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Frontier Communications Parent (FYBR) insider equity cashed out at $38.50

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

Rhea-AI Filing Summary

Frontier Communications Parent, Inc. insider Mark D. Nielsen, the Chief Legal & Regulatory Officer, reported the automatic cash-out of his equity in connection with the company’s acquisition by Verizon Communications Inc. A Verizon subsidiary merged into Frontier on January 20, 2026, leaving Frontier as a wholly owned Verizon subsidiary, and each outstanding Frontier common share was converted into the right to receive $38.50 in cash per share.

Nielsen reported the disposition of 175,579 shares of common stock, followed by a separate disposition of 40,188 shares, leaving him with no directly held Frontier shares. In addition, 134,965 performance-based restricted stock units vested and were canceled at the merger, with the holder entitled to cash equal to the number of underlying shares multiplied by $38.50. Time-based restricted stock units tied to 40,188 shares similarly vested and were canceled for cash.

Positive

  • None.

Negative

  • None.

Insights

Frontier’s sale to Verizon triggered a full cash-out of this officer’s equity at $38.50 per share.

The filing shows that a merger closed on January 20, 2026, where a Verizon subsidiary combined with Frontier Communications Parent, Inc. and Frontier became a wholly owned Verizon subsidiary. Under the merger terms, each outstanding Frontier common share was converted into a right to receive $38.50 in cash per share, without interest, which effectively ends Frontier’s status as a standalone public company.

For Chief Legal & Regulatory Officer Mark D. Nielsen, all directly held common stock and equity awards were settled in cash. He reported dispositions of 175,579 and 40,188 common shares, plus 134,965 performance-based restricted stock units, all tied to the $38.50 per-share cash value at closing. Time-based restricted stock units linked to 40,188 shares also vested and were canceled for cash at the same price, leaving him with no remaining Frontier equity post-transaction.

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*
Nielsen Mark D

(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 Legal & Reg. 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 175,579(1) D (2) 40,188 D
Common Stock 01/20/2026 D 40,188(3) 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 134,965 (4) (4) Common Stock 134,965 $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 FYBR is disclosed in this Form 4?

The Form 4 reports that a Verizon Communications Inc. subsidiary merged with Frontier Communications Parent, Inc., making Frontier a wholly owned Verizon subsidiary and converting each Frontier share into cash.

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.

How many FYBR common shares did Mark D. Nielsen dispose of in this filing?

Mark D. Nielsen reported the disposition of 175,579 shares of common stock and a separate disposition of 40,188 shares of common stock, in each case in connection with the cash merger at $38.50 per share.

What happened to Mark D. Nielsen’s restricted stock units and performance units at FYBR?

Outstanding time-based restricted stock units representing 40,188 shares and 134,965 performance-based restricted stock units vested at the merger’s Effective Time and were canceled, with the holder entitled to cash equal to the underlying shares multiplied by $38.50.

Does Mark D. Nielsen continue to hold any FYBR shares after these transactions?

After the reported transactions on January 20, 2026, the Form 4 shows that Mark D. Nielsen had 0 shares of Frontier Communications Parent, Inc. common stock beneficially owned directly.

Why did the FYBR insider equity transactions occur at this time?

The common stock, restricted stock units, and performance-based units were converted to cash or canceled for cash at the Effective Time of the merger on January 20, 2026, pursuant to the Agreement and Plan of Merger with Verizon Communications Inc.
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Telecom Services
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United States
DALLAS