FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Russo Joseph J.
2. Date of Event Requiring Statement (MM/DD/YYYY)
3/2/2023 

3. Issuer Name and Ticker or Trading Symbol

VERIZON COMMUNICATIONS INC [VZ]
(Last)        (First)        (Middle)

VERIZON COMMUNICATIONS INC., 1095 AVENUE OF THE AMERICAS
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          _____ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
EVP&Pres-Global Networks&Tech /
(Street)

NEW YORK, NY 10036      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

6. Individual or Joint/Group Filing(Check Applicable Line)

_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 15896 D  
Common Stock 4864 I By 401(k) 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock (unitized)  (1) (1)Common Stock 9460  (1)I By Deferred Compensation Plan 
Special Restricted Stock Units - 2020 Award  (2) (2)Common Stock 5625  (2)D  
Performance Stock Units - 2021 Award  (3) (3)Common Stock 4325  (3)D  
Restricted Stock Units - 2021 Award  (4) (4)Common Stock 1923  (4)D  
Special Restricted Stock Units - 2021 Award  (5) (5)Common Stock 14556  (5)D  
Performance Stock Units - 2022 Award  (6) (6)Common Stock 7430  (6)D  
Restricted Stock Units - 2022 Award  (7) (7)Common Stock 6605  (7)D  
Restricted Stock Units - 2023 Award  (8) (8)Common Stock 46671  (8)D  

Explanation of Responses:
(1) Each share of phantom stock is the economic equivalent of a portion of one share of common stock and is settled in cash. The shares of phantom stock become payable upon events established by the reporting person in accordance with the deferred compensation plan. The number of shares is based upon 33,149.165 units held as of March 2, 2023.
(2) Each Special Restricted Stock Unit (RSU) represents the right to receive one share of common stock, plus accrued dividends, on the payment date with respect to the date that the RSU vests. Subject to the terms of the RSU Agreement, the RSUs will vest on December 1, 2023.
(3) Each Performance Stock Unit (PSU) represents the right to receive one share of common stock, plus accrued dividends, on the payment date with respect to the date that the PSU vests. The PSUs will vest on December 31, 2023, subject to the terms of the PSU Agreement, which also provides for an additional number of units to vest if certain performance conditions unrelated to the price of the issuer's stock are achieved.
(4) Each RSU represents the right to receive one share of common stock, plus accrued dividends, on the payment date with respect to the date that the RSU vests. Subject to the terms of the RSU Agreement, the RSUs will vest on March 1, 2024.
(5) Each Special RSU represents the right to receive an amount payable in cash equal to the economic equivalent of one share of common stock, plus accrued dividends, on the applicable vesting date. Subject to the terms of the RSU Agreement, the RSUs will vest on October 29, 2023.
(6) Each PSU represents the right to receive one share of common stock, plus accrued dividends, on the payment date with respect to the date that the PSU vests. The PSUs will vest on December 31, 2024, subject to the terms of the PSU Agreement, which also provides for an additional number of units to vest if certain performance conditions unrelated to the price of the issuer's stock are achieved.
(7) Each RSU represents the right to receive one share of common stock, plus accrued dividends, on the payment date with respect to the date that the RSU vests. Subject to the terms of the RSU Agreement, the RSUs will vest in two equal installments on March 1, 2024 and March 1, 2025, respectively.
(8) Each RSU represents the right to receive one share of common stock, plus accrued dividends, on the payment date with respect to the date that the RSU vests. Subject to the terms of the RSU Agreement, the RSUs will vest in three equal annual installments beginning on March 1, 2024.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Russo Joseph J.
VERIZON COMMUNICATIONS INC.
1095 AVENUE OF THE AMERICAS
NEW YORK, NY 10036


EVP&Pres-Global Networks&Tech

Signatures
Brandon N. Egren, Attorney-in-fact for Joseph J. Russo3/10/2023
**Signature of Reporting PersonDate


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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