VZ CEO Schulman receives major RSU and PSU awards

Rhea-AI Filing Summary

Verizon Communications (VZ) reported a Form 4 for CEO and director Daniel H. Schulman detailing new equity grants on 10/17/2025. The filing lists three awards: 475,512 Restricted Stock Units (2025 CEO Award), 225,868 RSUs (Make-Whole Award), and 222,222 Performance Stock Units (2025 Supplemental Award), all recorded at a price of $0 and held directly.

Each RSU converts into one share plus accrued dividends upon vesting. The 2025 CEO Award RSUs vest on December 31, 2027, and the Make-Whole RSUs vest on December 31, 2026. The PSUs are earned at 0–300% of target based on average share price goals over a performance period from October 17, 2025 to December 31, 2028. Earned PSUs vest on December 31, 2027 or on a later date during the performance period when the applicable share price goal is achieved.

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

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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^*

SCHULMAN DANIEL H

(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)
	CEO

3. Date of Earliest Transaction (Month/Day/Year)
10/17/2025

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
Restricted Stock Units - 2025 CEO Award	(1)	10/17/2025		A		475,512		(1)	(1)	Common Stock	475,512	$0	475,512	D
Restricted Stock Units - Make Whole Award	(2)	10/17/2025		A		225,868		(2)	(2)	Common Stock	225,868	$0	225,868	D
Performance Stock Units - 2025 Supplemental Award	(3)	10/17/2025		A		222,222		(3)	(3)	Common Stock	222,222	$0	222,222	D

Explanation of Responses:

1. Each Restricted Stock Unit (RSU) represents the right to receive one share of common stock, plus accrued dividends, on the payment date with respect to the date that the RSU vests. Subject to the terms of the RSU Agreement, the RSUs will vest on December 31, 2027.

2. Each RSU represents the right to receive one share of common stock, plus accrued dividends, on the payment date with respect to the date that the RSU vests. Subject to the terms of the RSU Agreement, the RSUs will vest on December 31, 2026.

3. Each Performance Stock Unit (PSU) represents the right to receive one share of common stock, plus accrued dividends, on the payment date with respect to the date that the PSU vests. The PSUs are earned at a range of 0-300% of the target number of PSUs granted based on the achievement of average share price goals specified in the PSU Agreement over a performance period commencing on October 17, 2025 and ending December 31, 2028. Subject to the terms of the PSU Agreement, the earned PSUs will vest on December 31, 2027 or such later date during the performance period on which the applicable share price performance goal is achieved.

Remarks:

	Evgeniya Berezkina, Attorney-in-fact for Daniel H. Schulman	10/21/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What equity awards were reported for Verizon (VZ) CEO?

Three grants on 10/17/2025: 475,512 RSUs (2025 CEO Award), 225,868 RSUs (Make-Whole), and 222,222 PSUs (2025 Supplemental).

When do the Verizon (VZ) CEO RSUs vest?

2025 CEO Award RSUs vest on December 31, 2027; Make-Whole RSUs vest on December 31, 2026.

How are the Verizon (VZ) PSUs earned and over what period?

PSUs are earned at 0–300% of target based on average share price goals from Oct 17, 2025 to Dec 31, 2028.

When do earned PSUs for Verizon (VZ) CEO vest?

Earned PSUs vest on December 31, 2027 or a later date during the performance period when the share price goal is achieved.

Do the units include dividends?

Each RSU/PSU represents the right to receive one share of common stock plus accrued dividends on the payment date for the vesting date.

What is the ownership form of these awards?

All reported derivative securities are held directly by the reporting person.

Who signed the Form 4 and when?

Signed by Evgeniya Berezkina, attorney-in-fact for Daniel H. Schulman, on 10/21/2025.