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ý | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) | |||||
OF THE SECURITIES EXCHANGE ACT OF 1934 | ||||||
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) | ||||||
OF THE SECURITIES EXCHANGE ACT OF 1934 | ||||||
For the transition period from to |
Delaware | 23-2259884 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
| 10036 | |
(Address of principal executive offices) | (Zip Code) |
Title of each class | Name of each exchange on which registered | |
Common Stock, $.10 par value | New York Stock Exchange The NASDAQ Global Select Market |
None
Large accelerated filer | ☒ | Accelerated filer | ☐ | ||
Non-accelerated filer | ☐ | ☐ | |||
Emerging growth company | ☐ |
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Item 1. Business |
Wireless | Wireless’ communications products and services include wireless voice and data services and equipment sales, which are provided to consumer, business and government customers across the United |
Wireline | Wireline’s |
The following portions
“Overview” on pages 10 through 13;Shareholders under the headings "Management’s Discussion and
“ Analysis of Financial Condition and Results of Operations - Overview and - Segment Results of Operations” on pages 19 through 24Operations" and in Note 13 to the consolidated financial statements on pages 71 through 73.
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basis and customers that utilize Internet of Things (IoT) services via our network. end-users. Equipment cable competitors. segment. international operations. customer. We believe the growth in video consumption using mobile devices provides us with an opportunity for revenue growth. Through various acquisitions and investments, we are expanding the ways in which we can deliver content to our customers. We We also offer end-to-end solutions to automotive OEMs in support of connected vehicle programs that provide value to consumers. business data services may be appropriate. investors as soon as reasonably practicable after such reports are electronically filed with the Securities and Exchange Commission (SEC). We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.United States (U.S.).U.S. Verizon Wireless is the largest wireless service provider in the U.S. as measured by retail connections and revenue. At December 31, 2015,2018, Verizon Wireless had 112.1118.0 million retail connections and 20152018 revenues of approximately $91.7 billion, representing approximately 70% of Verizon’s aggregate revenues.Verizon Wireless was formeda joint venture"Verizon Wireless" in April 2000 by the combination of the U.S. wireless operations and interests of Verizon andwith both Vodafone Group Plc (Vodafone). On September 2, 2013, Verizon entered and Bell Atlantic as partners, following Vodafone’s contribution of its U.S. wireless assets into a stock purchase agreement with Vodafone and Vodafone 4 Limited, pursuant to which Verizon agreed to acquireCellco. We acquired all of Vodafone’s indirect 45% interest in Verizon Wireless for aggregate consideration of approximately $130 billion (the Wireless Transaction). We completed the Wireless Transaction on February 21,in 2014, and, as a result, we acquired 100%which resulted in full ownership of Verizon Wireless. The consideration paid was primarily comprised of cash and Verizon common stock.We have the largest fourth-generation (4G) Long-Term Evolution (LTE) technology and third-generation (3G) Evolution - Data Optimized (EV-DO) networks of any U.S. wireless service provider. Our 4G LTE network is available to over 98% of the U.S. population in more than 500 markets covering approximately 312 million people, including those in areas served by our LTE in Rural America partners. Under this program, we are working with wireless carriers in rural areas to collaboratively build and operate a 4G LTE network using each carrier’s network assets and our core 4G LTE equipment and 700 MHz C Block and Advanced Wireless Services (AWS) spectrum.We are focusing our wireless capital spending on adding capacity and density to our 4G LTE network. In 2015, we announced our commitment to developing and deploying fifth-generation (5G) wireless technology. We are working with key partners to ensure the aggressive pace of innovation, standards development and appropriate requirements for this next generation of wireless technology.brand. In addition,brand, customers canthat obtain wireless products and services that operate on our network from resellers that purchase network access from us on a wholesale basis.andor prepaid basis. Retail (non-wholesale) postpaid accounts primarily represent retail customers with Verizon Wireless that are directly served and managed by Verizon Wireless and use its branded services. A single account may include monthly wireless services for a variety of connected devices. A retail postpaid retail connection represents an individual line of service for a wireless device for which a customer is generally billed one month in advance for a monthly access charge in return for a monthly network service allowance,access to and usage beyond the allowance is billed in arrears.of network services. Approximately 95%96% of our total retail connections received our wireless services on awere postpaid basisconnections as of December 31, 2015.2018. Our prepaid service enables individuals to obtain wireless services without credit verification by paying for all services in advance.customers.customers, offer, among other things, unlimited domestic voice, data and texting. Our unlimited plans allow customers to mix and match plans by line, with different benefits and inclusions beyond just traditional data access, voice and text. Our shared data plans typically feature domestic unlimited voice minutes, unlimited domestic voice, unlimited domestic and cloud storage and a single data allowance that can be shared among up to 10the wireless devices on a customer’s account. For anThis allowance will vary from time to time as part of promotional offers or in response to market circumstances. Customers on certain fixed-data plans may carry over unused data allowances to the next billing period, or stay online at a reduced data speed after using all of a data allowance for a billing period. Our unlimited and shared data plans include High Definition (HD) Voice and Video Calling on compatible devices, and certain plans offer additional monthly access fee, our customers have the option of sharing long distanceservices, such as Mobile Hotspot services and free roaming minutes among their devices for calls from the United States to, and calls while within,in Canada and Mexico. Shared data plans also includeMexico on compatible devices. Our HD Voice services, enabled by Voice over LTE (VoLTE), deliver calls over our fourth-generation (4G) Long-Term Evolution (LTE) network, and our Video Calling service combines an HD Voice call with real-time video. Our Mobile Hotspot service at no additional charge. This service enables a customer to activate a personal Wi-Fi hotspot via their smartphone that can provide Internet access to multiple Wi-Fi enabled devices. Our unlimited plans provide customers the ability to stream DVD or HD quality videos, based on the service plan. We also offer various voice and shared data plans for small and large businesses.Customers on ourbusiness customers.historically paid higher fees for their wireless service in exchange for the ability to purchase their wirelessnot yet purchased and activated devices at subsidized prices. Underunder the Verizon device payment program (formerly known as Verizon Edge),program.eligible wireless customers purchase phones or tablets at unsubsidized prices on an installment basis (a device installment plan). Customers that activate service on devices purchased under the device payment program or on a compatible device that they already own pay lower service fees (unsubsidized service pricing) as compared to those under our fixed-term service plans. Generally, customers entering into device installment agreements on or after June 1, 2015 are required to repay all amounts due under their device installment agreement before being eligible to upgrade their device. However, certain devices are subject to promotions thatprepaid plans also feature video and picture messaging, HD Voice and Video Calling. Our metered prepaid plans include Mobile Hotspot services and allow customers to upgradecontinue to a new deviceaccess our data services at reduced data speeds after paying down the minimum percentage of their device installment plan and trading in their device.In August 2015, we launched a simplified shared data plan, the Verizon Plan, that offers customers various sizes of data packages that can be shared among up to 10 devices on a customer’s account. New customers who wish to participate in this new plan can do so by purchasing a device from Verizon either under our device payment program or at full retail, or by using their own compatible device. In addition,monthly allowance for 4G LTE high speed data. None of our current customers have the option of either moving to the Verizon Plan, subject to certain restrictions,prepaid plans require an annual contract or keeping their existing plan.We offer our customers a wide variety ofcredit check.accessible on a broad range of our devices. Our messaging services enableallow our customers to sendaccess voice, text and receivedata services on many of our "World" smartphones, tablets or basic phones from various international destinations, dependent upon the customer's wireless plan. With TravelPass, customers are able to use their domestic talk, text picture and video messages. In addition, accessdata allowances while traveling in Mexico, Canada and other countries where TravelPass is available for a flat rate per day.of our smartphones and nearly all of our basic phones. We also offer service that enablesIn addition, our customers tocan access the Internet wirelessly at broadband speeds on notebook computers and tablets that are either have embedded 4G LTE or 3G EV-DO moduleswireless enabled or that are used in conjunction with separate devices that enable access to this service, such as USB modems, JetpacksTM and other dedicated devices that provide a mobile Wi-Fi connection.Our customers can access multimedia offerings, provided by Verizon and by third parties, consisting of applications providing music, video, gaming, news and other content. Our business-focused offerings, which are designed to increase productivity, include solutions that enable customers to access the Internet, their corporate intranets and e-mail across our diverse portfolio of wireless devices. Our location-based services provide our customers with directions to their destination and enable our business customers to locate, monitor and communicate with their mobile field workers. Our global data services allow our customers to access data services and the Internet on all of our smartphones and many of our tablets and basic phones from hundreds of international destinations. In addition, depending upon their wireless device’s operating system, our customers have access to more than one million applications and services offered by Google Inc. (Google) via Google Play, Apple Inc. (Apple) via iTunes, Microsoft Inc. (Microsoft) via its Windows Phone operating system and BlackBerry Limited (BlackBerry) via its BlackBerry App World webstore.Our customers can make and receive calls on their home phone handsets using our wireless network through our Home Phone Connect service or Verizon 4G LTE Broadband Router with Voice service. offer LTE Internet (Installed), a high-speed Internet service that provides customers with Internet connections in their homes using our 4G LTE network.In addition, we provide network access needed to deliver various IoT products and in some cases, enhanced value added services to support wireless connections for the Internet of Things (IoT). Our IoT services support devicesservices. We work with various companies that are used by a variety of vertical market segments, including health monitoring, education, manufacturing, utilities, distribution and consumer products. For example, companies purchase network access and, in some cases, enhanced services from us in order to connect with and monitor equipment, such as medical devices used to monitor patients, fleet management devices used to monitor company-operated vehicles and utility monitoring devices used for smart grid applications. Other companies purchase network access from us to supportconnect their Open Development certified devices, that are included in a servicebundled together with their own solutions, which they in turn, sell to end users. We also support telematics services for some of the largest automotive manufacturers. We expect that consumer