Verizon (VZ) SVP converts RSUs and withholds stock for tax obligations

Rhea-AI Filing Summary

Verizon Communications SVP and Controller Mary-Lee Stillwell reported multiple equity award transactions in company stock. On February 27, 2026, she exercised restricted stock units from 2023, 2024, and 2025 awards into common stock in several blocks of 9,448, 9,915, and 8,998 shares. She also disposed of common shares in amounts of 3,880, 4,306, and 3,907 at a price of $50.14 per share to cover tax liabilities associated with these equity awards. Following these transactions, she directly owned 52,351 shares of Verizon common stock.

Insights

Equity compensation analyst

Routine RSU vesting and tax withholding for Verizon insider.

The transactions show Mary-Lee Stillwell, Verizon's SVP and Controller, converting previously granted restricted stock units from 2023–2025 awards into common stock. These are coded "M", indicating exercises or conversions of derivative securities, with no cash purchase involved.

Several "F"-coded transactions reflect shares withheld at $50.14 per share to satisfy tax obligations rather than open-market selling. After all movements, Stillwell directly holds 52,351 Verizon shares. This pattern aligns with standard equity compensation vesting and does not, by itself, signal a change in outlook.

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

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^*

Stillwell Mary-Lee

(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)
	SVP and Controller

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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	02/27/2026		M		9,448	A	(1)	45,531	D
Common Stock	02/27/2026		F		3,880	D	$50.14	41,651	D
Common Stock	02/27/2026		M		9,915	A	(1)	51,566	D
Common Stock	02/27/2026		F		4,306	D	$50.14	47,260	D
Common Stock	02/27/2026		M		8,998	A	(1)	56,258	D
Common Stock	02/27/2026		F		3,907	D	$50.14	52,351	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
Restricted Stock Units - 2023 Award	(1)	02/27/2026		M			9,448	(2)	(2)	Common Stock	9,448	(1)	0	D
Restricted Stock Units - 2024 Award	(1)	02/27/2026		M			9,915	(3)	(3)	Common Stock	9,915	(1)	9,915	D
Restricted Stock Units - 2025 Award	(1)	02/27/2026		M			8,998	(4)	(4)	Common Stock	8,998	(1)	17,996	D

Explanation of Responses:

1. Each Restricted Stock Unit (RSU) represents the right to receive one share of common stock on the payment date with respect to the date that the RSU vests.

2. Subject to the terms of the RSU Agreement, the RSUs vest in three equal annual installments beginning on March 1, 2024.

3. Subject to the terms of the RSU Agreement, the RSUs vest in three equal annual installments beginning on March 1, 2025.

4. Subject to the terms of the RSU Agreement, the RSUs vest in three equal annual installments beginning on March 1, 2026.

Remarks:

	Evgeniya Berezkina, Attorney-in-fact for Mary-Lee Stillwell	03/03/2026
	** 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 insider transactions did Verizon (VZ) report for Mary-Lee Stillwell?

Verizon reported that SVP and Controller Mary-Lee Stillwell exercised multiple restricted stock unit awards into common stock and had shares withheld to cover taxes. The Form 4 details several RSU conversions and related common stock dispositions on February 27, 2026.

How many Verizon (VZ) RSU awards did Mary-Lee Stillwell convert?

Mary-Lee Stillwell converted three Verizon restricted stock unit awards labeled 2023 Award, 2024 Award, and 2025 Award. Each RSU represents the right to receive one Verizon common share as the awards vest under their respective three-year vesting schedules.

Were the Verizon (VZ) insider transactions open-market sales?

The Form 4 shows F-coded transactions described as payment of tax liabilities by delivering shares, not open-market sales. These dispositions at $50.14 per share are tax-withholding events tied to RSU vesting, rather than discretionary selling in the market.

What Verizon (VZ) share price was used for the tax-withholding dispositions?

For the tax-withholding transactions, Verizon used a share price of $50.14. Shares of common stock were delivered at this price to satisfy tax obligations related to the vesting and conversion of restricted stock unit awards reported in the Form 4.

How many Verizon (VZ) shares does Mary-Lee Stillwell own after these transactions?

After the reported RSU conversions and tax-withholding dispositions, Mary-Lee Stillwell directly owns 52,351 shares of Verizon common stock. This figure reflects her updated direct ownership following all Form 4 transactions on February 27, 2026.

How do Verizon (VZ) RSUs for Mary-Lee Stillwell vest over time?

The RSUs vest in three equal annual installments, beginning on March 1, 2024 for the 2023 award, March 1, 2025 for the 2024 award, and March 1, 2026 for the 2025 award. Each vested RSU delivers one share of Verizon common stock.