Verizon (VZ) EVP & Group CEO VZ Consumer adds phantom stock in Form 4

Rhea-AI Filing Summary

Verizon Communications Inc. executive reports deferred compensation transaction. An officer of Verizon, serving as EVP and Group CEO – VZ Consumer, reported a Form 4 transaction dated 12/18/2025 involving phantom stock units under a deferred compensation plan. The filing shows the acquisition of 170.035 phantom stock units, which economically track Verizon common stock and are settled in cash rather than actual shares. These phantom units relate to an underlying amount of 49 shares of common stock and are held indirectly through a deferred compensation plan. Following this transaction, the reporting person beneficially owns 134,455.97 phantom stock units, including units accumulated through dividend reinvestment. The phantom stock becomes payable upon events chosen by the reporting person in line with the plan’s terms.

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^*

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)
12/18/2025

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)	12/18/2025		A		170.035		(1)	(1)	Common Stock	49	$11.54	134,455.97(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	12/19/2025
	** 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 insider transaction did Verizon (VZ) report in this Form 4?

The Form 4 reports that a Verizon officer acquired 170.035 phantom stock units on 12/18/2025 under a deferred compensation plan, linked economically to Verizon common stock.

Who is the reporting person in this Verizon (VZ) insider filing and what is their role?

The reporting person is an officer of Verizon Communications Inc., serving as EVP and Group CEO – VZ Consumer, filing individually as one reporting person.

How many phantom stock units does the Verizon (VZ) officer own after this transaction?

After the reported transaction, the officer beneficially owns 134,455.97 phantom stock units, held indirectly through a Deferred Compensation Plan.

What does Verizon (VZ) state about the nature of its phantom stock in this filing?

Each phantom stock unit is described as the economic equivalent of a portion of one share of Verizon common stock and is settled in cash, becoming payable upon events established by the reporting person under the deferred compensation plan.

Are dividends reflected in the Verizon (VZ) phantom stock holdings reported here?

Yes. The filing notes that the beneficial ownership total includes phantom stock acquired through dividend reinvestment under the deferred compensation plan.

How is ownership of the Verizon (VZ) phantom stock units characterized in this Form 4?

The 134,455.97 phantom stock units are reported as held indirectly (I) by the officer through a Deferred Compensation Plan, rather than as directly owned shares.