证券交易委员会

华盛顿特区 20549

豁免招标通知(自愿提交)

注册人姓名:Verizon Communications, Inc.

依赖豁免的人的姓名:BellTel 退休人员协会

依赖豁免的人的地址:纽约州冷泉港33号邮政信箱 11724

书面材料是根据1934年《证券交易法》颁布的 14a-6 (g) (1) 条提交的:

邮局协会 Box 33 ellTel Retirees Inc. ass em•tion al Yalbl 14•1.ra1i ,6C 冷泉港,纽约 11724 United,保护我们的未来 电话:(631) 367-3067 网站:www.belltelretirees.org 热线:1-800-261-9222 电子邮件:association@belltelretirees.org 2024 年 4 月亲爱的 VERIZON 股东:资深前任股东助理兼员工经理斯特夫·贝克 (631) 367-3067 董事会官员 Thomas M. Steed 董事会主席 (845) 457-9848 弗兰克·布鲁泽克首席财务官 (215) 280-0772 Una Kelly 财务主管 (516) 729-5787 蒂莫西 麦克马纳斯助理财务主管 (914) 523-5523 唐·考夫曼秘书 (717) 398-2423 董事托马斯·巴特勒 (646) 213-1802 劳拉·惠特洛克 (720) 988-9690 名誉董事会成员罗伯特·雷姆董事会名誉成员威廉·琼斯名誉成员艾琳·劳伦斯董事会 名誉成员帕梅拉·哈里森我们敦促你对即将于5月9日举行的年会 的Verizon代理卡上的第6项和第9项投赞成票,该年会将仅在线举行(参见代理第79页)。第9项:投票支持《威瑞森铅护套电缆危害报告》 去年夏天,《华尔街日报》发表了一系列文章,详细介绍了多年来,电信公司如何 “留下了覆盖有毒铅的庞大电缆网络,横跨美国、水下、土壤和头顶的电线杆上。” 随着领先优势的降低,“它最终会流向美国人生活、工作和娱乐的地方。”《华尔街日报》解释说,旧的 AT&T在20世纪60年代之前一直使用铅来护套电缆,当时该行业开始使用塑料护套,然后使用光纤电缆。 但是,铅护套电缆仍在原处。这些披露引发了公众对使用这些电缆的员工 以及铅可能污染土壤和水的社区的健康和环境担忧。威瑞森最初的回应是 ”[w]e take the matter seriously," that lead-sheathed cables are "a small percentage" of its copper network, and that the likelihood of lead exposure was "low." Verizon said that it would investigate the sites named by the Journal and then "work with our industry and others to address concerns and issues." Verizon did report favorable results as to the sites mentioned in the Journal report. However, in January, the Journal reported that the Environmental Protection Agency had written to Verizon and AT&T after finding more than 100 soil and sediment samples with lead levels "above the regulator's safety guideline for children at some phone lead cable sites" in what the EPA termed a "high priority" probe. No further details have emerged. And that is where things stand today. Nine months after the story broke, Verizon has said virtually nothing, and information is scarce on the ground. This issue is too important to slip from public view. When a public health issue emerges, it is best handled swiftly, particularly when dealing with the hazards of lead exposure, be it from gasoline, paint, a city's water supply — and now, telephone cables. What we need from Verizon is information. Our proposal seeks an independent study and report on whether Verizon has assessed all potential sources of liability related to lead- sheathed cables, including a comprehensive mapping of the locations impacted, and conclusions on the potential cost of remediation, along with the most responsible and cost- effective way to prioritize site remediations. 372.0 Item 6: Vote FOR Amending the Senior Executive Compensation Clawback Policy Years ago, Verizon's Board adopted a policy that authorized the company to "cancel certain incentive payments received by an executive who has engaged in financial misconduct" (2016 Proxy, page 46). Verizon later revised the policy to limit recoveries to executives who engage in "willful misconduct . . . that results in significant reputational or financial harm to Verizon." I introduced this current proposal because a Clawback Policy limited to "willful misconduct," and which does not require disclosure to shareholders, is too narrow and possibly toothless. And although incentive compensation may be clawed back due to "gross negligence," this is limited to financial harm so large it results in a "material restatement" of financial results. Verizon's record underscores the need for a stronger policy. For example, in 2020 the Federal Communications Commission proposed a $48.3 million fine against Verizon for selling customer location data without consent. The case is pending. In 2015 Verizon paid $90 million to settle a FCC investigation alleging "cramming," which is the unauthorized placement of third-party charges on mobile phone bills. We are concerned that a "willful misconduct" standard is too vague and will not enable the Board to address situations where a senior executive turns a blind eye or fails to exercise oversight responsibilities that result in significant damage to the Company. Clawbacks at McDonald's, CBS, UnitedHealth Group and Wells Fargo offer prime examples of why a stronger policy is needed. At Wells Fargo, the bank agreed to pay $185 million to resolve claims of fraudulent sales practices that went on for years until press reports and Congressional hearings led the bank's board to claw back $136 million in compensation from two top executives. When our chairman first introduced this proposal, A New York Times business section column agreed that "Verizon's policy should also cover wrongdoing that arose because of negligence or a supervisory failure." (Want Change? Shareholders Have a Tool for That, by Gretchen Morgenson, March 24, 2017). Harry Truman's motto was "the buck stops here." Accountability influences behavior. A strong Clawback Policy will deter senior executives from taking undue risks to boost short-term profitability. We also urge you to use your "say on pay" to vote AGAINST Item 2: "Advisory Vote to Approve Executive Compensation." Please Vote Your Proxy Card FOR Item 6 and FOR Item 9. Sincerely yours, Thomas Steed Chairman