Does the Mary-Lee Stillwell Form 4 affect Verizon (VZ) share count?

The filing reflects phantom stock units that are settled in cash, not actual Verizon shares. Because these units are cash-based and not equity issuances, this compensation-related transaction does not, by itself, change Verizon’s outstanding common share count.

Verizon (VZ) SVP Stillwell awarded cash-settled phantom stock units

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Verizon Communications senior vice president and controller Mary-Lee Stillwell reported a routine compensation-related transaction involving phantom stock under a deferred compensation plan. She acquired 43.389 phantom stock units at an assigned value of $13.47 per unit, classified as a grant or award acquisition.

Each phantom stock unit is the economic equivalent of a portion of one share of common stock but will be settled in cash rather than stock. Following this transaction, her indirect holdings through the deferred compensation plan total 16,219.953 phantom stock units, including amounts accumulated through dividend reinvestment.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Stillwell Mary-Lee

Role SVP and Controller

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock (unitized)	43.389	$13.47	$584.45

Holdings After Transaction: Phantom Stock (unitized) — 16,219.953 shares (Indirect, By Deferred Compensation Plan)

Footnotes (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. Includes phantom stock acquired through dividend reinvestment.

Key Figures

Phantom stock units granted: 43.389 units Assigned value per unit: $13.47 per unit Total phantom units after transaction: 16,219.953 units +1 more

4 metrics

Phantom stock units granted 43.389 units Grant under deferred compensation plan on 2026-04-23

Assigned value per unit $13.47 per unit Phantom stock grant valuation

Total phantom units after transaction 16,219.953 units Indirect holdings via deferred compensation plan

Underlying common stock reference 12.000 shares Underlying Verizon common stock tied to phantom units

Key Terms

Phantom Stock (unitized), Deferred Compensation Plan, grant/award acquisition, economic equivalent

4 terms

Phantom Stock (unitized) financial

"security_title: "Phantom Stock (unitized)""

Deferred Compensation Plan financial

"in accordance with the deferred compensation plan"

A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.

grant/award acquisition financial

"transaction_action: "grant/award acquisition""

economic equivalent financial

"Each share of phantom stock is the economic equivalent of a portion"

Form 4 Insider Transactions: What Each Field Means →

04/24/2026 - 02:32 PM

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

10036

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/23/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Stock (unitized)	⁽¹⁾	04/23/2026		A		43.389		⁽¹⁾	⁽¹⁾	Common Stock	12	$13.47	16,219.953⁽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 Mary-Lee Stillwell	04/24/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Verizon (VZ) executive Mary-Lee Stillwell report in this Form 4?

Mary-Lee Stillwell, SVP and Controller of Verizon, reported receiving 43.389 phantom stock units as a grant under a deferred compensation plan. These units are cash-settled and provide economic exposure tied to Verizon common stock performance without issuing actual shares.

Is the Verizon (VZ) Form 4 for Mary-Lee Stillwell a stock purchase or sale?

The Form 4 shows an acquisition classified as a grant or award, not an open-market stock purchase or sale. Stillwell received phantom stock units through a deferred compensation plan, which function as cash-settled incentives linked to Verizon’s common stock value.

How many phantom stock units did the Verizon (VZ) executive hold after this transaction?

After the reported transaction, Mary-Lee Stillwell held 16,219.953 phantom stock units indirectly through Verizon’s deferred compensation plan. This total includes the new 43.389-unit grant and phantom stock accumulated over time, including units acquired via dividend reinvestment.

What are phantom stock units in the Verizon (VZ) deferred compensation plan?

Verizon’s phantom stock units are bookkeeping entries economically tied to a portion of one share of common stock. They are settled in cash rather than actual shares and become payable upon events the executive established in accordance with the company’s deferred compensation plan.