, dated as of June 17, 2020, between and among ATT, Cukurova Finance International, Cukurova Holding, Cukurova Telecom Holdings, IMTIS Holdings, LIHS, Sonera, Telia Finland, Turkcell Holding, TWF, TVF BTIH and Ziraat (the “ Framework Agreement ”);

• The Share Purchase Agreement, dated as of June 17, 2020, between Telia Finland and TVF BTIH (the “ Telia TH Interest SPA ”);