Phantom stock award for Verizon (VZ) director Hans Vestberg

Rhea-AI Filing Summary

Verizon Communications director Hans Erik Vestberg reported an acquisition of phantom stock units through a deferred compensation plan. On the reported date, an award of 16,323.276 phantom stock units, each valued at $13.95, was credited to an indirect account under the plan.

After this grant, the deferred compensation plan held a total of 224,446.967 phantom stock units for his benefit. Each phantom stock unit is the economic equivalent of a portion of one Verizon common share, is settled in cash rather than stock, and becomes payable upon events Vestberg established under the plan. The total also reflects phantom stock accumulated through dividend reinvestment.

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^*

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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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

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)	02/26/2026		A		16,323.276		(1)	(1)	Common Stock	4,657	$13.95	224,446.967(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	02/27/2026
	** 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 transaction did Verizon (VZ) report for Hans Erik Vestberg?

Verizon reported that director Hans Erik Vestberg acquired 16,323.276 phantom stock units through a deferred compensation plan. This award increased his indirect phantom stock holdings under the plan to 224,446.967 units, which are economically tied to Verizon common stock but settled in cash.

What is the value of the phantom stock units reported for Verizon (VZ)?

The phantom stock units were recorded at $13.95 per unit in this transaction. Multiplying this price by the 16,323.276 units shows the notional value credited, although the award is settled in cash under the deferred compensation plan, not in actual Verizon shares.

How are Hans Erik Vestberg’s Verizon (VZ) phantom stock units held?

The phantom stock units are held indirectly through a deferred compensation plan for Vestberg’s benefit. The Form 4 notes his ownership type as indirect, with the nature of ownership described as “By Deferred Compensation Plan,” indicating these are plan credits rather than directly held shares.

Are Verizon (VZ) phantom stock units the same as common shares?

Phantom stock units are not actual Verizon shares but track the economic value of common stock. Each unit is the economic equivalent of a portion of one share and is settled in cash upon specified events under the deferred compensation plan, rather than delivering stock.

When do Verizon (VZ) phantom stock units become payable to Hans Erik Vestberg?

The phantom stock units become payable upon events Vestberg established in line with the deferred compensation plan’s rules. These events are defined under the plan’s terms, and payment is made in cash based on the phantom stock’s value at the relevant time.

Do Verizon (VZ) phantom stock units include dividend reinvestment?

Yes. The filing states that the total phantom stock balance includes units acquired through dividend reinvestment. This means dividends notionally credited on underlying amounts are converted into additional phantom stock units within the deferred compensation plan account.