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Frontier (FYBR) chair’s shares and PSUs cashed out at $38.50 in Verizon buyout

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Frontier Communications Parent, Inc. completed its merger with Verizon Communications Inc., making Frontier a wholly owned subsidiary of Verizon as of the merger’s effective time on January 20, 2026. Under the merger terms, each outstanding share of Frontier common stock was automatically converted into the right to receive $38.50 in cash per share, without interest.

In connection with this closing, Executive Chairman John G. Stratton reported the disposition of 1,872,593 shares of common stock and a remaining 113,039 shares, as well as the cancellation of 462,726 performance-based restricted stock units. At the effective time, outstanding time-based RSUs and performance-based PSUs vested and were canceled, with holders entitled to cash equal to the number of underlying shares multiplied by $38.50, with PSUs settled based on actual performance levels.

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Insights

Form 4 confirms cash-out of Frontier equity at $38.50 in Verizon merger.

This insider report shows how Frontier Communications Parent, Inc.’s merger with Verizon Communications Inc. was implemented for Executive Chairman John G. Stratton’s equity. At the effective time on January 20, 2026, each outstanding Frontier share was converted into a right to receive $38.50 in cash, and the company became a wholly owned Verizon subsidiary.

Stratton reported dispositions of 1,872,593 and 113,039 Frontier common shares, reflecting conversion into the agreed cash consideration, rather than an open-market sale. Performance-based restricted stock units totaling 462,726 were also canceled for cash, based on actual performance at the effective time. This aligns closely with the previously defined Agreement and Plan of Merger dated September 4, 2024, so it largely formalizes terms that had already been set.

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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Stratton John G

(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Exec. Chairman of the Board
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 1,872,593(1) D (2) 113,039 D
Common Stock 01/20/2026 D 113,039 D (3) 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(4) $0 01/20/2026 D 462,726 (4) (4) Common Stock 462,726 $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 each outstanding time-based restricted stock unit ("RSUs") which, at the Effective Time, vested and was canceled, with the holder thereof entitled to receive an amount in cash equal to the number of Shares underlying such RSUs multiplied by $38.50.
4. Represents each outstanding performance-based restricted stock units ("PSUs") which, at the Effective Time, vested and was canceled, with the holder thereof entitled to receive an amount in cash equal to the number of Shares underlying such PSUs multiplied by $38.50, based on attainment of all applicable performance goals at the actual level of performance measured at the Effective Time.
/s/ Anne C. Meyer, under Power of Attorney 01/22/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction involving Frontier Communications Parent, Inc. (FYBR) does this Form 4 describe?

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

What cash consideration did FYBR shareholders receive in the Verizon merger?

Each outstanding share of Frontier Communications Parent, Inc. common stock was automatically converted into the right to receive $38.50 in cash per share, without interest, at the merger’s effective time on January 20, 2026.

How many FYBR common shares did John G. Stratton report as disposed of in this Form 4?

Executive Chairman John G. Stratton reported dispositions of 1,872,593 shares of Frontier common stock and an additional 113,039 shares, reflecting conversion into the $38.50 per-share cash merger consideration.

What happened to performance-based restricted stock units (PSUs) of FYBR in the merger?

Performance-based restricted stock units representing 462,726 underlying shares vested and were canceled at the effective time, with holders entitled to cash equal to the number of underlying shares multiplied by $38.50, based on actual performance levels.

How were time-based restricted stock units (RSUs) of FYBR treated in the Verizon transaction?

Each outstanding time-based RSU vested and was canceled at the effective time, and the holder became entitled to receive an amount in cash equal to the number of shares underlying the RSUs multiplied by $38.50.

What roles does John G. Stratton hold at Frontier Communications Parent, Inc. (FYBR)?

John G. Stratton is identified as both a director and an officer of Frontier Communications Parent, Inc., serving as Executive Chairman of the Board.

When was the merger agreement for the FYBR and Verizon transaction originally signed?

The Agreement and Plan of Merger among Frontier Communications Parent, Inc., Verizon Communications Inc., and France Merger Sub Inc. was dated September 4, 2024.
Frontier Communi

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