Form 4: Verizon Executive Acquires Phantom Stock Units Under Deferred Compensation Plan

Verizon Communications Inc. EVP Vandana Venkatesh acquired 108.573 phantom stock units, equivalent to a portion of common stock, through a deferred compensation plan.

Summary

• Vandana Venkatesh, EVP-Public Policy & Chief Legal Officer at Verizon Communications Inc. (VZ), acquired 108.573 phantom stock units on July 17, 2025.
• Each phantom stock unit is the economic equivalent of a portion of one share of common stock, with 108.573 phantom units being equivalent to 31 shares of common stock.
• The phantom stock units are settled in cash and become payable upon events established by the reporting person in accordance with the deferred compensation plan.
• The price of the derivative security (phantom stock) was $11.69 per unit.
• Following this transaction, Vandana Venkatesh beneficially owns a total of 45,290.442 phantom stock units indirectly through a deferred compensation plan, which includes units acquired through dividend reinvestment.
• The transaction was executed pursuant to a Rule 10b5-1(c) plan.

Sentiment

Score: 6

Explanation: Neutral to slightly positive. A routine insider transaction indicating executive compensation and alignment, but not a direct indicator of company performance or strategic shift.

Positives

• Acquisition of phantom stock units by a key executive aligns their interests with shareholders, as the value is tied to the company's common stock performance.
• The transaction was conducted under a Rule 10b5-1(c) plan, indicating a pre-planned and transparent acquisition strategy.

Future Outlook

The phantom stock units acquired are payable upon events established by the reporting person in accordance with the deferred compensation plan, indicating future cash settlement.

Industry Context

This filing reflects standard executive compensation practices within large telecommunications companies, often involving deferred compensation plans and equity-linked incentives to align executive interests with long-term company performance.

Comparison to Industry Standards

• Deferred compensation plans involving phantom stock are common in large, established companies like Verizon, similar to practices at AT&T, T-Mobile, and Comcast, which use various forms of equity-based compensation to retain and incentivize executives.
• The use of Rule 10b5-1 plans for executive stock transactions is a standard corporate governance practice across industries, including technology and telecommunications, ensuring transparency and mitigating insider trading concerns.

Corporate Governance

Stakeholder Impact

• Shareholders: The acquisition of phantom stock by an executive aligns their interests with shareholder value creation, as the value of phantom stock is tied to the company's common stock performance.
• Employees: Reflects standard executive compensation practices, which can influence overall compensation philosophy within the company.

Next Steps

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

Key Dates

Recommendation

Keywords

Verizon, VZ, SEC Form 4, Insider Transaction, Phantom Stock, Deferred Compensation, Executive Compensation, Vandana Venkatesh, Equity Compensation