Interprétation IA fondée sur des extraits vérifiés. Les déclarations de l’entreprise et les limites de couverture restent explicites.
Preuves
Our wireless services are provided across one of the most extensive wireless networks in the United States (U.S.) under the Verizon family of brands and through wholesale and other arrangements.
Business / Verizon Consumer Group / wireless network footprint · Dépôt 17/02/2026
As of December 31, 2025, Consumer had approximately 116 million wireless retail connections (including FWA), of which 83% were postpaid connections.
Business / Consumer / year-end wireless connections · Dépôt 17/02/2026
Capital Expenditures and Investments Our strategy requires significant capital investments primarily to acquire wireless spectrum, put the spectrum into service, provide additional capacity for growth in our networks, invest in fiber, evolve and maintain our networks and develop and maintain significant advanced information technology systems and data system capabilities.
Capital Expenditures and Investments / spectrum and network investment requirements · Dépôt 17/02/2026
During the year ended December 31, 2025, these investments included $17.0 billion for capital expenditures.
Capital Expenditures and Investments / 2025 spending · Dépôt 17/02/2026
We have a portfolio of spectrum holdings, including C-Band and millimeter wave spectrum, and are constantly transforming our networks by leveraging innovation and new technologies to deliver improved network performance and efficiency.
Global Networks and Technology / spectrum holdings · Dépôt 17/02/2026
Wholesale Wholesale offers wireline communications services including data, voice, local dial tone and broadband services primarily to local, long distance, and wireless carriers that use our facilities to provide services to their customers.
Business / Wholesale / customers' use of Verizon facilities · Dépôt 17/02/2026
Verizon 2026 Proxy Statement A-1 Table of Contents Proxy summary Governance Executive compensation Audit matters Stock ownership Shareholder proposals Additional information Free cash flow reconciliation for Long-Term Incentive Plan (dollars in billions) Years ended December 31, 2023 2024 2025 Net cash provided by operating activities $ 37.5 $ 36.9 $ 37.1 Capital expenditures (including capitalized software) (18.8) (17.1) (17.0) Free cash flow* $ 18.7 $ 19.8 $ 20.1 Proceeds from monetization of tower assets — (2.0) — Severance payments related to Voluntary Separation Program — 0.6 0.6 Tax Reform impact — — (2.2) Adjusted free cash flow for Long-Term Incentive Plan* $ 18.7 $ 18.4 $ 18.6 Cumulative adjusted free cash flow for Long-Term Incentive Plan $ 55.7 * May not add due to rounding.
Appendix A / historical cash flow and capital expenditure reconciliation · Dépôt 06/04/2026
The rapid development of new technologies, services and products has eliminated many of the distinctions among wireless, cable, internet and traditional telephone services and brought new competitors to our markets.
Competition and Related Trends / technological convergence · Dépôt 17/02/2026
Competition remains intense as a result of various factors, including aggressive pricing, increased levels of promotions and service plan discounts, price locks and guarantees, and offerings that include additional bundled premium content or other perks, in some cases specifically targeting Verizon customers.
Competition and Related Trends / pricing, promotions and guarantees · Dépôt 17/02/2026
Wholesale revenues decreased during 2025 compared to 2024 primarily due to a decrease of $260 million related to declines in traditional data and voice communication services and network connectivity as a result of technology substitution.
Wholesale / 2025 technology-substitution revenue decline · Dépôt 17/02/2026
Mobility and broadband service revenue decreased during both the three and six months ended June 30, 2026 compared to the similar periods in 2025 primarily as a result of: 49 Table of Contents •a decrease of $75 million and $155 million, respectively, in postpaid service revenue primarily due to a shift toward lower-tier plans among new customers and the amortization of wireless equipment sales promotions.
Business operating revenues / postpaid service declines and lower-tier plans · Dépôt 31/07/2026
These decreases were partially offset by FWA subscriber growth and strategic pricing adjustments for existing customers; and •an increase of $60 million and $105 million, respectively, in fiber broadband revenue primarily due to the inclusion of Frontier results.
Business operating revenues / FWA growth, existing-customer pricing and acquired fiber revenue · Dépôt 31/07/2026
Business Markets and Other revenue increased during 2025 compared to 2024 primarily due to an increase of $392 million in Wireless service revenue driven by pricing actions and an increase in our FWA subscriber base, partially offset by the amortization of wireless equipment sales promotions.
Business Markets and Other / 2025 pricing and subscriber revenue drivers · Dépôt 17/02/2026
Business Markets and Other revenue increased during 2024 compared to 2023 primarily as a result of: •an increase of $486 million in Wireless service revenue primarily due to pricing actions and an increase in our FWA subscriber base; and •a decrease of $89 million in connection with the shutdown of our BlueJeans business offering in 2023 and a decline in traditional voice communication revenues.
