Form 4: Verizon Executive Acquires Phantom Stock Units

Sampath Sowmyanarayan, Verizon's EVP and Group CEO-VZ Consumer, reported the acquisition of phantom stock units as part of a deferred compensation plan.

Summary

• Sampath Sowmyanarayan, Executive Vice President and Group CEO-VZ Consumer for Verizon Communications Inc. (VZ), acquired phantom stock units.
• The transaction occurred on July 17, 2025.
• A total of 167.795 phantom stock units were acquired.
• The price of the derivative security was $11.69 per unit.
• Each phantom stock unit is the economic equivalent of a portion of one share of common stock and is settled in cash.
• The phantom stock units become payable upon events established by the reporting person in accordance with the deferred compensation plan.
• Following this transaction, Sampath Sowmyanarayan beneficially owns 128,357.301 phantom stock units.
• The ownership is indirect, held through a Deferred Compensation Plan, and includes units acquired through dividend reinvestment.

Sentiment

Score: 7

Explanation: The acquisition of phantom stock by a key executive, as part of a deferred compensation plan, generally indicates alignment of management interests with long-term shareholder value, which is a positive signal.

Positives

• The acquisition of phantom stock by a key executive aligns their financial interests with the long-term performance of Verizon Communications Inc., potentially motivating decisions that enhance shareholder value.
• Participation in a deferred compensation plan through phantom stock indicates a commitment by the executive to the company's future.

Future Outlook

The phantom stock units acquired by the executive are structured to become payable upon specific events established by the reporting person, in accordance with the terms of the deferred compensation plan.

Industry Context

This Form 4 filing details a routine insider transaction related to executive compensation, a common practice across large publicly traded companies in the telecommunications sector and broader industries. Phantom stock plans are a standard mechanism for aligning executive incentives with company performance without issuing actual shares immediately.

Comparison to Industry Standards

• Phantom stock plans are a widely adopted form of executive compensation in large, established companies like Verizon, similar to those used by peers such as AT&T or T-Mobile, as they provide long-term incentives and align executive interests with shareholder value without immediate dilution.
• The disclosure of such transactions via SEC Form 4 is a standard regulatory requirement for all U.S. public companies, ensuring transparency in insider holdings and compensation practices, consistent with global corporate governance benchmarks.

Related Party Transactions

• The acquisition of phantom stock by an executive from the company is a related party transaction, specifically an element of executive compensation.

Stakeholder Impact

• Shareholders: Potential positive impact due to increased alignment of executive incentives with long-term company performance and shareholder value.
• Employees, Customers, Suppliers, Creditors: No direct or immediate impact from this specific executive compensation transaction.

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

Keywords

Verizon, VZ, Sampath Sowmyanarayan, SEC Form 4, Insider Transaction, Phantom Stock, Executive Compensation, Deferred Compensation, Stock Acquisition