use of IoT wireless connections, such as telematics, home monitoring, health monitoring, energy management and utilities management, will increase as consumers integrate these devices into their mobile lifestyle. (See “New Product Development and Strategic Initiatives.”)Devicesdevices,equipment, including smartphones and basic phones, tabletsa variety of smartphone and other handsets, wireless-enabled Internet access devices.Smartphones and Basic Phones. All of the smartphones we offer are enabled to utilize our 4G LTE and/or 3G EV-DO high-speed data services and run on various operating platforms,devices, such as Apple iOS, Google Android, Windows Phone OS, and BlackBerry OS. Most of the basic phones we offer are 3G EV-DO-enabled and have HTML-browsing capability.Tablets and Other Internet Devices. We offer tablets, from multiple manufacturers, all of which can access the Internet via our 4G LTE network or a Wi-Fi connection. The tablets run primarily on the Apple iOS, Google Android or Microsoft Windows operating systems. In addition, we offer dedicated devices, which we refer to as Jetpacks that provide a mobile Wi-Fi 4G LTE and/or 3G EV-DO connection and are capable of connecting multiple Wi-Fi enabled devices to the Internet at one time. Our customers can also access the Internet wirelessly at broadband speeds on their computers via data cards, USB modems or through the use of certain laptop computers and netbooks with embedded 4G LTE and 3G EV-DO Mobile Broadband modules. During 2015, we continuedother wireless enabled connected devices, such as smart watches and other wearables, and our Hum product.experience strong customer demand for tabletsmarket and distribute our products and services.percentagewireless communications needs of consumers and local, regional and national business customers. Company-operated stores are a core component of our distribution strategy. Our "Next Gen Design" retail stores focus on our customer's evolving digital lifestyle.connection base represented by connections to these devices continued to increase.We purchase a substantialand prepaid wireless products and services at retail locations throughout the U.S., as well as through the Internet. The majority of these agents sell both our postpaid and prepaid products and services and do so under exclusive selling arrangements with us. We also have relationships with high-profile national retailers, which sell our postpaid and prepaid wireless devicesproducts and accessoriesservices, and with various convenience store chains, which sell our prepaid products and services.Motorola Mobility, Samsung, LG Electronics, BlackBerryInc. and HTC.A key component of allothers are offering alternative means for making wireless devices is the chipset, which contains the “intelligence”voice calls that, in certain cases, can be used in lieu of the device. The LTE chipsets used in our 4G LTE-enabled devices are manufactured by various companies, each using its own 4G LTE chipset technology. To support CDMA-1XRTT and EV-DO technologies (with and without 4G LTE), mostwireless provider’s voice service, as well as alternative means of our wireless device suppliers currently rely on Qualcomm Incorporated for the manufacture and supply of chipsets. In addition, there are a number of other components common to wireless devices provided by various electronic component manufacturers that we do not deal with directly.NetworkWe have the largest 4G LTE and 3G EV-DO networks of any service provider in the United States, with licensed and operational coverage in all of the 100 most populous U.S. metropolitan areas. As of December 31, 2015, our 4G LTE network covered approximately 312 million people in the U.S., including those in areas served by our LTE in Rural America partners. We currently have 21 committed program participants that have the potential to provide 4G LTE coverage to approximately three million people and, to date, all participants have commenced 4G LTE operations on their networks.The reliability of our wireless network is a key factor for our continued success, and we strive to provide our customers with the highest network reliability for their wireless services. accessing video content.steadythe following are the most important competitive factors in our industry:consistentcoverage. We consider a wireless network that consistently provides high-quality and platform investments providereliable service to be a key differentiator in the foundation for innovative productsU.S. market and driver of customer satisfaction. Lower prices, improved service quality and new wireless service offerings, which in many cases include video content, have led to increased customer usage of wireless services, which, in turn, puts pressure on network capacity. In order to compete effectively, wireless service providers must keep pace with network capacity needs and offer highly reliable national coverage through their networks. We believe that will fuel profitable growth. Thethe depth and breadth of our network provides our fundamental strength and is the basis for our competitive advantage.We designadvantage in the wireless marketplace.deploy our networkequipment pricing play an important role in an efficient mannerthe wireless competitive landscape, with plans that address both the postpaid and prepaid customer. As the demand for wireless services continues to grow, we believe maximizes the number of successful data sessions, including video, and completions of large file downloads and uploads while delivering on our advertised throughput speeds and maximizes the number of calls that are connected on the first attempt and completed without being dropped. We plan to continue to upgrade our network, primarily to increase its capacity and density, by utilizing small cell technology, in-building solutions and distributed antennae systems in addition to deploying existing AWS spectrum. We are also exploring strategic opportunities to expand our national network coverage through selective acquisitions of wireless operations and spectrum licenses.Our network includes various elements of redundancy designed to enhance the reliability of our service. To mitigate the impact of power disruptions on our operations, we have battery backup at every switch and every cell site in our network. We also utilize backup generators at a majority of our cell sites and at every switch location. In addition, we have a fleet of portable backup generators that can be deployed to cell sites, if needed. We further enhance reliability by using a fully redundant Multiprotocol Label Switching backbone network in all critical locations.In addition to our own network coverage, we have roaming agreements with a number ofother wireless service providers to enable our customers to receive wirelessare offering service plans at competitive prices that include voice services, data access and text messaging, in nearly allsome cases on an unlimited basis. Many other areas in the United States where wireless service is available. We also offer a variety of international wireless voice and data services to our customers through roaming arrangements with wireless service providers outside of the United States. Certain of our roaming agreements can be terminated at-will by either party upon several months’ notice; however, we do not believe that the termination of any of these at-will agreements would have a material adverse effect on our business.TechnologyOur primary network technology platforms are 4G LTE and 3G Code Division Multiple Access (CDMA). 4G LTE provides higher data throughput performance for data services at a lower cost compared to that offered by 3G technologies.In 2014, we commercially launched our mobile Voice over Internet Protocol (VoIP) service known as Voice over LTE (VoLTE). Advanced Calling 1.0, a first generation suite of services enabled by VoLTE, is now being used, in addition to CDMA technology, to provide voice calling services to our customers.In 2015, we announced our commitment to developing and deploying 5G wireless technology. We launched the Verizon 5G Technology Forum with key industry partners to develop 5G requirements and standards and conduct testing to accelerate the introduction of 5G technologies. We believe that 5G technology will provide higher throughput than the current 4G LTE technology, lower latency and the ability to handle more network traffic as the number of Internet-connected devices grows. We plan to launch field technology trials in 2016.SpectrumThe spectrum licenses we hold can be used for mobile wireless voice and data communications services. We have licenses to provide these wireless services on portions of the 800 MHz band, also known as cellular spectrum, the 1800-1900 MHz band, also known as Personal Communication Services (PCS) spectrum, portions of the 700 MHz upper C band and AWS spectrum in the 1700 and 2100 MHz bands, in areas that, collectively, cover nearly all of the population of the United States.In January 2015, the Federal Communications Commission (FCC) completed an auction of 65 MHz of spectrum in the AWS-3 band. We participated in that auction, and were the high bidder on 181 spectrum licenses, for which we paid cash of approximately $10.4 billion. The FCC granted us these spectrum licenses in April 2015.We anticipate we will need additional spectrum to meet future demand. This increasing demand is driven by growth in customer connections and usage of wireless broadband services, which use more bandwidth and require ever faster rates of speed to stay competitive. We can meet our future spectrum needs by acquiring licenses or leasing spectrum from other licensees, or by acquiring new spectrum licenses from the FCC, if and when future FCC spectrum auctions occur. The FCC will be auctioning television broadcast spectrum in the 600 MHz frequency range through a voluntary incentive auction that will take place in two phases. In the first phase, television broadcasters participating in the auction process will “sell” their rights to use such spectrum to the FCC. In the second phase, the FCC will “resell” that spectrum to various auction participants, including wireless service providers and other potential bidders. The incentive auction is scheduled to begin on March 29, 2016.Since we and competing wireless service providers have experienced spectrum shortages in certain markets and may have spectrum surpluses in others, from time to time we have exchanged spectrum licensesalso bundled wireless service offerings with other products while others offer promotional pricing and incentives targeted specifically to customers of Verizon Wireless. We and other wireless service providers, through secondaryas well as equipment manufacturers, also offer device payment options, which provide consumers with the ability to pay for their device over a period of time, and device leasing arrangements. In addition, aggressive device promotions have also become more common in a highly penetrated market swap transactions. in order to gain share of subscribers interested in changing carriers.expectbelieve that high-quality customer service is a key factor in retaining customers and attracting new customers, including those of other wireless providers. Our customer service, retention and satisfaction programs are based on providing customers with convenient and easy-to-use products and services and focusing on their needs in order to promote long-term relationships and minimize churn. To promote long-term relationships with our customers, we launched the Verizon Up program, which offers a variety of rewards to customers in exchange for points they earn in connection with their account-related transactions with Verizon Wireless. The program offers customers discounts on products, services and access to experiences, such as sporting events, shows and concerts.similar opportunitiesthe development and rapid deployment of new and innovative wireless products and services both independently and in collaboration with application and content providers. We also collaborate with various device manufacturers in the development of distinctive smartphones and other wireless devices that can access the growing array of data applications and content available over the Internet. We continue to trade spectrum licensesfocus on increasing the penetration of smartphones, tablets and other connected devices throughout our customer base. In addition, as the price for smartphones has continued to increase in the market, our device protection services have grown in importance for consumers.meet certain of ourexpand the capacity and expansion needs incoverage of their networks and introduce new products and services, wireless service providers require significant capital resources. We generate significant cash flow from operations to enable continued investment.future. In other