[Form 4] Verizon Communications Insider Trading Activity

Rhea-AI Filing Summary

Mary-Lee Stillwell, SVP and Controller of Verizon Communications Inc. (VZ), reported an acquisition on 08/14/2025 of phantom stock (unitized) under Verizon's deferred compensation plan. The Form 4 shows 46.479 phantom stock units were acquired and the aggregate indirect holdings following the transaction are reported as 12,375.879 units, which the filer says are settled in cash and include units acquired through dividend reinvestment. The filing notes that phantom shares are economic equivalents of portions of common stock and become payable per elections under the deferred compensation plan. The Form 4 was executed by an attorney-in-fact for the reporting person on 08/15/2025.

Insights

Financial Analyst

TL;DR Insider acquired deferred-compensation phantom stock, increasing indirect holdings but settled in cash, implying compensation deferral rather than open-market purchase.

The reported transaction is a non-derivative/derivative hybrid under the companys deferred compensation arrangement: 46.479 phantom units were granted/acquired and total indirect phantom holdings are 12,375.879 units. Because phantom stock is cash-settled and tied to the companys common share economics, this is primarily a compensation deferral activity rather than a direct investment in equity. For investors, this does not change share count or immediate dilution, and there is no cash sale or open-market purchase disclosed.

Corporate Governance Expert

TL;DR This Form 4 documents routine deferred-compensation activity by an officer, with no governance red flags disclosed.

The filing discloses an officer-level award/acquisition of phantom stock under Verizons deferred compensation plan, settled in cash and including dividend reinvestment. The transaction was reported promptly and the Form 4 was signed by an authorized attorney-in-fact, aligning with Section 16 reporting practices. There are no indications of related-party transactions, disposition, or unusual timing in the document provided.

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^*

Stillwell Mary-Lee

(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)
	SVP and Controller

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

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)	08/14/2025		A		46.479		(1)	(1)	Common Stock	13	$12.41	12,375.879(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 Mary-Lee Stillwell	08/15/2025
	** 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 Mary-Lee Stillwell (VZ) report on Form 4?

She reported acquiring 46.479 phantom stock units under Verizons deferred compensation plan on 08/14/2025, with total indirect holdings of 12,375.879 units.

Are the phantom stock units settled in shares or cash?

The filing states the phantom stock is settled in cash and represents the economic equivalent of portions of common stock.

Does this Form 4 show an open-market purchase of VZ common stock?

No. The entry reflects phantom stock under a deferred compensation plan, not a direct open-market purchase of common shares.

When was the transaction reported and who signed the Form 4?

The transaction date is 08/14/2025 and the Form 4 was signed by an attorney-in-fact for Mary-Lee Stillwell on 08/15/2025.

Does the filing indicate any dividends were reinvested?

Yes. The explanation states the reported holdings include phantom stock acquired through dividend reinvestment.