Verizon EVP receives phantom stock award

Verizon Communications executive Joseph J. Russo, EVP and President of Global Networks and Technology, reported an acquisition of phantom stock units through a deferred compensation plan.

Rhea-AI Filing Summary

Verizon Communications executive Joseph J. Russo, EVP and President of Global Networks and Technology, reported an acquisition of phantom stock units through a deferred compensation plan. He received 80.1440 phantom stock (unitized) at a reference price of $13.7700 per unit, classified as a grant or award.

Each phantom stock unit is the economic equivalent of a portion of one share of common stock and will be settled in cash, becoming payable upon events Russo established under the deferred compensation plan. Following this award and prior dividend reinvestments, his indirect deferred-compensation holdings total 83,046.5470 phantom stock units, linked to 23.0000 underlying common shares.

Insider Trade Summary

Grant/Award: 80.144 shares

Grant/Award 1 txn

Insider Russo Joseph J.

Role EVP&Pres-Global Networks&Tech

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock (unitized)	80.144	$13.77	$1K

Holdings After Transaction: Phantom Stock (unitized) — 83,046.547 contracts (Indirect, By Deferred Compensation Plan)

Footnotes (2)

1. F1. 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. F2. Includes phantom stock acquired through dividend reinvestment.

Key Figures

Phantom stock units granted: 80.1440 units Reference price per unit: $13.7700 per unit Total phantom stock after transaction: 83,046.5470 units +2 more

5 metrics

Phantom stock units granted 80.1440 units Grant/award on May 21, 2026

Reference price per unit $13.7700 per unit Phantom stock valuation for this award

Total phantom stock after transaction 83,046.5470 units Indirect holdings in deferred compensation plan

Underlying common stock equivalent 23.0000 shares Underlying security tied to phantom stock

Conversion or exercise price $0.0000 Phantom stock unit terms

Key Terms

Phantom Stock (unitized), Deferred Compensation Plan, dividend reinvestment, Grant, award, or other acquisition

4 terms

Phantom Stock (unitized) financial

"security_title: "Phantom Stock (unitized)""

Deferred Compensation Plan financial

"nature_of_ownership: "By Deferred Compensation Plan""

A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.

dividend reinvestment financial

"Includes phantom stock acquired through dividend reinvestment."

Dividend reinvestment is when the money earned from a company's profit sharing, called dividends, is automatically used to buy more shares of that company instead of being received as cash. This process helps investors grow their holdings over time without extra effort, much like using earned interest to buy more of a savings account. It encourages long-term investment growth by continuously increasing the amount of shares owned.

Grant, award, or other acquisition financial

"transaction_code_description: "Grant, award, or other acquisition""

FAQ

What insider transaction did Verizon (VZ) report for Joseph J. Russo?

Verizon reported that executive Joseph J. Russo acquired 80.1440 phantom stock units as a grant under a deferred compensation plan. These units mirror the value of Verizon common stock but are cash-settled, adding to his existing phantom stock balance within the plan.

What is the nature of the phantom stock awarded to the Verizon (VZ) executive?

The phantom stock is unitized and economically tracks a portion of one share of Verizon common stock but is settled in cash. It becomes payable only upon specific events Russo selected in accordance with Verizon’s deferred compensation plan rules.

How many phantom stock units does Joseph J. Russo hold after this Verizon (VZ) Form 4?

After this grant, Joseph J. Russo’s indirect holdings in phantom stock total 83,046.5470 units in the deferred compensation plan. This figure includes units acquired through this award and prior dividend reinvestment credited to his plan account.

At what reference price were the new Verizon (VZ) phantom stock units credited?

The 80.1440 newly credited phantom stock units were valued using a reference price of $13.7700 per unit. This price is used for bookkeeping within the deferred compensation plan rather than representing a traditional open-market purchase transaction.

How is the Verizon (VZ) phantom stock award settled and when is it payable?

The phantom stock is settled only in cash, not in actual Verizon shares. Payout occurs upon events that Russo established under the deferred compensation plan, such as specified future dates or separation-related triggers, consistent with plan provisions described in the filing.

Is Joseph J. Russo’s Verizon (VZ) phantom stock held directly or indirectly?

Russo’s phantom stock is reported as an indirect holding, described as “By Deferred Compensation Plan.” This means units are credited to his plan account rather than held as directly owned Verizon common stock in a brokerage or similar personal account.

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Accepted by SEC EDGAR 05/26/2026 - 11:50 AM Learn about SEC filing dates

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^*

Russo Joseph J.

(Last) (First) (Middle)

VERIZON COMMUNICATIONS INC.

1095 AVENUE OF THE AMERICAS

(Street)

NEW YORK NEW YORK 10036

(City) (State) (Zip)

UNITED STATES

(Country)

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&Pres-Global Networks&Tech

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)	05/21/2026		A		80.144		(1)	(1)	Common Stock	23	$13.77	83,046.547(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 Joseph J. Russo	05/26/2026
	** 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.
* Form 4: SEC 1474 (03-26)