Form 424B2 - Prospectus [Rule 424(b)(2)]

Filed under Rule 424(b)(2), File No. 333-267245

Pricing Supplement No. 168 - Dated Monday, September 30, 2024 (To: Prospectus dated September 2, 2022 and Prospectus Supplement dated September 2, 2022)

CUSIP

Number

Principal

Amount

Selling
Price

Gross

Concession

Net

Proceeds

Coupon

Type

Coupon

Rate

Coupon

Frequency

Maturity

Date

1st Coupon

Date

1st Coupon

Amount

Survivor’s

Option

Product

Ranking

92346MNZ0

$1,929,000.00

100.00%

1.250%

$1,904,887.50

Fixed

4.050%

Semi-Annual

10/15/2029

4/15/2025

$21.60

Yes

Senior Unsecured Notes

Redemption Information: Callable at 100% on 10/15/2025 and any time thereafter with 10 calendar days notice.

92346MPA3

$2,481,000.00

100.00%

3.150%

$2,402,848.50

Fixed

5.050%

Semi-Annual

10/15/2054

4/15/2025

$26.93

Yes

Senior Unsecured Notes

Redemption Information: Callable at 100% on 10/15/2026 and any time thereafter with 10 calendar days notice.

Verizon Communications Inc.

Offering Date: Monday, September 23, 2024 through Monday, September 30, 2024

Verizon Communications Inc.

One Verizon Way

Trade Date: Monday, September 30, 2024 @ 12:00 PM ET

Verizon InterNotes ^®

Basking Ridge, New Jersey 07920-1097

Settle Date: Thursday, October 3, 2024

Prospectus dated September 2, 2022 and Prospectus

Minimum Denomination/Increments: $1,000.00/$1,000.00

Supplement dated September 2, 2022

Initial trades settle flat and clear SDFS: DTC Book Entry only

DTC Number 0235 via RBC Dain Rauscher Inc

Joint Lead Manager and Lead Agent: InspereX

Agents: BofA Securities, Citigroup, Morgan Stanley, RBC Capital Markets, Wells Fargo Advisors

It is expected that delivery of the Notes will be made on or about October 3, 2024, which will be the third business day following the date hereof (such settlement cycle being referred to as “T+3”). Under Rule 15c6-1 under the Exchange Act, trades in the secondary market are required to settle in one business day, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes prior to the delivery of the Notes will be required, by virtue of the fact that the Notes initially settle in T+3, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement. Purchasers of the Notes who wish to trade the Notes prior to their date of delivery should consult their own advisors.

Except for Notes sold to level-fee accounts, Notes offered to the public will be offered at the public offering price set forth in this Pricing Supplement. Agents purchasing Notes on an agency basis for non-level fee client accounts shall purchase Notes at the public offering price. Notes purchased by the Agents for their own account may be purchased at the public offering price less the applicable concession. Notes purchased by the Agents on behalf of level-fee accounts may be sold to such accounts at the applicable concession to the public offering price, in which case, such Agents will not retain any portion of the sales price as compensation.

If the maturity date or an interest payment date for any note is not a business day (as defined in the prospectus supplement), principal, premium, if any, and interest for that note is paid on the next business day, and no interest will accrue from, and after, the maturity date or interest payment date.

The Verizon InterNotes^® will be represented by a Master Note in fully registered form, without coupons. The Master Note will be deposited with, or on behalf of, DTC and registered in the name of a nominee of DTC, as depository, or another depository as may be named in a subsequent pricing supplement.

Exhibit 107

Calculation of Filing Fee Table

FORM

S-3

(Form Type)

VERIZON COMMUNICATIONS INC.

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered and Carry Forward Securities

Security
Type

Security
Class Title

Fee
Calculation
or Carry
Forward
Rule

Amount
Registered

Proposed
Maximum
Offering
Price Per
Unit

Maximum
Aggregate
Offering Price

Fee Rate

Amount of
Registration
Fee

Carry
Forward
Form
Type

Carry
Forward
File
Number

Carry
Forward
Initial
effective
date

Filing Fee
Previously
Paid In
Connection
with
Unsold
Securities
to be
Carried

Forward

Newly Registered Securities

Fees to Be

Paid

Debt

Senior

Unsecured

Notes

457(r)

$1,929,000

100.00%

$1,929,000

147.60 per $1 million

$284.72

Fees to Be

Paid

Debt

Senior

Unsecured

Notes

457(r)

$2,481,000

100.00%

$2,481,000

147.60 per $1 million

$366.20

Fees

Previously Paid

Carry Forward Securities

Carry Forward

Securities

Total Offering Amounts

$4,410,000

$650.92

Total Fees Previously Paid

$0.00

Total Fee Offsets

$0.00

Net Fee Due

$650.92

1	The prospectus supplement to which this exhibit is attached is a final prospectus for the related offering. The maximum amount of that offering is $4,410,000.

2	The prospectus supplement to which this exhibit is attached is a final prospectus for the related offering. The maximum amount of that offering is $4,410,000.

Submission	Sep. 30, 2024
Submission [Line Items]
Central Index Key	0000732712
Registrant Name	VERIZON COMMUNICATIONS INC.
Registration File Number	333-267245
Form Type	S-3
Submission Type	424B2
Fee Exhibit Type	EX-FILING FEES

Offerings

Sep. 30, 2024

USD ($)

Offering:

false

true

Debt

Senior Unsecured Notes

Amount Registered

1,929,000

Proposed Maximum Offering Price per Unit

Maximum Aggregate Offering Price

$ 1,929,000

Fee Rate

0.01476%

Amount of Registration Fee

$ 284.72

Offering Note

1	The prospectus supplement to which this exhibit is attached is a final prospectus for the related offering. The maximum amount of that offering is $4,410,000.

Offering:

false

true

Debt

Senior Unsecured Notes

Amount Registered

2,481,000

Proposed Maximum Offering Price per Unit

Maximum Aggregate Offering Price

$ 2,481,000

Fee Rate

0.01476%

Amount of Registration Fee

$ 366.2

Offering Note

2	The prospectus supplement to which this exhibit is attached is a final prospectus for the related offering. The maximum amount of that offering is $4,410,000.