Verizon (VZ) EVP Vandana Venkatesh reports PSU vesting and tax share withholding

Rhea-AI Filing Summary

Verizon Communications Inc. executive Vandana Venkatesh reported equity compensation activity in company stock. On February 11, 2026, she acquired 52,242 shares of common stock at no cost upon vesting of performance stock units that were tied to performance criteria other than Verizon’s stock price. On the same date, 23,710 shares were withheld and disposed of at $48.97 per share to cover tax obligations, leaving her with 59,673 shares of common stock held directly. She also has an additional 6,528 shares held indirectly through a 401(k) plan.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Venkatesh Vandana

Role EVP and Chief Legal Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	52,242	$0.00	--
Tax Withholding	Common Stock	23,710	$48.97	$1.16M
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 83,383 shares (Direct); Common Stock — 6,528 shares (Indirect, By 401(k))

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

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 and Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		A		52,242	A	(1)	83,383	D
Common Stock	02/11/2026		F		23,710	D	$48.97	59,673	D
Common Stock								6,528	I	By 401(k)

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

Explanation of Responses:

1. These shares of common stock were issued upon the vesting of outstanding Performance Stock Units that were subject to performance criteria other than the issuer's stock price.

Remarks:

	Evgeniya Berezkina, Attorney-in-fact for Vandana Venkatesh	02/13/2026
	** 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 VZ executive Vandana Venkatesh report?

Vandana Venkatesh reported vesting-related stock activity. She acquired 52,242 Verizon common shares from performance stock units and had 23,710 shares withheld at $48.97 per share to satisfy tax obligations, resulting in 59,673 shares held directly and 6,528 shares held indirectly via a 401(k) plan.

Was the Verizon (VZ) Form 4 transaction an open-market stock purchase or sale?

The reported Verizon transactions were not open-market trades. Shares were issued from vesting performance stock units, and a portion was disposed of through share withholding at $48.97 per share solely to cover tax liabilities associated with that vesting, rather than discretionary buying or selling.

How many Verizon (VZ) shares does Vandana Venkatesh hold after the Form 4?

After the reported transactions, Vandana Venkatesh beneficially owns 59,673 Verizon common shares directly. In addition, she has 6,528 Verizon shares held indirectly through a 401(k) plan, reflecting both her equity compensation vesting and tax-related share withholding on February 11, 2026.

What triggered the issuance of 52,242 Verizon (VZ) shares to Vandana Venkatesh?

The 52,242 Verizon shares were issued when outstanding Performance Stock Units vested. These units were subject to performance criteria that did not depend on Verizon’s stock price, meaning the award was tied to other business or operational goals rather than market price performance.

Why were 23,710 Verizon (VZ) shares disposed of at $48.97 on February 11, 2026?

The 23,710 Verizon shares were withheld and disposed of at $48.97 per share to satisfy tax obligations. This tax-withholding transaction is coded as “F,” indicating payment of tax liability by delivering shares rather than a discretionary sale in the open market.

What is Vandana Venkatesh’s role at Verizon (VZ) mentioned in the Form 4?

Vandana Venkatesh is listed as an officer of Verizon, serving as Executive Vice President and Chief Legal Officer. The Form 4 reflects her equity compensation activity in Verizon common stock associated with that executive role and its related performance-based stock unit awards.