cases, we have entered into intra-market spectrum swaps designed to increasewireless industry. These include the amount of contiguous spectrum within frequency bands in a specific market. Contiguous spectrum improves network performance and efficiency. These swapsfactors described above, as well as any spectrum purchases are subject to obtaining governmental approvals fornew technologies, new business models, changes in customer preferences, regulatory changes, demographic trends, economic conditions and pricing strategies that bundle the transferservices of spectrum licenses in each instance.See Note 2 to the consolidated financial statements for additional information regarding spectrum license transactions.Network Equipmentwireless and Build-outAlcatel-Lucent and Ericsson are currently our primary network vendors for our LTE network deployments for macro sites as well as small cells. Our primary CDMA cell site equipment infrastructure vendors are Alcatel-Lucent, which provides more than half of our CDMA cell site equipment, and Nokia Solutions and Networks (NSN) and Ericsson, which together provide nearly all of our remaining cell site equipment. We also rely on Alcatel-Lucent, NSN and Ericsson for our switching equipment. In January 2016, Nokia Corporation acquired Alcatel-Lucent and combined operations.As we continue to build and upgrade our existing network, we must complete a variety of steps, including securing rights to a large number of sites as well as obtaining zoning, other governmental approvals and fiber facilities for macro cell sites. As we densify our network, we follow a similar process for small cells, in-building systems and antennas and related radio equipment that comprise distributed antenna systems. We utilize tower site management firms, such as Crown Castle International Corp. and American Tower Corporation (American Tower), as lessors or managers of a portion of our existing tower sites. We have subleased capacity ontowers from American Tower for a minimum of 10 years at current market rates, with options to renew.MarketingNextLink Wireless LLC (NextLink) and DistributionOur marketing strategy is focused on offering solutions tailoredStraight Path Communications Inc. (Straight Path) strategic transactions related to the needs of our various customer market groups; promoting our brand; leveraging our extensive distribution network; and jointly marketing our products and services to large business and government customers with Verizon’s Wireline business units through the Wireless Business Group, a sales and marketing organization that encompasses all of Verizon Wireless’ solutions for medium and large business and government customers. Our marketing plan includes a coordinated program of television, print, radio, outdoor signage, Internet and point-of-sale media promotions designed to present our corporate message consistently across all of our markets. We use a combination of direct, indirect and alternative distribution channels in order to increase customer growth while reducing customer acquisition costs.Company-operated stores are a core component of our distribution strategy. We have opened Verizon Destination Stores in various major metropolitan areas, which focus on the mobile lifestyle and highlight the many ways consumers can use wireless technology in their daily lives. These stores are part of a broader initiative that includes the redesign of our retail stores nationwide into “Smart Stores,” which showcase the same mobile lifestyle zones on a smaller scale. In addition, our direct channel includes our business-to-business sales operations and systems organization and is focused on supporting the wireless communications needs of consumers and local, regional and national business customers. In addition, we have a telemarketing sales force dedicated to handling incoming calls from customers, and we offer fully-automated, end-to-end web-based sales of wireless devices, accessories and service plans.Our indirect channel includes agents that sell our postpaid and prepaid wireless products and services at retail locations throughout the United States, as well as through the Internet. The majority of these agents sell both our postpaid and prepaid products and services, and do so under exclusive selling arrangements with us. We also utilize high-profile, national retailers, such as Best Buy, Wal-Mart and Target, to sell our postpaid and prepaid wireless products and services. Stores such as Dollar General and various drugstore chains sell our prepaid products and services.CompetitionWe operate in a highly competitive industry. We compete against other national wireless service providers, including AT&T Inc. (AT&T), Sprint Corporation and T-Mobile USA, Inc. (T-Mobile USA), as well as various regional wireless service providers. We also compete for retail activations with resellers that buy bulk wholesale service from facilities-based wireless service providers for resale, including those that buy from us. Competition is intense as a result of continuing increases in wireless market penetration levels, network investment by our competitors, the development and deployment of new technologies, the introduction of new products and services, new market entrants, the availability of additional spectrum, both licensed and unlicensed, and regulatory changes. Competition may also increase as smaller, stand-alone wireless service providers merge or transfer licenses to larger, better capitalized wireless service providers.The wireless industry also faces competition from other communications and technology companies seeking to increase their brand recognition and capture customer revenue with respect to the provision of wireless products and services, in addition to non-traditional offerings in mobile data. For example, Microsoft, Google, Apple and others are offering alternative means for making wireless voice calls that, in certain cases, can be used in lieu of the wireless provider’s voice service, as well as alternative means of accessing video content.We believe that the following are the most important competitive factors in our industry:•Network reliability, capacity and coverage. We believe that a wireless network that consistently provides high quality and reliable service is a key differentiator in the U.S. market and driver of customer satisfaction. Lower prices, improved service quality and new wireless service offerings, which in many cases include video content, have led to increased customer usage of wireless services, which, in turn, puts pressure on network capacity. In order to compete effectively, wireless service providers must keep pace with network capacity needs and offer highly reliable national coverage through their networks. We believe that our investments in our 4G LTE network to increase network capacity will enable us to meet customer demand.•Pricing.Service and equipment pricing play an important role in the wireless competitive landscape. As the demand for wireless services continues to grow, wireless service providers are offering service plans that include unlimited voice minutes and text messages and a specific amount of data access in varying megabyte or gigabyte sizes or, in some cases, unlimited data usage at competitive prices. Some wireless service providers also allow customers to rollover unused data allowances to the next billing period. Furthermore, some wireless service providers offer price plans to new customers that undercut pricing under the customer’s service plan with its current wireless provider, and some wireless service providers have bundled wireless service offers with other products. Some wireless providers also offer promotional pricing and incentives targeted specifically to customers of Verizon Wireless.Many wireless service providers, as well as equipment manufacturers, offer device payment options that decouple service pricing from equipment pricing and blur the traditional boundary between prepaid and postpaid plans. These payment options include device installment plans, which provide customers with the ability to pay for their device over a period of time, and device leasing arrangements. Historically, wireless service providers offered customers wireless plans whereby, in exchange for the customer entering into a fixed-term service agreement, the wireless service providers significantly, and in some cases fully, subsidized the customer’s device purchase. Wireless providers recovered those subsidies through higher service fees as compared to those paid by customers on device installment plans. We and many other wireless providers have limited or discontinued the use of device subsidies. As a result of the increased penetration of device installment plans, we expect the number of customers on plans with unsubsidized service pricing to continue to grow in 2016. We compete in this area by offering our customers services and devices that we believe they will regard as the best available value for the price, while meeting their wireless service needs.•Customer service.We believe that high-quality customer service is a key factor in retaining customers and attracting new customers, including those of other wireless providers. Our customer service, retention and satisfaction programs are based on providing customers with convenient and easy-to-use products and services and focusing on their needs in order to promote long-term relationships and minimize churn. Our competitors also recognize the importance of customer service and are also focused on improving in this area.As part of our efforts to promotelong-term relationships with our customers, we offer Verizon Smart Rewards, which is a program that offers a wide variety of rewards to customers in exchange for points they earn in connection with their account-related interactions with Verizon Wireless. The program offers customers discounts and savings on merchandise from well-known brands, as well as discounts and other offers at local shopping and dining venues.•Product and service development.As wireless technologies develop and wireless broadband networks proliferate, continued customer and revenue growth will be increasingly dependent on the development of new and enhanced data products and services. We continue to pursue the development and rapid deployment of new and innovative wireless products and services both independently and in collaboration with application and content providers. We also collaborate with various device manufacturers in the development of distinctive smartphones and other wireless devices that can access the growing array of data applications and content available over the Internet. We continue to focus on increasing the penetration of smartphones, tablets and other connected devices throughout our customer base.•Sales and distribution.Key to achieving sales success in the wireless industry is the reach and quality of sales channels and distribution points. We believe that attaining the optimal combination of varying distribution channels is important to achieving industry-leading profitability, as measured by operating income. We endeavor to increase sales through our company-operated stores, outside sales teams and telemarketing and web-based sales and fulfillment capabilities, our extensive indirect distribution network of retail outlets and prepaid replenishment locations, and through manufacturers of laptops and netbooks with embedded 4G LTE and 3G modules that can access the Internet on our network at broadband speeds. In addition, we sell network access to both traditional resellers, which resell network services to their end-users, and to various companies to enable wireless communications for their IoT devices or for their provision of telematics services.