Verizon acquires Frontier (FYBR) as merger pays $38.50 in cash per share

Rhea-AI Filing Summary

Frontier Communications Parent, Inc. completed its merger with Verizon Communications Inc., with France Merger Sub Inc. merging into Frontier and Frontier surviving as a wholly owned subsidiary of Verizon at the January 20, 2026 effective time.

At that time, each outstanding share of Frontier common stock was automatically converted into the right to receive $38.50 in cash per share, without interest. For Chief Accounting Officer William McGloin, time-based restricted stock units and certain performance-based units vested and were canceled in exchange for cash based on the same $38.50 per-share value.

The remaining portions of his 2025 time-based RSUs and 2025‑2027 performance-based units were converted into unvested Verizon restricted stock units using an exchange ratio of 38.5/39.7141, and will continue under terms generally consistent with the prior Frontier awards.

Positive

• Frontier shareholders receive $38.50 cash per share as all outstanding common stock is converted in the completed merger with Verizon Communications Inc.

Negative

• None.

Insights

M&A and equity compensation analyst

Verizon closes Frontier deal; FYBR equity converts to $38.50 cash and Verizon RSUs.

The disclosure shows completion of Verizon’s acquisition of Frontier Communications Parent, Inc., where France Merger Sub Inc. merged into Frontier on January 20, 2026 and Frontier became a wholly owned Verizon subsidiary. Each outstanding Frontier common share was converted into the right to receive $38.50 in cash, which effectively crystallizes value for existing shareholders.

For Chief Accounting Officer William McGloin, common stock and equity awards did not involve open-market sales. Instead, time-based RSUs and certain PSUs vested and were canceled for cash at $38.50 per underlying share, while remaining 2025 RSUs and 2025‑2027 PSUs converted into Verizon RSUs using a 38.5/39.7141 exchange ratio. These Verizon RSUs keep the prior vesting conditions (excluding performance tests for converted PSUs), linking future compensation to Verizon’s stock.

Overall, the transaction replaces Frontier equity with cash and Verizon equity exposure. Future company filings from Verizon will determine how these awards are reflected within its broader compensation and share-based payment disclosures.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

McGloin William

(Last) (First) (Middle)

C/O FRONTIER COMMUNICATIONS PARENT, INC.

1919 MCKINNEY AVENUE

(Street)

DALLAS TX 75201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Frontier Communications Parent, Inc. [ FYBR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026

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

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	01/20/2026		D		9,267(1)	D	(2)	7,810	D
Common Stock	01/20/2026		D		5,556	D	(3)	2,254	D
Common Stock	01/20/2026		D		2,254	D	(4)	0	D

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance-based Restricted Stock Unit(5)	$0	01/20/2026		D			4,803	(5)	(5)	Common Stock	4,803	$0	1,755	D
Performance-based Restricted Stock Unit(6)	$0	01/20/2026		D			1,755	(6)	(6)	Common Stock	1,755	$0	0	D

Explanation of Responses:

1. In connection with the terms of the Agreement and Plan of Merger, dated September 4, 2024 (the "Merger Agreement"), by and among the Issuer, Verizon Communications Inc. ("Parent"), France Merger Sub Inc., a wholly owned Subsidiary of Parent ("Merger Sub"), in accordance with the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer surviving such merger as a wholly-owned subsidiary of Parent upon the consummation of the merger on January 20, 2026 (the "Effective Time").

2. At the Effective Time, each outstanding share of Issuer common stock ("Share") was automatically converted into the right to receive an amount in cash equal to $38.50 per share, without interest.

3. Represents the time-based restricted stock units ("RSUs") previously granted on March 13, 2023 and March 13, 2024, as well as a prorated portion of the RSUs granted on March 12, 2025 ("2025 RSUs"), which at the Effective Time were vested and canceled and the holder thereof became entitled to receive an amount in cash equal to the number of Shares underlying such award multiplied by $38.50.

4. Represents the remaining portion of 2025 RSUs which, at the Effective Time, was converted into a number of unvested restricted stock units of Parent ("Parent RSUs") equal to the number of such RSUs multiplied by an exchange ratio equal to (38.5/39.7141), which was obtained by dividing the Merger Consideration by the five day volume weighted average price of Parent common stock ending with the second complete trading day immediately prior to the Effective Date (the "Exchange Ratio"). The Parent RSUs are subject to the same terms and conditions as applied to the RSUs prior to the Effective Time.

5. Represents the performance-based restricted stock units ("PSUs") previously granted in respect of the 2024-2026 performance period, as well as a prorated portion of the PSUs previously granted in respect of the 2025-2027 performance period ("2025-2027 PSUs"), which at the Effective Time were vested and canceled and the holder thereof became entitled to receive an amount in cash equal to the number of Shares underlying such award multiplied by $38.50, based on attainment of all applicable performance goals at the actual level of performance measured at the Effective Time.

6. Represents the remaining portion of 2025-2027 PSUs which, at the Effective Time, was converted into a number of Parent RSUs equal to the number of such PSUs, based on attainment of all applicable performance goals at the actual level of performance measured at the Effective Time, multiplied by the Exchange Ratio. The Parent RSUs are subject to the same terms and conditions as applied to the PSUs (excluding performance-based vesting conditions) prior to the Effective Time.

	/s/ Anne C. Meyer, under Power of Attorney	01/22/2026
	** Signature of Reporting Person	Date
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FAQ

What major corporate event involving Frontier Communications Parent, Inc. (FYBR) is described?

The content describes the completion of a merger in which France Merger Sub Inc., a wholly owned subsidiary of Verizon Communications Inc., merged with and into Frontier Communications Parent, Inc., with Frontier surviving as a wholly owned Verizon subsidiary effective January 20, 2026.

What did FYBR common shareholders receive in the Verizon merger?

At the effective time of the merger, each outstanding share of Frontier common stock was automatically converted into the right to receive $38.50 in cash per share, without interest.

How were William McGloin’s Frontier RSUs treated in the transaction?

Time-based RSUs granted on March 13, 2023, March 13, 2024, and a prorated portion of March 12, 2025 RSUs vested and were canceled at the effective time, and the holder became entitled to cash equal to the number of underlying shares multiplied by $38.50.

What happened to the remaining 2025 RSUs for FYBR’s Chief Accounting Officer?

The remaining portion of the 2025 RSUs was converted at the effective time into unvested Verizon restricted stock units, using an exchange ratio of 38.5/39.7141. These Verizon RSUs are subject to the same terms and conditions as the original RSUs.

How were Frontier performance-based stock units (PSUs) handled in the merger?

PSUs for the 2024–2026 period and a prorated portion of 2025–2027 PSUs vested and were canceled at the effective time, with the holder entitled to cash equal to the number of underlying shares multiplied by $38.50, based on actual performance through that time.

What happened to the remaining 2025–2027 PSUs after the FYBR merger?

The remaining portion of the 2025–2027 PSUs was converted into Verizon RSUs equal to the number of such PSUs multiplied by the 38.5/39.7141 exchange ratio. These Verizon RSUs keep the same terms as the PSUs, excluding performance-based vesting.

Does this Form 4 indicate open-market sales by William McGloin?

No. The dispositions reported for common stock, RSUs, and PSUs reflect automatic conversion, vesting, cancellation, and cash or Verizon RSU consideration at the merger effective time, not open-market trading.