Verizon EVP Adds 168.285 Deferred Phantom Units on 10/09/2025

Rhea-AI Filing Summary

Insider acquisition of phantom stock by Verizon EVP — The Form 4 shows that Sampath Sowmyanarayan, Verizon Communications' EVP and Group CEO–VZ Consumer, acquired 168.285 units of phantom stock on 10/09/2025. Each phantom unit is economically tied to a portion of one share of Verizon common stock and is payable in cash under the company deferred compensation plan. The transaction used code V (vesting or similar plan-based award) and reflects a stated price of $11.66 per unit for reporting. Following this acquisition, the reporting person’s aggregate phantom holdings equal 131,323.856 units, which the filer indicates include dividend reinvestment. The report was signed by an attorney-in-fact on 10/10/2025.

Positive

• Plan-based retention tool: Acquisition via deferred compensation supports executive retention without issuing additional common shares
• Dividend reinvestment included: Aggregate holdings (131,323.856 units) grow from reinvested dividends, showing automatic accumulation

Negative

• Cash-settlement exposure: Phantom units are payable in cash, which could create future cash obligations tied to share value
• Limited immediate liquidity signal: The transaction is plan-driven and does not provide transparent insight into the executive's market-view or selling activity

Insights

Equity Compensation Analyst

EVP received plan-based phantom units settled in cash; modest incremental grant.

The report documents a deferred compensation transaction where 168.285 phantom units were acquired at a reported price of $11.66 on 10/09/2025. Phantom stock here functions as a cash-settled unit tied to the economic value of common shares rather than an immediate equity issuance.

This is plan-driven rather than open-market trading, so governance and retention are the primary drivers; monitor vesting/payment schedule and any future cash obligations under the deferred compensation plan within the next 1–3 years.

Corporate Governance Specialist

Transaction is routine director/executive compensation disclosure, not a market sale.

The filing uses transaction code V and notes indirect ownership via the deferred compensation plan, including dividend reinvestment. That indicates compensation deferral rather than an active purchase or sale that would signal liquidity needs or opportunistic timing.

Key items to watch are any future Form 4s showing conversion/settlement timing or large cash payouts tied to the 131,323.856 phantom units aggregate, which could affect future executive cash receipts and company cash flow.

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^*

Sampath Sowmyanarayan

(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 Group CEO-VZ Consumer

3. Date of Earliest Transaction (Month/Day/Year)
10/09/2025

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)	10/09/2025		A		168.285		(1)	(1)	Common Stock	48	$11.66	131,323.856(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 Sowmyanarayan Sampath	10/10/2025
	** 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 Verizon (VZ) insider Sampath Sowmyanarayan report on Form 4?

Sampath Sowmyanarayan reported acquiring 168.285 phantom stock units on 10/09/2025, increasing aggregate phantom holdings to 131,323.856 units.

What is the economic nature of the phantom stock reported on the VZ Form 4?

Each phantom stock unit is the economic equivalent of a portion of a Verizon common share and is settled in cash under the company's deferred compensation plan.

What price was reported for the phantom units on the Form 4?

The filing shows a reported price of $11.66 per phantom unit for the transaction on 10/09/2025.

Does the Form 4 indicate direct ownership of common stock?

No. The Form 4 lists these holdings as indirect ownership through a deferred compensation plan, not direct common-stock ownership.

Who signed the Form 4 for Sampath Sowmyanarayan and when?

The form was signed by Evgeniya Berezkina as attorney-in-fact on 10/10/2025.