•Capital resources.In order to expand the capacity and coverage of their networks and introduce new products and services, wireless service providers require significant capital resources. We generate significant cash flow from operations, as do some of our competitors.Our success will depend on our ability to anticipate and respond to various factors affecting the wireless industry, including the factors described above, as well as new technologies, new business models, changes in customer preferences, regulatory changes, demographic trends, economic conditions and pricing strategies of competitors.Wireline voice, data and video communications products and enhanced services, including broadband video and data services, corporate networking solutions, data center and cloud services, security and managed network services and local and long distance voice services. We provide these products and services to consumers in the United States,U.S., as well as to carriers, businesses and government customers both in the United StatesU.S. and around the world. In 2015,2018, Wireline revenues were $37.7$29.8 billion, representing approximately 29%23% of Verizon’s aggregate revenues.In 2014,segment soldbusiness around a non-strategicfiber-based network supporting data, video and advanced business services - areas where demand for reliable high-speed connections is growing. We continue to seek ways to increase revenue, further realize operating and capital efficiencies and maximize profitability across the segment. We are reinventing our network architecture around a common fiber platform that will support both our wireless and wireline businesses. We expect our "multi-use fiber" Intelligent Edge Network initiative will create opportunities to generate revenue from fiber-based services in our Wireline business.communicationsresidential fixed connectivity solutions, including Internet, TV and voice services. We provide these services over our 100% fiber-optic network under the brand "Fios" and over a traditional copper-based network to customers who are not served by Fios. In 2018, Consumer Markets revenues were $12.6 billion, representing approximately 42% of Wireline’s aggregate revenues.agencies. Accordingly,customers, their constituents.historical Wireline results for these operations,ability to connect to the Internet via our Fios Internet and our dedicated Internet access services, which were not materialprovide extensive bandwidth, configuration and billing options designed to address specific business needs.consolidated financial statementsenterprise and business customers to help them communicate with their employees, partners, vendors, constituents and customers.segment resultsan IP based telephony service for on-premise phone systems or private branch exchanges (PBX).operations,our VoIP services, provide our business customers with unified tools for communications and collaboration, such as instant messaging and presence, and audio, video and web conferencing.been reclassifiedalso launched a dark fiber product for wireless carriers as demand for wireless data continues to Corporategrow and dark fiber plays a larger role in their network architecture.reflect comparable segment operating results.On February 5, 2015,a lesser extent, the global wholesale market. We compete with these providers for large contracts to provide integrated services to global enterprises. Many of these companies have strong market presence, brand recognition and existing customer relationships, all of which contribute to intensifying competition that may affect our future revenue growth.announcedcompete in this area through our service representatives and online support. We provide our Enterprise Solutions customers with ready access to their system and performance information and we conduct proactive testing of our network to identify issues before they affect their customers. In our Partner Solutions business, service improvement is achieved through continued system automation initiatives. enteredintroduced market offers targeted to our Verizon Wireless customers. Several major cable operators also offer bundles with wireless services through strategic relationships.definitive agreementgreater need for wireless backhaul. Network providers, cable companies and niche players are competitors for this new revenue opportunity.Frontier Communications Corporation (Frontier) pursuant to which Verizon will sell itsa consumer-like "look and feel" are becoming key differentiators for both our SMB and SLED customers. SMB customers are seeking full life-cycle offers that simplify the process of starting, running and growing their businesses, while SLED customers want similar services that are high quality and secure, and that enable material improvement in citizen outreach, public safety and city infrastructure performance.$7.5$7.3 billion net of income taxes), subject to certain adjustments and including the assumption of $0.6 billion of indebtedness from Verizon by Frontier. The transaction, which includesincluded the acquisition by Frontier of the equity interests of Verizon’s incumbent local exchange carriers (ILECs) in California, Florida and Texas, doesdid not involve any assets or liabilities of Verizon Wireless. The assets and liabilities that will be sold are currently included in Verizon’s continuing operations and classified as assets held for sale and liabilities related to assets held for sale on our consolidated balance sheet as of December 31, 2015. is subject to the satisfaction of certain closing conditions including, among others, receipt of federal approvals from the FCC and the antitrust authorities and state regulatory approvals. All federal and state regulatory approvals have been obtained. We expect this transaction to close at the end of the first quarter of 2016.Based on the number of voice connections and Fios Internet and video subscribers, respectively, as of December 31, 2015, the transaction would resultresulted in Frontier acquiring approximately 3.43.3 million voice connections, 1.6 million Fios Internet subscribers, 1.2 million Fios video subscribers and the related ILEC businesses from Verizon.Wireline Service Approximately 9,300 Verizon employees who served customers in California, Florida and Product OfferingsTexas continued employment with Frontier.organize our service and product offeringscurrently have 21 LTE in Rural America partners that provide 4G LTE coverage to an area covering approximately three million people.the primary customers targeted by these offerings – mass markets, global enterprise and global wholesale.Mass MarketsMass Markets operationsVoLTE, in addition to 3G Code Division Multiple Access (CDMA) technology, to provide broadband Internet and video services (including high-speed Internet, Fios Internet and Fios video services), and local exchange (basic service and end-user access) and long distance (including regional toll) voice calling services to residentialour customers.small business subscribers. In 2015, Mass Markets revenues were $18.5 billion, representing approximately 49%speed of Wireline’s aggregate revenues.Internetour wireless network as key factors for our continued success and we strive to provide our customers with the highest network reliability for their wireless services.We offer Fios Internet and high-speed Internet services with varying throughput speeds. We believe that as consumers connect more devicessteady and stream moreconsistent network and platform investments provide the foundation for innovative products and services that will fuel profitable growth.theypermitting the completion of large file downloads and uploads while delivering on our advertised throughput speeds, and also maximizes the number of calls that are connected on the first attempt and completed without being dropped. We have been densifying our 4G LTE network by utilizing small cell technology, in-building solutions and distributed antenna systems. Network densification not only enables us to add capacity to address increasing mobile video consumption and the growing demand for IoT products and services, but also positions us for the deployment of 5G technology. We are also utilizing existing network capabilities to handle increased traffic without interrupting the quality of the customer experience. We have and will require increased broadband speeds. Withcontinue to deploy advanced technologies to increase both network capacity and data rates.Fios Quantum broadbandservice. To mitigate the impact of power disruptions on our operations, we have battery backup at every switch and every macrocell in our network. We also utilize backup generators at a majority of our macrocells and at every switch location. In addition, we have a fleet of portable backup generators that can be deployed, if needed. We further enhance reliability by using a fully redundant Multiprotocol Label Switching backbone network in critical locations. certain other data services to our customers through roaming arrangements with wireless service providers outside of the U.S. Certain of our roaming agreements can achieve symmetrical upload and download speeds of up to 500 Mbps. As more data storage and, in some cases, processing is moved to the cloud,be terminated at will by either party upon several months’ notice; however, we do not believe that customersthe termination of any of these at-will agreements would have a material adverse effect on our business.place anneed additional spectrum to meet future demand. This increasing value on upstream performancedemand is driven by growth in customer connections and the increased usage of wireless broadband services that matches what they already receive for downloads.Video services. We offer video service over our fiber-optic network. Asuse more bandwidth and require faster rates of December 31, 2015, Fios video was available to approximately 16 million homes across 12 states,speed, as well as the Districtwider deployment of Columbia.5G mobile and fixed services. We can meet our future 4G and 5G spectrum needs by acquiring licenses or leasing spectrum from other licensees, or by acquiring new spectrum licenses from the FCC, if and when future FCC spectrum auctions occur. On November 14, 2018, the FCC started two sequential millimeter wave auctions. Verizon is an applicant in the FCC's Auction 101 and Auction 102 relating to millimeter wave spectrum. On January 24, 2019, the FCC announced that Auction 101 had concluded with a total of approximately $702.6 million in bids received for the licenses that were won. The FCC has stated that it will not, and it will not permit any applicant to, disclose the winning bidders of any of the licenses in Auction 101 until Auction 102 concludes. In addition, the FCC has indicated that a third millimeter wave auction will begin in the second half of 2019, and the auction for Priority Access Licenses in the Citizens’ Broadband Radio Service (CBRS) 3.5 GHz band may also begin in 2019. In addition to spectrum, we believe that future demand will also be met as we increase the density of our networks and deploy advanced technologies.several offerings availableexchanged spectrum licenses with other wireless service providers through secondary market swap transactions. We expect to our Fios TV customers, including:•Fios Quantum TV, which provides customers the ability to record up to 12 shows at once and control live TV from any room in their home;•Fios Custom TV, which offers customers the option of purchasing a package of channels that includes a base set of select national networks and local broadcast stations plus their choice of two sets of channels grouped into various content categories, such as news, sports and entertainment. Customers can add more sets of categorized channels to their Custom TV package for an additional monthly fee. As with all Fios TV packages, Custom TV customers also receive the Fios Local Package, which contains local versions of the Fox, CBS, NBCU, and ABC broadcast stations and other similar local content; and•Fios on Demand,which gives Fios customers the ability to watch content virtually anytime and anywhere, on any compatible device. Customers who subscribe to Fios Internet and video service also have the ability to upload their photos, music and videos to their personal Fios on Demand Library, which gives them access to this content via various data-capable devices. With the Fios Mobile App, programming, such as ESPN, TNT, Nickelodeon, HBO and TBS, can be streamed to a customer’s tablet or other mobile device.We continue to partner with major corporationspursue similar opportunities to offer further interoperability with various products such as video game consoles, smart televisionstrade spectrum licenses in order to meet capacity and tablets. This technology further expands our initiativeexpansion needs in the future. In certain cases, we have entered into intra market spectrum swaps designed to provide customers withincrease the ability to watch content anytime, anywhere, on any data-capable device.Voice services. We offer voice services that include local exchange, regionalamount of contiguous spectrum within frequency bands in a specific market. Contiguous spectrum improves network performance and long distance calling and voice messaging services,efficiency. These swaps, as well as VoIPany spectrum purchases, require us to obtain governmental approvals.which use the Internet or private broadband networksin 2019 as compatible devices become available.transmit voice communications.Global EnterpriseGlobal Enterprise offers strategic servicesbuild and other core communications servicesupgrade our existing 4G LTE network and deploy our 5G network, we must complete a variety of steps, including securing rights to medium anda large business customers, including multinational corporations,number of sites as well as state and federal government customers. Global Enterprise markets these services through Verizon Enterprise Solutions. In 2015, Global Enterprise revenues were $12.9 billion, representing approximately 34% of Wireline’s aggregate revenues.Verizon Enterprise Solutions offers an array of advanced information and communication technology services, including Global Internet Protocol (IP) network, cloud, and IT solutions, and business communications, IoT, data, security and mobility services.