Form 4: Verizon Exec Acquires Phantom Stock in Compensation Plan

Verizon's EVP and Group CEO-VZ Consumer, Sampath Sowmyanarayan, acquired 158.571 phantom stock units through a deferred compensation plan.

Summary

• Sampath Sowmyanarayan, Executive Vice President and Group CEO-VZ Consumer at Verizon Communications Inc. (VZ), acquired 158.571 phantom stock units.
• The transaction date for this acquisition was September 25, 2025.
• These phantom stock units are the economic equivalent of a portion of one share of common stock and are settled in cash.
• The units were acquired indirectly through a deferred compensation plan and include units obtained via dividend reinvestment.
• Following this transaction, Sampath Sowmyanarayan beneficially owns a total of 131,155.571 phantom stock units.

Sentiment

Score: 6

Explanation: This is a routine executive compensation transaction. It is slightly positive as it aligns executive interests with the company's long-term performance, but it does not indicate significant new financial or operational developments.

Positives

• The acquisition of phantom stock aligns executive interests with the company's long-term performance, as these units are tied to the value of common stock.
• Participation in a deferred compensation plan demonstrates a commitment from the executive to the company's future.

Future Outlook

The phantom stock units become payable upon events established by the reporting person in accordance with the deferred compensation plan, indicating a future cash settlement based on these units.

Management Comments

• The phantom stock units are payable upon events established by the reporting person in accordance with the deferred compensation plan.

Industry Context

Executive compensation, particularly through equity-linked instruments like phantom stock, is a common practice in large corporations within the telecommunications sector. This strategy aims to incentivize long-term performance and align management interests with shareholder value, reflecting standard corporate governance practices.

Comparison to Industry Standards

• Many large telecommunications companies and S&P 500 firms, such as AT&T (T) and T-Mobile (TMUS), utilize deferred compensation plans and phantom stock or restricted stock units as part of their executive compensation packages. This practice is standard for attracting and retaining top talent and aligning executive incentives with company performance.

Related Party Transactions

• The acquisition of phantom stock units by an executive through a company-sponsored deferred compensation plan is a common related-party transaction, structured as part of the executive's overall compensation.

Stakeholder Impact

• Shareholders may view this transaction as a positive indicator of management's continued alignment with the company's long-term performance and value creation.

Next Steps

• The phantom stock units will become payable upon events established by the reporting person in accordance with the deferred compensation plan.

Key Dates

Recommendation

This Form 4 reports a routine executive compensation transaction involving the acquisition of phantom stock. It does not provide new financial performance data or strategic shifts that would warrant a change in investment recommendation. The acquisition of phantom stock aligns executive interests with long-term company performance, which is generally a neutral to slightly positive signal, but not enough to change a fundamental investment thesis. Therefore, a 'hold' recommendation is appropriate based solely on this filing.

Keywords

Verizon, VZ, Sampath Sowmyanarayan, phantom stock, executive compensation, deferred compensation, insider transaction, Form 4