Vandana Venkatesh Reports Phantom Stock Acquisition on VZ Form 4

Rhea-AI Filing Summary

Vandana Venkatesh, EVP-PubPol & Chief Legal Officer of Verizon Communications (VZ), reported a derivative security acquisition on 09/11/2025. The filing shows acquisition of 100.781 units of phantom stock under Verizon's deferred compensation plan at a reported price of $12.59 per unit. The phantom units are cash-settled economic equivalents of common stock and become payable under plan events selected by the reporting person. Following the transaction, the filing reports 46,406.729 phantom stock units beneficially owned indirectly through the deferred compensation plan, including units acquired via dividend reinvestment.

Insights

Corporate Governance Expert

TL;DR: Routine deferred-compensation award; no direct change to share count or immediate voting influence.

The Form 4 documents a standard acquisition of cash-settled phantom stock by a senior officer, reported as indirect ownership through a deferred compensation plan. Because phantom units are settled in cash and are economic equivalents rather than actual shares, this transaction does not dilute common shares or change outstanding vote counts. The sizeable aggregate of 46,406.729 units reflects accumulated plan participation, including dividend reinvestment, but the filing does not disclose vested payout timing or trigger events, limiting assessment of near-term liquidity impact.

Compensation Analyst

TL;DR: Transaction consistent with executive compensation deferral; size suggests multi-year accumulation.

The reporting shows acquisition of 100.781 phantom units on 09/11/2025 at a stated price of $12.59, increasing indirect holdings to 46,406.729 units. This pattern aligns with deferred compensation mechanics where executives convert pay into phantom stock that tracks economic value of common shares and may reinvest dividends. The filing is informational and lacks details on payout schedule or valuation methodology, so its effect on the officer's personal liquidity or firm cash obligations cannot be determined from this Form 4 alone.

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
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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^*

Venkatesh Vandana

(Last) (First) (Middle)

VERIZON COMMUNICATIONS INC.

1095 AVENUE OF THE AMERICAS

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VERIZON COMMUNICATIONS INC [ VZ ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP-PubPol&ChiefLegalOfficer

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025

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

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
Phantom Stock (unitized)	(1)	09/11/2025		A		100.781		(1)	(1)	Common Stock	29	$12.59	46,406.729(2)	I	By Deferred Compensation Plan

Explanation of Responses:

1. Each share of phantom stock is the economic equivalent of a portion of one share of common stock and is settled in cash. The shares of phantom stock become payable upon events established by the reporting person in accordance with the deferred compensation plan.

2. Includes phantom stock acquired through dividend reinvestment.

Remarks:

	Evgeniya Berezkina, Attorney-in-fact for Vandana Venkatesh	09/12/2025
	** 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 did Vandana Venkatesh report on Form 4 for VZ?

The filing reports acquisition of 100.781 units of phantom stock on 09/11/2025, increasing indirect holdings to 46,406.729 units through a deferred compensation plan.

Are the phantom stock units reported by VZ's officer settled in shares or cash?

The filing states each phantom stock unit is an economic equivalent of a portion of a common share and is settled in cash under the deferred compensation plan.

Does this Form 4 show a change in Verizon's outstanding common shares (VZ)?

No. The transaction involves cash-settled phantom units, not issuance or sale of actual common shares, so it does not change the outstanding share count.

How is the reported 46,406.729 amount composed?

The filing indicates the total includes phantom stock acquired through dividend reinvestment; no further breakdown or vesting schedule is provided.

What price is reported for the phantom units on this Form 4?

The filing shows a reported price of $12.59 associated with the derivative transaction.