•Network products and solutions – These products and solutions primarily include our Private IP, Public Internet, Ethernet and optical networking services. Our Private IP service enables customers around the world to communicate over a virtual private network using a variety of access methods, including Ethernet and Verizon Wireless 4G LTE. Our Public Internet services provide Internet connectivity through a variety of low and high-speed options. Our Ethernet portfolio includes access services that allow customers to connect network environments around the world and enable applications and technologies to work seamlessly and with little disruption, as well as local and long distance layer 2 services that include Metro LAN, long distance switched and dedicated architectures. Optical networking services include technologies that help customers handle bandwidth demands and control their costs.•IT solutions and cloud services – Our IT solutions and cloud services are built to help our enterprise customers drive innovation, business growth, and improve customer experiences. We offer IT infrastructure services that include collocation and managed hosting in over 50 data centers around the globe. Our cloud services include computing, storage, backup, recovery and application platforms our customers rely on to run their mission critical business operations.•Business communications services– Business communications services primarily include IP communications services, which simplify network management and drive operational efficiencies by enabling the convergence of voice and data traffic on the same access connection; dedicated Internet access, which provides enterprise customers with high-bandwidth dedicated access to Verizon’s global network; unified communications and collaboration capabilities, which enable customers to communicate in real time through VoIP and IP conferencing, and emergency communication services, which allow customers to respond effectively to emergencies while maintaining business continuity.•Internet of Things services– Our IoT services enable customers to improve operational efficiencies, control costs and generate new revenue opportunities. IoT technology enabled by secure network connectivity and cloud infrastructure can transform data into useful information for consumers, businesses and institutions. Our goal is to become the global leader in simplifying IoT to accelerate market adoption focused on four major components:¡A new IoT platform – ThingSpace - for customers and developers to develop, manage and market IoT devices and applications;¡A dedicated network core for new connectivity options for the next generation of IoT use cases;¡Innovative, end-to-end solutions focused on various vertical segments, such as transportation, energy, healthcare, agriculture and consumer electronics; and¡A powerful analytics engine that helps consumers and organizations make informed decisions faster based on big data driven intelligence.•Security services– We offer a suite of data security services to help companies secure their networks, data, applications and infrastructure from security threats while building customer trust and confidence.•Coreservices – Core services include core voice and data services, which consist of a comprehensive portfolio of global solutions utilizing traditional telecommunications technology, such as conferencing and contact center solutions, and private line and data access networks. Core services also include providing customer premise equipment, and installation, maintenance and site services. We are continuing to transition customers out of copper-based legacy voice and data services to fiber services, including IP and Ethernet.Global WholesaleGlobal Wholesale provides communications services, including data, voice, local dial tone and broadband services, primarily to local, long distance, wireless,obtaining zoning and other carriersgovernmental approvals and fiber facilities for both our macro and small cells. As we densify our network, we follow a similar process for small cells, in-building systems and antennas and related radio equipment that usecomprise distributed antenna systems. We have relationships with a wide variety of vendors that supply various products and services that support our facilities to provide services to their customers. In 2015, Global Wholesale revenues were $6.0 billion, representing approximately 16%network operations. We utilize tower site management firms as lessors or managers of Wireline’s aggregate revenues. Aa portion of Global Wholesale revenues are generated byour existing leased and owned tower sites.few large telecommunications companies, most of which compete directly with us.Global Wholesalecost-effective and efficient manner. Our PON technology provides the followingflexibility to adapt our network to deliver increased data speeds and new services which it jointly markets with Verizon’s other business units through Verizon Enterprise Solutions:•Data services.We offer a robust portfolio of data services with varying speeds and options to enhance our wholesale customers’ networks and provide connections to their end-users and subscribers. Our data services include high-speed digital data offerings, such as Ethernet and Wavelength services, as well as core data circuits, such as DS1s and DS3s. In addition, we receive revenue from data services that is generated from carriers that buy dedicated local exchange capacity to support their private networks.New Ethernet connectivitywithout major overhauls or replacements to the fiber-optic infrastructure.U.S. representsenterprise sector, especially as businesses increasingly migrate to Ethernet-based access services.data growth opportunity in wholesale, as customers anticipate higher capacity demandsglobal fiber networks in the future. Theseworld, providing connectivity to business customers are also migrating networks from time division multiplexing (TDM) to Ethernet, which will better scalein more than 150 countries. Our global IP network includes long-haul, metro and service the growth of broadband services driven by smartphones, mobile broadbandsubmarine assets that span over 1 million route miles and mobile video. Global Wholesale offers a complete suite of services toenable and support the expansion of 4G and 3G networks.Data services also include certain value-added business services, which leverage many of the same offerings available in the Global Enterprise portfolio, including:¡Managed services, which offer wholesale customers the opportunity to outsource the management of their networks, security, remote access, and web applications to Verizon;¡Mobility offerings, which enable wholesale customers to enhance their portfolio to triple-play or quad-play capability by leveraging wireless devices and services offered through Verizon Wireless that can be packaged and resold under their own carrier brand; and¡Security services, which provide wholesale customers integrated solutions to help their enterprise end-users secure their networks and data.•Voice services. We provide switched access services that allow carriers to complete their end-user calls that originate or terminate within our territory. In addition, we provide originating and terminating voice services throughout the United States and globally utilizing our TDM and VoIP networks.•Local services.We offer an array of local dial tone and broadband services to competitive local exchange carriers, some of which are offered to comply with telecommunications regulations. In addition, we offer services such as colocation, resale and unbundled network elements in compliance with applicable regulations.NetworkTo provide services to our customers, we operate an advanced telecommunications network in the United States and around the world.•Fios.Our fiber-to-the-home network through which we provide our Fios residential broadband service has passed over 20.5 million premises in the U.S. as of December 31, 2015. Residential broadband service has seen significant growth in bandwidth demand over the past several years, and we believe that demand will continue to grow. The continued emergence of new video services, new data applications, and the proliferation of IP devices in the home will continue to drive new network requirements for increased data speeds and throughput. We believe that the Passive Optical Network (PON) technology underpinning Fios makes us well positioned to meet these demands in a cost effective and efficient manner. Our PON technology provides the flexibility to adapt our network to deliver increased data speeds and new services without major overhauls or replacements to the fiber optic infrastructure. While deployed initially as a consumer broadband network, the PON infrastructure is finding increased application in the enterprise sector, especially as businesses seek to migrate to Ethernet-based access services.•Global IP. Verizon owns and operates one of the largest global fiber networks in the world, providing connectivity to business customers in more than 150 countries and 2,700 cities. Our global IP network includes long haul, metro and submarine assets that span over 800,000 route miles and enable and support far reaching international operations.Global IP volume has increased significantly over the last five years and substantial year-over-year growth is expected to continue. We deployed the industry’s first 100G ultra-long-haul-system for live traffic in 2009, and have made additional 100G deployments on our European and Asia-Pacific long-haul networks, major U.S. backbone routes, and U.S. metro network. We have also completed a first office application of 200G technology on our U.S. long-haul network. This technology allows more information to be carried on a single wavelength while increasing the distance it can be sent without additional loss of signal quality.“everything-as-a-service”"everything-as-a-service" model in which business customers seek cloud-based, converged enterprise solutions delivered securely via managed and professional services. With the continued deployment of packet optical transport strategy, Verizon is creating a single, high-capacity global network platform that combines optical transport with advanced packet switching technology. The result is a global IP network that can offer powerful solutions to these service demands.CompetitionThe wireline telecommunications industry is highly competitive.competitionthat the new network architecture will simplify operations by eliminating legacy network elements, improve our 4G LTE coverage, speed the deployment of 5G technology, deliver high-speed Fios broadband to intensify further with traditional, non-traditionalhomes and emerging players seeking increased market share. Currentbusinesses, and potential competitors include cable companies, wireless service providers, other domestic and foreign telecommunications providers, satellite television companies, Internet service providers and other companies that offer network services and managedcreate new enterprise solutions.In addition, companies with a global presence increasingly compete with our wireline businesses. A relatively small number of telecommunications and integrated service providers with global operations serve customersopportunities in the global enterprisebusiness market.to a lesser extent,advertising. Our Media business, Verizon Media, which operated in 2018 under the "Oath" brand, includes diverse media and technology brands that serve the global wholesale markets.community using powerful technology, trusted content and differentiated data. Our strategy is built on providing consumers with owned and operated search properties and finance, news, sports and entertainment offerings and providing other businesses and partners access to consumers through digital advertising platforms. We compete with these full or near-full service providers for large contracts to provide integrated services to global enterprises. Many of these companies have strong market presence, brand recognition, and existing customer relationships, all of which contribute to intensifying competition that may affect our future revenue growth.We believe the following are the most important competitive factors and trends in the wireline industry:•Bandwidth (speed) and network reliability:Consumers and small business customers are seeking to leverage high-speed connections for entertainment, communications and productivity. As online and online-enabled activities increase, so will bandwidth requirements, both downstream and upstream. To succeed, we and other network-based providers must ensure that our networks can meet these increasing bandwidth requirements. In addition, network reliability and security are increasingly important competitive factors in the global enterprise market. We continue to invest in our network to be able to meet growing bandwidth demand and provide the most reliable and secure network.