Form 4: Verizon SVP Stillwell Acquires Phantom Stock

Verizon's SVP and Controller, Mary-Lee Stillwell, acquired 2,623.108 phantom stock units, equivalent to 748 common shares, through a deferred compensation plan.

Summary

• Mary-Lee Stillwell, SVP and Controller of Verizon Communications Inc., acquired 2,623.108 phantom stock units.
• The transaction occurred on February 26, 2026, and was filed on February 27, 2026.
• Each phantom stock unit is the economic equivalent of a portion of one share of common stock and is settled in cash.
• The acquired phantom stock units are equivalent to 748 shares of Verizon common stock.
• The price of the derivative security (phantom stock unit) was $13.95.
• Following this transaction, Ms. Stillwell beneficially owns 16,052.787 phantom stock units indirectly through a deferred compensation plan.
• This total includes phantom stock acquired through dividend reinvestment.
• The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a slightly positive indicator, reflecting continued executive participation in the company's long-term incentive plans and alignment with shareholder interests, albeit through a cash-settled derivative.

Positives

• An executive's acquisition of phantom stock, even if part of a compensation plan, can signal continued alignment of management interests with shareholder value.
• The transaction was executed under a Rule 10b5-1 plan, indicating a pre-scheduled, non-discretionary acquisition.

Negatives

• The phantom stock units are cash-settled and represent a 'portion' of a common share, not direct equity ownership, which might offer less direct exposure to stock price appreciation compared to actual shares.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding Verizon's future outlook.

Industry Context

StockSavvy.ai notes that insider transactions, particularly acquisitions through compensation plans, are common across the telecommunications industry. These filings provide transparency into executive compensation structures and alignment with company performance, though they rarely indicate significant shifts in strategic direction or financial health.

Comparison to Industry Standards

• This type of deferred compensation in the form of phantom stock is a common practice among large publicly traded companies, including peers in the telecommunications sector like AT&T (T) and T-Mobile (TMUS).
• It allows executives to defer income and align their interests with long-term company performance without directly holding common stock, often for tax planning purposes. The specific valuation and conversion rates are company-specific but the mechanism is standard.

Stakeholder Impact

• Shareholders: Minor positive impact due to executive alignment with company performance through compensation.
• Employees: No direct impact on general employees.
• Management: Continued participation in long-term incentive plans.

Next Steps

• The filing indicates that the phantom stock units become payable upon events established by the reporting person in accordance with the deferred compensation plan, but no specific future actions or milestones are detailed.

Key Dates

Recommendation

This Form 4 filing details a routine executive compensation transaction involving phantom stock and does not provide sufficient new information to alter an existing investment thesis for Verizon. It primarily confirms ongoing executive incentive alignment rather than signaling a significant change in company fundamentals or strategic direction.

Keywords

Verizon, VZ, Insider Transaction, Form 4, Phantom Stock, Deferred Compensation, Mary-Lee Stillwell, Executive Compensation, Rule 10b5-1