Business Markets and Other / 2024 pricing and subscriber revenue drivers · Dépôt 17/02/2026
These incumbent operations are subject to various levels of state oversight, pricing rules, and requirements to offer service.
State regulation / incumbent pricing rules and service obligations · Dépôt 17/02/2026
Acquisitions of Wireless Licenses During the six months ended June 30, 2026, we completed the acquisition of select spectrum licenses of United States Cellular Corporation (currently known as Array Digital Infrastructure, Inc.) and certain of its subsidiaries (collectively, UScellular) for total cash consideration of $1.0 billion.
Investing activities / completed spectrum acquisition · Dépôt 31/07/2026
The aggregate cash consideration paid by Verizon at the closing of the transaction was approximately $9.4 billion, net of cash acquired.
Investing activities / Frontier closing consideration · Dépôt 31/07/2026
and Subsidiaries Three Months Ended Six Months Ended June 30, June 30, (dollars in millions, except per share amounts) (unaudited) 2026 2025 2026 2025 Operating Revenues Service revenues and other $ 29,229 $ 28,249 $ 57,988 $ 56,336 Wireless equipment revenues 5,024 6,255 10,705 11,653 Total Operating Revenues 34,253 34,504 68,693 67,989 Operating Expenses Cost of services (exclusive of items shown below) 7,225 6,878 14,392 13,828 Cost of wireless equipment 5,859 7,007 12,365 13,113 Selling, general and administrative expense 8,982 7,812 16,615 15,686 Depreciation and amortization expense 5,008 4,635 9,900 9,212 Total Operating Expenses 27,074 26,332 53,272 51,839 Operating Income 7,179 8,172 15,421 16,150 Equity in earnings (losses) of unconsolidated businesses 44 (3) 49 3 Other income, net 36 79 513 200 Interest expense (1,985) (1,639) (3,925) (3,271) Income Before Provision For Income Taxes 5,274 6,609 12,058 13,082 Provision for income taxes (1,325) (1,488) (2,963) (2,978) Net Income $ 3,949 $ 5,121 $ 9,095 $ 10,104 Net income attributable to noncontrolling interests $ 114 $ 118 $ 215 $ 222 Net income attributable to Verizon 3,835 5,003 8,880 9,882 Net Income $ 3,949 $ 5,121 $ 9,095 $ 10,104 Basic Earnings Per Common Share Net income attributable to Verizon $ 0.92 $ 1.18 $ 2.12 $ 2.34 Weighted-average shares outstanding (in millions) 4,168 4,224 4,186 4,223 Diluted Earnings Per Common Share Net income attributable to Verizon $ 0.92 $ 1.18 $ 2.12 $ 2.34 Weighted-average shares outstanding (in millions) 4,171 4,228 4,190 4,227 See Notes to Condensed Consolidated Financial Statements 4 Table of Contents Condensed Consolidated Statements of Comprehensive Income Verizon Communications Inc.
Condensed consolidated income statements / first-half 2026 results · Dépôt 31/07/2026
34 Table of Contents A reconciliation of the total reportable segments' operating income to consolidated income before provision for income taxes is as follows: Three Months Ended Six Months Ended June 30, June 30, (dollars in millions) 2026 2025 2026 2025 Total reportable segments operating income(1) $ 9,023 $ 8,367 $ 17,693 $ 16,537 Corporate and other(1) (280) (187) (433) (371) Other components of net periodic benefit charges (Note 8) (28) (8) (42) (16) Severance charges (397) — (397) — Acquisition and integration related charges (135) — (396) — Asset rationalization (258) — (258) — Loss on disposition of business (746) — (746) — Total consolidated operating income 7,179 8,172 15,421 16,150 Equity in earnings (losses) of unconsolidated businesses 44 (3) 49 3 Other income, net 36 79 513 200 Interest expense (1,985) (1,639) (3,925) (3,271) Income Before Provision For Income Taxes $ 5,274 $ 6,609 $ 12,058 $ 13,082 (1) Historical segment results have been reclassified to conform to the current period presentation.
