8-KLeadership Changes

VERIZON COMMUNICATIONS INC 8-K Report, Executive Changes (Jul 24, 2026)

Filed July 24, 2026For Securities:VZ

Summary

Verizon Communications Inc. (VZ) announced an amendment to the employment agreement of its Chief Executive Officer, Daniel H. Schulman, extending his tenure and clarifying compensation details. This filing is significant for investors as it provides greater certainty regarding leadership continuity and executive compensation strategy through the end of 2028 and potentially beyond. The key amendments focus on extending Mr. Schulman's employment term to December 31, 2028, with provisions for annual extensions thereafter. Importantly, his base salary and target annual incentive for 2028 will be no less than that provided in 2027. Furthermore, a substantial long-term incentive award with a target value of at least $25 million is guaranteed for 2028, with specific vesting conditions tied to succession events, offering considerable financial commitment to the CEO's continued leadership.

Key Highlights

  • 1CEO Daniel H. Schulman's employment term extended to December 31, 2028.
  • 2Post-initial term employment subject to annual one-year extensions unless 90-day notice is given.
  • 3Guaranteed base salary and target annual incentive for 2028 at 2027 levels or higher.
  • 4Awarded a long-term incentive (LTI) opportunity for 2028 with a minimum target value of $25 million.
  • 5The 2028 LTI award will be granted in early 2027, aligned with other senior executives.
  • 6Vesting of the 2028 LTI award will be satisfied upon termination due to a succession event after grant date.
  • 7Future compensation post-2028 to be determined annually by the Board.

Frequently Asked Questions

The amendment extends CEO Daniel H. Schulman's employment term to December 31, 2028, and establishes a framework for annual extensions thereafter, providing clarity and stability in Verizon's top leadership position through the end of 2028.

For calendar year 2028, Mr. Schulman is guaranteed a base salary and target annual incentive opportunity no less than what he received in 2027. Additionally, he will receive a long-term incentive award with a target value of at least $25 million, granted in early 2027.

Yes, the long-term incentive award for 2028 will be granted in the first three months of 2027, subject to the same terms as other senior executives. Importantly, the time-based vesting conditions will be considered satisfied if Mr. Schulman's employment terminates due to a succession event on or after the grant date.

Compensation for Mr. Schulman for any year following 2028 will be determined annually by the Board of Directors, aligning with compensation decisions for other 'band 1' executives at Verizon.