•Pricing:Cable operators, telecommunications companies and integrated service providers use pricing to capture market share from incumbents. Pricing is also a significant factor as non-traditional modes of providing communication services emerge and new entrants compete for customers. For example, VoIP and portal-based calling is free or nearly free to customers and is often supported by advertising revenues.•Customer service: Customers expect industry-leading service from their service providers. As technologies and services evolve, the ability to excel in this area is important for customer acquisition and retention. In Mass Markets, we compete in this area through our service representatives and online support. In Global Enterprise, we provide our customers with ready access to their system and performance information, and we conduct proactive testing of our network to identify issues before they affect customers. In the Global Wholesale business, we believe service improvement can be achieved through continued system automation initiatives.•Product differentiation: As a result of pricing pressures, providers need to differentiate their products and services. Customers are shifting their focus from access to applications and are seeking ways to leverage their broadband and video connections. Converged features, such as integrated wireless and wireline functionality, are becoming similarly important, driven by both customer demand and technological advancement.•Innovation:The delivery of new and innovative products and services has been accelerating. To compete effectively, providers need to continuously review, improve and refine their product portfolio and develop and rapidly deploy new products and services tailored to the needs of the customer.In the Mass Markets business, cable operators are significant competitors. Cable operators have increased the size and capacity of their networks so that they can offer digital products and services. We continue to market competitive bundled offerings that include high-speed Internet access, digital television and voice services. Several major cable operators also offer bundles with wireless services through strategic relationships.We expect customer migration from traditional voice services to wireless services to continue as a growing number of customers place greater value on mobility and wireless companies position their service as a landline alternative. We also face increasing competition from cable companies and other providers of VoIP services as well as Internet portal providers. In addition, customers have more choices for obtaining video content from various online services and that content can be accessed on a TV, computer, tablet or mobile phone.In the global enterprise market, the customer’s need to reduce technical complexity coupled with the growth opportunity created by technology convergence is driving the expansion of the competitive landscape. Major competitors include system integrators, carriers and hardware and software providers. Some of the biggest companies in IT services are making strategic acquisitions, divesting non-strategic assets or forging new alliances to be better positioned for a rebound in technology spending. Many new alliances and acquisitions have focused on emerging fields such as cloud computing, software delivery, communication applications and other computing tasks via the network, rather than on in-house machines. Carriers have also utilized acquisitions to make significant inroads into enterprise outsourcing markets that have long been dominated by the major IT outsourcers.Global Wholesale competes with traditional carriers for long-haul, voice and IP services. In addition, mobile video and data needs are driving a greater need for wireless backhaul. Network providers, cable companies and niche players are competitors for this new revenue opportunity.We also compete with competitive local exchange carriers (CLECs). Our telephone operations generally have been required to sell their services to CLECs at significant discounts from the prices our telephone operations charge their retail customers.New Product Development and Strategic InitiativesTechnology developments, interconnected markets, shifting consumer needsinvesting in video assets and converging industry ecosystems are creating innovative opportunities for Verizon. We are transforming around the capabilities of our high-performing networks with a goal of future growth based on delivering what customers wantbuilding a global platform and need in the new digital world. Our three tier strategy is to lead at the network connectivity level in the markets we serve, developdeveloping new business models through global platforms infor reaching the digital video and IoT and create certain opportunities in applications and content for incremental monetization. To execute this strategy, we have created an organization devoted to the development of new products and incubation of new businesses. This organization is focused on leveraging all of our assets to create innovative products and services that can provide our customers with integrated solutions that address their wireless and wireline needs. Several strategic initiatives have been undertaken by this organization in the following areas:•Digital Media and Interactive Entertainment.Verizon has been investing in emerging technology that taps into the market shift to digital content and advertising. On June 23, 2015, we completed our acquisition of AOL Inc. (AOL). AOL is a leader in digital content and advertising. AOL’s business model aligns with our approach, and we believe that its combination of owned and operated content properties plus a digital advertising platform enhances our ability to further develop future revenue streams.made investmentsinvested in converging technologies and services involving content delivery networks, (CDNs), video streaming and related consumer hardware to leverage new content models. Our wireless network enables us to move towards a unified video strategy that positions us to take advantage of this growth opportunity. For example, in 2015 we launched go90, a mobile-first social entertainment platform that provides the opportunity for ad-supported mobile video streaming. Digital content available on the go90 platform includes live events, popular web and television content as well as original content. In January 2016, we introduced FreeBee Data, a sponsored data service that enables content providers to provide our customers with access to some or all of the provider’s mobile content, or sponsor specific consumer actions on a per-click basis, all free of data charges to the customer. In February 2016, we announced we would offer retail postpaid Verizon Wireless customers video streaming in go90 over our 4G LTE network free of data charges via the FreeBee Data 360 sponsored data service. Customers must have the latest version of the go90 application to take advantage of this offer. also began using Multimedia Broadcast Multicast Service (MBMS) technology to develop our LTE Multicast service, which we used to deliver live events in go90 in 2015. This serviceservice. MBMS has the potential to enhance our network efficiency and provide our customers with access to high-quality live streaming video contentcontent.virtually no buffering, regardlesscomplex supply chains. In addition, our IoT customers can turn the data that our solutions provide into actionable opportunities to develop new services and create revenue growth and manage costs.the numberimproving public safety, managing traffic, reducing pollution, identifying revenue generation opportunities, making efficient use of devices using the service. In orderlimited resources and attracting businesses, residents and workers.continue to meet the changing needs of our customers, we also are developing an IP television service. We also believe it is important to have rights to deliver content over a wireless networkboth businesses and consumers that does not require an authentication back to a subscription agreement. For example, our NFL agreement allowscombine location-based software, services and data intelligence. Our solutions enable our customers to access certain games live ontrack, safeguard and optimize vehicles, equipment and data. Verizon Connect’s commercial telematics business was formed by combining our 4G LTE network without authenticating back to any subscription.We continue to investNetworkfleet business with the telematics companies acquired in 2016 - Fleetmatics Group PLC, a global provider of fleet and mobile workforce management solutions, and Telogis, Inc., a global, cloud-based mobile enterprise management software business.Digital Media Services, which offers a scalable platform for delivering content, including live broadcasts, video on demand, games,Connect provides our enterprise and SMB customers with advanced solutions and scale in distribution, research and development, and customer support. Our software and websites, to our customers on their devices at any time. As the digital platform reshapes the delivery of media and entertainment content, there is an increasing need for a stable, high-quality video delivery platform. We are focused on providing a simple, end-to-end, global platform for the delivery of media to customers, which we believe will be superior to that offered by the existing and highly fragmented media delivery ecosystem. This platform is targeted at media and entertainment companies as well as businesses focused on delivering their digital products and services through the Internet. We also expect, through this platform, to further integrate our Fios and wireless offerings.Connected devices and associated online applications continue to experience significant growth as customers are increasingly consuming large amounts of broadband data, and we expect broadband usage to continue to increase. Our Fios network positions us in the industry with leading broadband speeds and reliability. Broadband represents a growth opportunity for us as the use of over-the-top video and user generated content and data accelerates and the number of connected homes and devices continues to grow.•Internet of Things and Telematics. The adoption of IoT technology continues to increase, primarily led by the telematics and transportation industries, as well as the fields of utility and energy management. Our strategy to simplify the IoT and accelerate its adoption includes the launch in 2015 of ThingSpace, our new IoT platform designed to assist developers create, test, manage and market their IoT-based solutions aimed at major vertical markets, such as energy, health care and connected cities. ThingSpace comes with a portal that includes immediate access to dedicated application programming interfaces as well as partner development kits.Through Verizon Telematics, we provide connectivity and telematics to manufacturers such as Mercedes-Benz and help businesses manage large vehicle fleets more efficiently. Our suite of real-time vehicle communications services and applications connects automobiles with content services and call centers. Our platform enables factory and aftermarket-installed automotive safety and security features as well as location-based services and vehicle diagnostics. We provide usage-based data services to new vehicles in the United States, China and Europe. Our Networkfleet solution provides commercialsolutions support fleet managers throughout North America with real-time access to data that yields operational efficiencies, increased vehicle reliability and improved driver safety. We also provide thistracking management, compliance management, field service to over 28,900 vehicles operated by Verizon. We are further expanding our telematics portfolio to addmanagement, asset tracking capabilities.During the third quarterand other types of 2015, we announced the availability ofmobile resource management business needs.to consumers. With this subscription-based service, drivers will havethat provides consumers with diagnostic technology in their vehicles, access to live assistance and will be able to request roadside assistance with GPS accuracy when needed.accuracy. Our Hum service also offers the ability to connect with a certified mechanic to diagnose potential problems and offer solutions.