Verizon Communications Inc. filings document material events for a large telecommunications issuer with common stock and numerous registered debt securities. Recent Form 8-K reports cover earnings releases, capital markets activity, tender offers, exchange offers and consent solicitations involving Verizon and subsidiary notes, including fixed-rate and junior subordinated securities with maturities across multiple years.
Proxy materials describe shareholder voting matters, board governance, executive compensation and other annual-meeting disclosures. The filing record also identifies securities registered on national exchanges and provides formal reporting around Verizon's operating results, capital structure, exchange-listed securities and governance disclosures tied to its wireless, broadband, enterprise connectivity and network infrastructure businesses.
Verizon Communications Inc. completed two long-dated subordinated debt offerings in Europe on February 23, 2026. The company sold €2,250,000,000 of 4.2462% Fixed-to-Fixed Rate Junior Subordinated Notes due 2056 and £600,000,000 of 5.7427% Fixed-to-Fixed Rate Junior Subordinated Notes due 2056 to a syndicate of international banks.
Both tranches were issued under an effective Form S-3 shelf registration statement, and this report mainly adds the final forms of the notes as exhibits, incorporating them by reference into the registration statement.
Verizon Communications Inc. is offering €2,250,000,000 of 4.2462% fixed-to-fixed rate junior subordinated notes due August 15, 2056 pursuant to this prospectus supplement. Interest is fixed at 4.2462% through the First Reset Date and thereafter resets by reference to a Five-Year Swap Rate plus specified margins and step-ups.
The notes are unsecured and subordinated to Verizon's senior indebtedness, will rank pari passu with certain other junior subordinated notes, may have interest deferred at Verizon's option for up to 10 years per Optional Deferral Period, are denominated in euro, and are offered in minimum denominations of €100,000. Net proceeds are expected to be approximately €2,234,606,000 and will be used for general corporate purposes, which may include repayment of indebtedness.
Verizon Communications Inc. is offering £600,000,000 of 5.7427% fixed-to-fixed rate junior subordinated notes due 2056 under a prospectus supplement. The notes pay 5.7427% until August 15, 2032, then reset on five‑year cycles based on a Benchmark Gilt Rate plus specified margins and step-ups, and mature on August 15, 2056.
The notes are unsecured and subordinated to Verizon’s senior indebtedness, permit issuer optional deferral of interest for up to 10 consecutive years per occasion, are denominated and payable in sterling (with a U.S. dollar fallback), and are offered at 100% of principal with underwriting fees and expected net proceeds of approximately £595,680,000.
Verizon Communications Inc. is offering sterling-denominated fixed-to-fixed rate junior subordinated notes due 2056. The notes pay an initial fixed rate, then reset based on a Benchmark Gilt Rate plus specified margins on scheduled Reset Dates occurring every five years, and interest may be deferred by Verizon for up to 10 consecutive years per Optional Deferral Period. The notes are unsecured, rank junior to Verizon Communications Inc.’s senior indebtedness and pari passu with other junior subordinated notes, are issued in minimum denominations of £100,000, and Verizon intends to apply to list them on the NYSE.
Verizon Communications Inc. proposes euro‑denominated junior subordinated notes due 2056 with annual interest, multi‑stage reset mechanics and issuer discretion to defer interest payments for up to 10 consecutive years per deferral. The notes will be unsecured and subordinate to Verizon’s senior indebtedness; Verizon reported $141.1 billion of senior indebtedness on December 31, 2025. Notes are offered in minimum denominations of €100,000 and will pay principal and interest in euro (with a U.S. dollar fallback). The prospectus discloses market‑standard benchmark fallback provisions, potential make‑whole and par call redemption features, and that proceeds will be used for general corporate purposes.
Verizon Communications executive Alfonso Villanueva Rodriguez reported an acquisition of deferred phantom stock units linked to Verizon common stock. On 02/12/2026, he acquired 74.154 units of phantom stock at $14.11 per unit through a deferred compensation plan. After this transaction, he indirectly held a total of 549.463 phantom stock units through the plan. Each phantom stock unit represents the economic equivalent of a portion of one Verizon common share, is settled in cash, and becomes payable upon events he has established under the deferred compensation plan. The total includes units accumulated through dividend reinvestment.
Verizon Communications director Hans Erik Vestberg reported an acquisition of phantom stock units through a deferred compensation plan. On 02/12/2026 he acquired 188.658 phantom stock (unitized) derivative securities at $14.11 per unit, held indirectly via the deferred compensation plan.
Following this transaction, Vestberg beneficially owns 208,123.691 phantom stock units. Each phantom stock unit is economically tied to a portion of one Verizon common share, is settled in cash, and becomes payable upon events he established under the company’s deferred compensation plan, including amounts from dividend reinvestment.
Verizon Communications executive Vandana Venkatesh reported an acquisition of derivative securities through a company plan. On 02/12/2026, she acquired 90.512 units of phantom stock at $14.11 per unit under a deferred compensation plan, held indirectly. Following this transaction, she beneficially owned 49,145.451 phantom stock units. Each phantom stock unit is economically tied to a portion of one share of Verizon common stock and is settled in cash, becoming payable upon events she established under the deferred compensation plan. The total also includes phantom stock accumulated through dividend reinvestment.
Verizon Communications Inc. reported that senior vice president and controller Mary-Lee Stillwell acquired additional deferred compensation tied to company stock. On February 12, 2026, she received 41.44 units of phantom stock at $14.11 per unit through a deferred compensation plan.
Following this transaction, she indirectly holds 13,429.679 phantom stock units through the plan. Each phantom stock unit represents the economic value of a portion of one share of Verizon common stock and is settled in cash, becoming payable upon events she established under the plan.
Verizon Communications Inc. executive Anthony T. Skiadas, EVP and CFO, reported an acquisition of phantom stock units through a deferred compensation plan. On 02/12/2026 he acquired 123.227 phantom stock (unitized) derivatives at a reference price of $14.11 per unit.
Following this transaction, he indirectly holds 133,879.671 phantom stock units through the deferred compensation plan. Each phantom stock unit represents the economic equivalent of a portion of one share of Verizon common stock, is settled in cash, and becomes payable upon events he established under the plan.