VZ Form 4: Vestberg Credited with 210.724 Phantom Stock Units on 09/11/2025

Rhea-AI Filing Summary

Hans Erik Vestberg, Verizon (VZ) Chairman and CEO, reported acquisition of phantom stock units under Verizon's deferred compensation plan on 09/11/2025. He received 210.724 phantom stock units (economic equivalents of common shares) which are settled in cash when payable under the plan, and the filing reports 199,038.054 phantom stock units beneficially owned indirectly following the transaction. The filing shows the phantom units include dividend reinvestment and references an underlying common stock equivalent of 60 shares at a stated price of $12.59 for the units processed on that date.

This Form 4 reflects an internal-compensation related acquisition rather than an open-market purchase or sale; it was signed by an attorney-in-fact on 09/12/2025.

Positive

• Acquisition under deferred compensation plan: Reporting person received 210.724 phantom stock units, indicating continued participation in company compensation programs.
• Substantial indirect holding: The filing shows 199,038.054 phantom stock units beneficially owned indirectly, including dividend reinvestment, reflecting ongoing economic alignment with company performance.
• Clear disclosure: The Form 4 identifies the transaction date (09/11/2025), settlement terms (cash-settled phantom stock), and was properly signed by an attorney-in-fact on 09/12/2025.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: CEO reported receipt of cash-settled phantom stock units under the deferred compensation plan, increasing indirect holdings.

The filing documents a compensatory acquisition under Verizon's deferred compensation plan rather than a market trade, which is routine for senior executives and aligns with long-term compensation practices. The report shows 210.724 phantom units granted/credited on 09/11/2025 and a substantial indirect holding of 199,038.054 phantom units after the transaction, including dividend reinvestment. As these units are cash-settled, they do not immediately change voting share counts but represent economic exposure tied to Verizon's common stock performance.

Securities Analyst

TL;DR: Transaction is non-market, compensatory and likely immaterial to share float; monitor for future cash settlement impacts.

The reported 210.724 phantom units reflect additional deferred compensation credited to the CEO. The filing specifies settlement in cash and notes dividend reinvestment, which increases economic exposure without issuing new shares. Given the nature and scale relative to Verizon's market capitalization, this disclosure is a routine insider compensation item with limited immediate impact on share supply or valuation.

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^*

Vestberg Hans Erik

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman and CEO

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		210.724		(1)	(1)	Common Stock	60	$12.59	199,038.054(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 Hans Erik Vestberg	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 Hans Erik Vestberg report on the Form 4 for VZ?

He reported acquiring 210.724 phantom stock units under Verizon's deferred compensation plan on 09/11/2025, increasing indirect holdings to 199,038.054 units.

Are the phantom stock units settled in shares or cash?

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

Does this Form 4 show an open-market purchase or sale of VZ shares?

No. The transaction is compensatory (phantom stock credited) under a deferred compensation plan, not an open-market trade.

Was dividend reinvestment involved in the reported holdings?

Yes. The filing states the total indirect holding of 199,038.054 phantom units includes phantom stock acquired through dividend reinvestment.

Who signed the Form 4 and when?

The Form 4 was signed by Evgeniya Berezkina, attorney-in-fact for Hans Erik Vestberg on 09/12/2025.