•Fostering Effective Partnerships and Alliances. As a market leader in offering differentiated solutions to our connected customers across all their devices at home, at work and on the go, Verizon will continue to focus on strategic partnerships as an important pillar of our future strategy. Strategic partnerships are aimed at complementing and augmenting our strengths, expanding our addressable market, accelerating our pace of innovation, enabling faster delivery of solutions such as media, IoT and cloud to the marketplace and, where possible, lowering our market and execution risk. Strong partnerships are expected to further our efforts to offer comprehensive solutions for our customers. We look to formulate strategic partnerships and alliances with a global orientation, which will benefit us in terms of technology sourcing, content acquisition, consumer insights, and application ecosystems.these investmentsthat its combination of owned and operated content properties plus a digital advertising platform enhances our ability to further develop future revenue streams.assist usdeliver one of the most comprehensive video streaming offerings of NBA content - from live out-of-market games via NBA League Pass to highlights, fantasy basketball, original programming and more via Yahoo Sports, Yahoo Fantasy and across Verizon’s family of media brands. As part of the partnership, the NBA and Verizon will unveil a series of innovative collaborations leveraging Verizon's leading network and technology to deliver premium NBA content and unique fan experiences. Verizon also has rights to deliver leading soccer games, including La Liga and Liga MX, to its customers.bringing innovative next generationwhich our Gemini advertising platform became the exclusive provider of native digital advertising on Samsung mobile products on the Verizon network. In May 2018, Verizon selected Amazon Web Services, Inc. as its preferred public cloud provider. Also, in January 2019, Verizon Media entered into a multi-year global native advertising deal with Microsoft to provide marketers access to 20 percent more native advertising inventory through our Ad Platforms; and services to marketan exclusive search advertising partnership in which all search advertising across Verizon Media properties will be served by Microsoft Bing.uncovering new sources of revenue, increasing revenue from existing projects and leveraging our strengths across the company.Patents, Trademarks and LicensesVerizon ownsLicenseshashave licenses to various patents, copyrights, trademarks, domain names and other intellectual property rights necessary to conduct our business. We actively pursue the filing and registration of patents, copyrights, domain names, trademarks and service marks to protect our intellectual property rights within the United States and abroad. VerizonWe also actively grantsgrant licenses, in exchange for appropriate fees or other consideration and subject to appropriate safeguards and restrictions, to other companies that enable such companiesthem to utilize certain Verizonof our intellectual property rights and proprietary technology as part of their products and services. Such licenses enable such third-partythe licensees to take advantage of the results of Verizon’s research and development efforts. While these licenses result in valuable consideration being paid to Verizon,us, we do not believe that the loss of such consideration, or the expiration of any of our intellectual property rights, would have a material effect on our results of operations.Verizonreceivesreceive offers from third parties to purchase or obtain licenses for patents and other intellectual property rights in exchange for royalties or other payments. We also periodically receive notices alleging that our products or services infringe on third-party patents or other intellectual property rights. These claims, whether against us directly or against third-party suppliers of products or services that we, in turn, sell to our customers, if successful, could require us to pay damages or royalties, or cease offering the relevant products or services.Acquisitions and Divestitures“Divestitures” on pages 34 through 35 ofDivestitures20152018 Verizon Annual Report to ShareownersShareholders under the heading "Management’s Discussion and Analysis of Financial Condition and Results of Operations - Acquisitions and Divestitures" and in Note 3 to the consolidated financial statements of Verizon Communications Inc. and subsidiaries, which is incorporated by reference into this report.Regulatory and Competitive TrendsFCCVerizon’sour wireless operations. Generally, the FCC has jurisdiction over the construction, operation, acquisition and transfer of wireless communications systems. All wireless services require use of radio frequency spectrum, the assignment and distribution of which is subject to FCC oversight. Verizon anticipates that it will need additional spectrum to meet future demand. ItWe can meet our needs for licensed spectrum needs by purchasing licenses or leasing spectrum from others, or by participating in a competitive bidding process to acquire new spectrum from the FCC. Those processes are subject to certain reviews, approvals and potential conditions.“open access”"open access" FCC regulations, which generally require licensees of particular spectrum to allow customers to use devices and applications of their choice, subject to certain technical limitations. The FCC has also imposed certain specific mandates on wireless carriers, including construction and geographic coverage requirements, technical operating standards, provision of enhanced 911 services, roaming obligations and requirements for wireless tower and antenna facilities.has recognized broadband Internet access services as "information services" subject to a "light touch" regulatory approach rather than to the traditional, utilities-style regulations. In 2015, the FCC declared that broadband Internet access services are “information services” subject to a “light touch” regulatory approach rather than the traditional, utilities-style regulations that apply to traditional voice services. In its order imposing so-called “network neutrality” rules, the FCC reversed course in 2015 and declared that broadband Internet access services will now be treated as “telecommunications services”"telecommunications services" subject to common carriage regulation under Title II of the Communications ActAct. In December 2017, the FCC adopted an order reversing the 2015 Title II Order to return to "light touch" regulation of 1934. This decision creates uncertainty concerning the level of regulation that will apply to broadband services going forward. These regulations will limit the ways that broadband Internet access service providers can structure business arrangements and manage their networks and could spur additional restrictions, including rate regulation, which could adversely affect broadband investment and innovation. The FCC’s decisionservices. This order is currently being challenged in court, and the proper scopecourts. Regardless of such regulations is also being debated in Congress.regulation, Verizon remains committed to the open Internet, which provides consumers with competitive choices and unblocked access to lawful websites and content when, where, and how they want, and our commitment to our customers can be found on our website at http://responsibility.verizon.com/broadband-commitment. Verizon opposes the shift to utilities style regulation, however, which we believe is unnecessary, unlawful and harmful to the broader Internet ecosystem and our customers.newer technologies such as VoIP. For regulatory purposes, legacy telephone services are generally considered to be “common carrier”"common carrier" services. Common carrier services are subject to heightened regulatory oversight with respect to rates, terms and conditions and other aspects of the services. The FCC has not decided the regulatory classification of VoIP but has said VoIP service providers must comply with certain rules, such as 911 capabilities and law enforcement assistance requirements.multi-channelmultichannel video service that is regulated like traditional cable service. The FCC has a body of rules that apply to cable operators, and these rules also generally apply to Verizon. In addition, the Act generally requires companies to obtain a local cable franchise, and the FCC has adopted rules that interpret and implement this requirement. In areas where Verizon offers its facilities-based multichannel video services, Verizon has typically been required to obtain a franchise from local authorities.In many instances, Verizon makes payments to other providers, and in turn Verizon receives some payments from other carriers. In 2011, the FCC issued a broad reform order changing, among other things, the framework for many of the per-minute rates that carriers charge each other for the exchange of voice traffic. The new rules gradually reduce many of these rates to zero. The FCC also regulates some of the rates and terms and conditions for certain wireline “special access”"business data services" and other services and network facilities. Verizon is both a seller and a buyer of these services. For example, on the wireline side Verizon sells wholesale circuits to other voiceservices, and data service providers. On the wireless side, Verizon purchases special accessboth makes and other services to transport traffic to and from cell towers.receives interconnection payments. In addition, as required by the Act, Verizon unbundles certain wireline network elements and makes these facilities and services available to other network providers.Universal ServiceThe Communications Act chargesApril 2017, the FCC with ensuringissued an order, which is currently under appeal, that certain groupsrevised the regulatory structure for business data services, eliminating tariffing obligations and areas have accessex ante price regulations in markets the FCC determined to communications services, including rural and other high-cost areas, low income subscribers, schools and libraries, rural health-care organizations, and deaf and hard-of-hearing individuals.be competitive. The FCC established different subsidyhas focused in recent years on whether changes in the rates, terms and discount programs to achieve these goals. To payconditions for these programs,both the FCC requires contributions from providers such as Verizon based on reported revenuesexchange of traffic and for certain services. Verizon also receives some payments from some of these programs but is a net payer into them. Communications Act generally preempts regulation by state and local governments of the entry of, or the rates charged by, wireless carriers. The Act does not prohibit states from regulating the other “terms"terms and conditions”conditions" of wireless service. For example, some states attempt to regulate wireless customer billing matters and impose reporting requirements. Several states also have laws or regulations that address safety issues (e.g., use of wireless handsets while driving) and taxation matters. In addition, wireless tower and antenna facilities are often subject to state and local zoning and land use regulation, and securing approvals for new or modified facilities is often a lengthy and expensive process.“incumbent"incumbent local exchange carrier”carrier" in 13nine states and the District of Columbia. These incumbent operations are subject to various levels of pricing flexibility and other state oversight and requirements. Verizon also has other wireline operations that are more lightly regulated. In addition, as a video services operator in many states, Verizon has been required to obtain a cable franchise from local government entities, or in some cases a state-wide franchise, and to comply with certain one-time and ongoing obligations, as a result.Environmental MattersExecutive Officers“Directors,"Directors, Executive Officers and Corporate Governance”Governance" of this Annual Report on Form 10-K for information about our executive officers.Employees2015,2018, Verizon and its subsidiaries had approximately 177,700144,500 employees. UnionsLabor unions represent approximately 25%23% of our employees.Information on Our Internet Websiteinvestors.Cautionary Statement Concerning Forward-Looking Statements“anticipates,” “believes,” “estimates,” “hopes”"anticipates," "believes," "estimates," "expects," "hopes" or similar expressions. For those statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.Securities and Exchange Commission (SEC),SEC, could affect future results and could cause those results to differ materially from those expressed in the forward-looking statements: andstrategies.strategies; and
Adverse conditions
Unfavorable economic conditions, such as a recessionoperation or economic slowdownfinancial condition.
