Form 4: Frontier CEO's Equity Converted to Cash in Verizon Merger

Frontier Communications Parent, Inc. CEO Nick Jeffery's equity holdings were converted to cash at $38.50 per share following the merger with Verizon Communications Inc. on January 20, 2026.

Summary

• Reporting Person Nick Jeffery, President & CEO and Director of Frontier Communications Parent, Inc., reported changes in beneficial ownership.
• The changes occurred due to the merger of Frontier Communications Parent, Inc. with Verizon Communications Inc., effective January 20, 2026.
• Frontier Communications Parent, Inc. became a wholly-owned subsidiary of Verizon Communications Inc.
• Each outstanding share of Frontier common stock was automatically converted into the right to receive $38.50 in cash, without interest.
• Outstanding time-based restricted stock units (RSUs) vested and were canceled, with holders entitled to receive cash equal to the number of underlying shares multiplied by $38.50.
• Outstanding performance-based restricted stock units (PSUs) vested and were canceled, with holders entitled to receive cash equal to the number of underlying shares multiplied by $38.50, based on attainment of all applicable performance goals at the actual level of performance measured at the Effective Time.
• Nick Jeffery disposed of 1,247,265 shares of common stock.
• Nick Jeffery disposed of 142,095 shares of common stock (related to RSU conversion).
• Nick Jeffery disposed of 778,919 performance-based restricted stock units.

Sentiment

Score: 7

Explanation: The filing reports the successful completion of a merger, where Frontier Communications Parent, Inc. was acquired by Verizon. This event resulted in a cash payout for all outstanding shares and equity awards at a fixed price, which is a positive outcome for the reporting person and former shareholders. However, it also signifies the cessation of Frontier as an independent public entity.

Positives

• The merger provides a clear exit strategy for Frontier shareholders at a fixed cash price of $38.50 per share.
• Equity awards (RSUs and PSUs) for management, including the CEO, vested and were converted to cash, indicating a successful completion of performance goals for PSUs.

Negatives

• Frontier Communications Parent, Inc. ceased to be an independent publicly traded entity, limiting future growth potential for existing shareholders.
• The reporting person no longer holds beneficial ownership in the company's common stock or derivative securities.

Future Outlook

The filing indicates the completion of a merger, resulting in Frontier Communications Parent, Inc. becoming a wholly-owned subsidiary of Verizon. Therefore, there is no independent future outlook for FYBR as a standalone public entity.

Industry Context

This merger signifies further consolidation within the telecommunications industry, with a major player like Verizon expanding its assets. It reflects a trend where larger companies acquire smaller or mid-sized competitors to gain market share, infrastructure, or reduce competition.

Comparison to Industry Standards

• The cash-out merger at a fixed price is a standard mechanism for acquisitions, providing certainty to shareholders.
• The vesting and cash conversion of equity awards (RSUs, PSUs) upon a change of control event is a common provision in executive compensation plans, aligning management incentives with shareholder value creation during an acquisition.

Management Changes

Corporate Governance

Stakeholder Impact

• Shareholders: Received $38.50 cash per share, ending their investment in Frontier as an independent entity.
• Employees: Frontier employees are now part of Verizon's larger organization, potentially leading to integration challenges or opportunities.
• Management (Nick Jeffery): Received significant cash proceeds from the conversion of his equity holdings.
• Customers: Frontier's customers are now served by a Verizon-owned entity, potentially leading to changes in service offerings or branding over time.

Next Steps

• Frontier Communications Parent, Inc. will operate as a wholly-owned subsidiary of Verizon Communications Inc.
• The reporting person, Nick Jeffery, is no longer subject to Section 16 obligations for Frontier Communications Parent, Inc.

Key Dates

Keywords

Frontier Communications, FYBR, Verizon Communications, Merger, Acquisition, SEC Form 4, Beneficial Ownership, Stock Conversion, Restricted Stock Units, Performance Stock Units, Cash Payout, Telecommunications