Segment reconciliation / operating performance and corporate charges · Dépôt 31/07/2026
and Subsidiaries Six Months Ended June 30, (dollars in millions) (unaudited) 2026 2025 Cash Flows from Operating Activities Net Income $ 9,095 $ 10,104 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization expense 9,900 9,212 Employee retirement benefits 35 331 Deferred income taxes 1,433 95 Provision for expected credit losses 1,043 1,135 Equity in (earnings) losses of unconsolidated businesses, net of dividends received (35) 29 Changes in current assets and liabilities, net of effects from acquisition/disposition of businesses (3,418) (3,318) Other, net 366 (831) Net cash provided by operating activities 18,419 16,757 Cash Flows from Investing Activities Capital expenditures (including capitalized software) (8,210) (7,953) Cash paid related to acquisitions of businesses, net of cash acquired (9,480) — Acquisitions of wireless licenses (1,155) (234) Other, net 345 997 Net cash used in investing activities (18,500) (7,190) Cash Flows from Financing Activities Proceeds from long-term borrowings 9,940 1,676 Proceeds from asset-backed long-term borrowings 12,028 4,962 Repayments of long-term borrowings and finance lease obligations (14,426) (5,530) Repayments of asset-backed long-term borrowings (13,912) (4,512) Dividends paid (5,864) (5,712) Purchase of common stock for treasury (3,500) — Other, net (1,380) (1,155) Net cash used in financing activities (17,114) (10,271) Decrease in cash, cash equivalents and restricted cash (17,195) (704) Cash, cash equivalents and restricted cash, beginning of period 19,499 4,635 Cash, cash equivalents and restricted cash, end of period (Note 1) $ 2,304 $ 3,931 See Notes to Condensed Consolidated Financial Statements 7 Table of Contents Notes to Condensed Consolidated Financial Statements (Unaudited) Verizon Communications Inc.
Condensed consolidated cash flow statements / investment, financing and distributions · Dépôt 31/07/2026
In connection with this classification as held for sale, we recorded a pre-tax loss on disposition of business of $746 million to write down the disposal group to its fair value less costs to sell.
Acquisitions and divestitures / realized disposal-group write-down · Dépôt 31/07/2026
Performance Measure Weighting Target (All dollar amounts in billions) Results Wireless service revenue 30% $ 83.9 $ 83.7 Adjusted operating income 30% $ 32.2 $ 32.4 Cash flow from operations 30% $ 35.2 $ 35.0 Strategic and culture goals 10% - 100% 1 A reconciliation of non-GAAP measures to the most directly comparable GAAP measures may be found in Appendix A.
Executive compensation / 2025 targets and adjusted results · Dépôt 06/04/2026
2025 Short-Term Plan awards Based on its assessment of Verizon’s performance against the Verizon corporate measures and targets set forth above and the qualitative assessment of Verizon’s performance against the strategic and culture goals, the Committee approved a payout percentage for all of the employees participating in the Short-Term Plan of 100%.
Executive compensation / approved 2025 short-term payout · Dépôt 06/04/2026
PSUs are earned over a three-year performance cycle, with cliff vesting at the end of the three-year period.
Executive compensation / existing PSU performance cycle and vesting · Dépôt 06/04/2026
The three metrics remained equally weighted, with one-third based on Verizon’s cumulative free cash flow, one-third based on Verizon’s cumulative adjusted EPS and one-third based on Verizon’s cumulative wireless service revenue over the three-year performance period.
Executive compensation / 2025 PSU financial metrics · Dépôt 06/04/2026
The number of PSUs that will ultimately vest may be decreased by 25% if Verizon’s TSR position at the end of the three-year period compared with the companies in the S&P 100 as constituted on the date the awards were granted is in the bottom quartile of the peer group.
Executive compensation / relative shareholder-return downside modifier · Dépôt 06/04/2026
25 Robust stock ownership guidelines We have stock ownership guidelines for the CEO of 7x base salary; for other named executive officers of 4x base salary; and for Directors of 5x the cash component of the annual Board retainer.
Executive compensation / stock ownership guidelines · Dépôt 06/04/2026
In addition, the Company maintains an additional clawback policy in accordance with NYSE and Nasdaq listing rules that provides for the mandatory recovery of erroneously awarded “incentive-based compensation” from current and former executive officers in the event that Verizon is required to prepare an accounting restatement.
Executive compensation / mandatory compensation recovery policy · Dépôt 06/04/2026
Independent oversight • 9 of our 11 current Directors are independent • Independent Chair • Regular executive sessions of independent Directors Board effectiveness • Active Board refreshment plan, with six new Directors added since 2020 • Orientation program for new Directors and continuing education for all Directors • Limits on other public board service • Annual Board and committee assessments • Average tenure goal for independent Directors Accountability to shareholders • Annual election of all Directors by majority voting • Shareholder right to call special meetings • Proxy access right with market terms • No poison pill, and shareholder ratification required for any future poison pill • No dual-class shares or voting right restrictions • Robust stock ownership requirements for executive officers and Directors • Proactive year-round shareholder engagement program Item 2: Advisory vote to approve executive compensation The Board of Directors recommends that you vote FOR this proposal.
Governance highlights / existing independence and shareholder rights · Dépôt 06/04/2026
The Committee pre-approved all of Ernst & Young’s 2025 fees and services.
Audit matters / actual pre-approval of 2025 auditor services · Dépôt 06/04/2026
