Verizon CEO Vestberg reports trust transfers totaling 32,258 shares (Form 4)

Rhea-AI Filing Summary

Hans Erik Vestberg, Chairman and CEO of Verizon Communications (VZ), reported non-derivative stock transfers on August 18, 2025. Upon termination of a grantor retained annuity trust, 32,258 shares were transferred to two irrevocable trusts for the benefit of each of his adult children, with an immediate family member acting as trustee. The filing also reports two other trust-related movements: an acquisition of 16,129 shares by one trust and 16,129 shares by another trust, all recorded with a $0 price, and a remaining 167,861 shares reported as disposed in aggregate. The filer notes these transfers are exempt from Section 16(b) or 16a-13 where specified.

Insights

Corporate Governance Expert

TL;DR: Insider transferred shares into family trusts for estate/beneficiary arrangements; transactions are routine and exempt under noted rules.

The Form 4 shows grantor retained annuity trust termination and subsequent transfers of 32,258 shares to irrevocable trusts benefiting the reporting persons adult children, plus parallel transfers of 16,129 shares to two additional trusts, all at $0 consideration. These moves are presented as exemptions under Rule 16b-5 and Rule 16a-13, indicating they are structured as non-compensatory, estate-planning transfers rather than market sales. For shareholders, this alters the reporting persons direct/indirect holdings but does not represent open-market selling for liquidity or compensation.

Securities/Trust Specialist

TL;DR: Transfers are trust-based and documented as exempt; they change beneficial ownership forms but not outstanding company shares.

The disclosure details trust mechanics: termination of a grantor retained annuity trust triggered a transfer of 32,258 shares into two irrevocable trusts where an immediate family member is trustee. Two additional 16,129-share transfers are recorded to separate trusts, all at no cash price. The filer explicitly cites Section 16 exemptions, suggesting these are planned, non-compensatory transfers consistent with estate or wealth-transfer strategies rather than market transactions that would trigger short-swing profit rules.

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^*

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
X	Officer (give title below)		Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

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
Common Stock	08/18/2025		G(1)		32,258	D	$0	345,885(2)	I	By grantor retained annuity trusts
Common Stock	08/18/2025		G(1)		16,129	A	$0	25,524	I	By trust 1
Common Stock	08/18/2025		G(1)		16,129	A	$0	25,523	I	By trust 2
Common Stock								167,861(2)	D

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

Explanation of Responses:

1. Upon the termination of a grantor retained annuity trust on August 18, 2025, a total of 32,258 shares of common stock were transferred to two irrevocable trusts for the benefit of each of the reporting person's adult children where a member of the reporting person's immediate family serves as trustee. These transfers are exempt from Section 16(b) pursuant to Rule 16b-5.

2. Reflects transfers of shares of common stock between the reporting person and a number of grantor retained annuity trusts, which are exempt from Section 16 pursuant to Rule 16a-13.

Remarks:

	Evgeniya Berezkina, Attorney-in-fact for Hans Erik Vestberg	08/20/2025
	** 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 transactions did Hans Erik Vestberg report on Form 4 for VZ?

He reported trust-related transfers totaling 32,258 shares from a terminated grantor retained annuity trust to two irrevocable trusts, plus two 16,129-share transfers to separate trusts, all at $0.

Were any of the reported transfers sold on the open market?

No. The transfers are recorded with a $0 price and described as exempt trust transfers rather than open-market sales.

Why did the filing say the transfers are exempt from Section 16(b)?

The filing states the 32,258-share transfers upon termination of a grantor retained annuity trust are exempt under Rule 16b-5; other transfers reference Rule 16a-13 exemptions.

How many shares does the filing show as beneficially owned following the transactions?

The filing lists 345,885 shares and additional trust holdings reflected as 25,524 and 25,523 shares in the respective trusts; it also reports 167,861 shares disposed in aggregate.

What is the relationship of the reporting person to Verizon?

Hans Erik Vestberg is reported as both a Director and as an Officer (Chairman and CEO).