Form 4: Verizon Executive Joseph Russo Acquires Phantom Stock Units

Verizon Communications Inc. EVP Joseph J. Russo acquired 89.828 phantom stock units through a deferred compensation plan, increasing his beneficial ownership to over 66,000 units.

Summary

• Joseph J. Russo, Executive Vice President and President of Global Networks & Technology at Verizon Communications Inc. (VZ), acquired 89.828 units of phantom stock.
• The transaction occurred on July 31, 2025, and was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities, intended to satisfy Rule 10b5-1(c).
• The phantom stock units were acquired at a price of $12.2 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 units become payable upon events established by Mr. Russo in accordance with the deferred compensation plan.
• Following this acquisition, Mr. Russo beneficially owns a total of 66,091.065 phantom stock units, which includes units acquired through dividend reinvestment.
• The ownership of these units is indirect, held through a deferred compensation plan.

Sentiment

Score: 6

Explanation: The sentiment is slightly positive. The acquisition of phantom stock by a key executive indicates continued commitment and alignment of interests with the company. However, it is a routine compensation event rather than a significant market-moving transaction.

Positives

• The acquisition of phantom stock units by a key executive like Joseph J. Russo indicates continued alignment of management's interests with the company's long-term performance.
• The transaction being part of a deferred compensation plan suggests a structured and long-term approach to executive incentives and retention.

Future Outlook

The filing does not contain specific forward-looking statements or guidance regarding the company's future performance or strategic direction. It notes that the phantom stock units become payable upon events established by the reporting person in accordance with the deferred compensation plan.

Industry Context

This filing details a routine executive compensation transaction for a senior leader at Verizon, a major player in the global telecommunications industry. Such transactions, particularly involving phantom stock or similar equity-linked instruments, are common mechanisms for aligning executive incentives with long-term company performance within the sector.

Comparison to Industry Standards

• Executive compensation structures involving phantom stock or other performance-based equity awards are standard practice across large publicly traded companies, including those in the telecommunications sector such as AT&T, T-Mobile, and Comcast.
• The use of deferred compensation plans for executives is a common strategy to retain key talent and align long-term interests, consistent with practices observed at peer companies globally.

Related Party Transactions

• The acquisition of phantom stock units by Joseph J. Russo, an Executive Vice President of Verizon, constitutes a related party transaction as it involves a company executive and is part of his compensation structure through a deferred compensation plan.

Stakeholder Impact

• Shareholders: The transaction aligns executive incentives with shareholder interests, as the value of phantom stock is tied to the company's performance, potentially encouraging long-term value creation.
• Management: The transaction is part of the compensation structure for a key executive, reinforcing their long-term commitment and financial stake in the company's success.

Next Steps

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

Key Dates

Keywords

Verizon, VZ, Joseph Russo, Phantom Stock, Deferred Compensation, Executive Compensation, Insider Transaction, SEC Form 4, Telecommunications