In addition, while less than 1% of the workforce of our wireless and other businesses outside of wireline is represented by unions, we cannot predict what level of success unions may have in further organizing this workforce or the potentially negative impact it would have on our operations.
We depend on key suppliers
We depend on various key suppliers and vendors to provide us, directly or through other suppliers, with equipment and services,results of operations.
The suppliers and vendors on which we rely may also be subject to litigation with respect to technology on which we depend, including litigation involving claims of patent infringement. Such claims are frequently made in the communications industry. We are unable to predict whether our business will be affected by any such litigation. We expect our dependence on key suppliers to continue as we develop and introduce more advanced generations of technology.
Regulatory Risks
Cyber attacks impacting our networks or systems could have an adverse effect on our business.
Cyber attacks, including through the use of malware, computer viruses, dedicated denial of services attacks, credential harvesting and other means for obtaining unauthorized access to or disrupting the operation of our networks and systems and those of our suppliers, vendors and other service providers, could have an adverse effect on our business. Cyber attacks may cause equipment failures, loss of information, including sensitive personal information of customers or employees or valuable technical and marketing information, as well as disruptions to our or our customers’ operations. Cyber attacks against companies, including Verizon, have increased in frequency, scope and potential harm in recent years. Further, the perpetrators of cyber attacks are not restricted to particular groups or persons. These attacks may be committed by company employees or external actors operating in any geography, including jurisdictions where law enforcement measures to address such attacks are unavailable or ineffective, and may even be launched by or at the behest of nation states. While, to date, we have not been subject to cyber attacks which, individually or in the aggregate, have been material to our operations or financial condition, the preventive actions we take to reduce the risks associated with cyber attacks, including protection of our systems and networks, may be insufficient to repel or mitigate the effects of a major cyber attack in the future.
The inability to operate our networks and systems or those of our suppliers, vendors and other service providers as a result of cyber attacks, even for a limited period of time, may result in significant expenses to Verizon and/or a loss of market share to other communications providers. The costs associated with a major cyber attack on Verizon could include expensive incentives offered to existing customers and business partners to retain their business, increased expenditures on cyber security measures and the use of alternate resources, lost revenues from business interruption and litigation. The potential costs associated with these attacks could exceed the insurance coverage we maintain. Further, certain of Verizon’s businesses, such as those offering security solutions and infrastructure and cloud services to business customers, could be negatively affected if our ability to protect our own networks and systems is called into question as a result of a cyber attack. In addition, if we fail to prevent the theft of valuable information such as financial data, sensitive information about Verizon and intellectual property, or if we fail to protect the privacy of customer and employee confidential data against cyber attacks, it could result in lawsuits, government claims, investigations or proceedings, and damage to our reputation, which could adversely impact customer and investor confidence. Any of these occurrences could result in a material adverse effect on our results of operations and financial condition.
Natural disasters, terrorist acts or acts of war could cause damage to our infrastructure and result in significant disruptions to our operations.
Our business operations
equipment and services we need to operate our business and provide products to our customers. A natural disaster or other event causing significant physical damage could cause us to experience substantial losses resulting in significant recovery time and expenditures to resume operations. In addition, these occurrences could result in lost revenues from business interruption as well as damage to our reputation.
settlements.
In addition, the term loan agreement Verizon entered into in connection with the Wireless Transaction requires Verizon to maintain a certain leverage ratio unless Verizon’s credit ratings are at or above a certain level, which could limit Verizon’s ability to obtain additional financing in the future.
Network equipment Land, buildings and building equipment Furniture and other Wireline Wireless Other PART II 2015 Fourth Quarter Third Quarter Second Quarter First Quarter 2014 Fourth Quarter Third Quarter Second Quarter First Quarter 2018. PART III Lowell C. McAdam Roger Gurnani Marc C. Reed Diego Scotti Executive Vice President and Chief Marketing Officer Francis J. Shammo Executive Vice President and Chief Financial Officer Craig L. Silliman Anthony T. Skiadas John G. Stratton Marni M. Walden Executive Vice President and President of Product Innovation and New Businesses Central Asia Group and Chairman of Ericsson’s Modem division before becoming Chief Strategy Officer. In addition, the following table provides other equity compensation plan information: Plan category Equity compensation plans approved by security holders Equity compensation plans not approved by security holders Total PART IV Consolidated Statements of Income Consolidated Statements of Comprehensive Income Consolidated Balance Sheets Consolidated Statements of Cash Flows Consolidated Statements of Changes in Equity Notes to Consolidated Financial Statements Description Form of 2017 Restricted Stock Unit Agreement (cash-settled) pursuant to the 2017 Verizon Communications Inc. Long-Term Incentive Plan (filed as Exhibit 10c(iv) to form 10-K for period ended December 31,2017 and incorporated herein by reference).** Balance at End of Period Allowance for Uncollectible Accounts Receivable: Year 2015 (e) Year 2014 Year 2013 Valuation Allowance for Deferred Tax Assets: Year 2015 Year 2014 Year 2013177,700144,500 employees and approximately 203,000195,000 retirees as of December 31, 20152018 eligible to participate in Verizon’s benefit plans, the costs of pension benefits and active and retiree healthcare benefits have a significant impact on our profitability. Our costs of maintaining these plans, and the future funding requirements for these plans, are affected by several factors, including the continuing implementation oflegislative and regulatory uncertainty regarding the provisionspotential modification of the Patient Protection and Affordable Care Act, and the Health Care Education Reconciliation Act of 2010, increases in healthcare costs, decreases in investment returns on funds held by our pension and other benefit plan trusts and changes in the discount rate and mortality assumptions used to calculate pension and other postretirement expenses. If we are unable to limit future increases in the costs of our benefit plans, those costs could reduce our profitability and increase our funding commitments.A significant portion of our workforce is represented by labor unions, and we could incur additional costs or experience work stoppages as a result of the renegotiation of our labor contracts.As of December 31, 2015, approximately 25% of our workforce was represented by labor unions. Labor contracts covering approximately 36,300 employees of our wireline business expired on August 1, 2015. We continue to be engaged in negotiations with our unions regarding new contracts. During the course of these negotiations we could experience lengthy work stoppages, which could adversely affect our business operations, including a loss of revenue and strained relationships with customers. We cannot predict the length of any such work stoppage. Depending on the outcome of the negotiations, we may incur additional costs. In addition, while less than 1% of the workforce of our wireless and other businesses are represented by unions, we cannot predict what level of success unions may have in organizing these workforces or the potentially negative impact it would have on our costs.We are subject to a significant amount of litigation, which could require us to pay significant damages or settlements.We are subject to a substantial amount of litigation, including, from time to time, shareholder derivative suits, patent infringement lawsuits, antitrust class actions, wage and hour class actions, personal injury claims and lawsuits relating to our advertising, sales, billing and collection practices. Inaddition, our wireless business also faces personal injury and consumer class action lawsuits relating to alleged health effects of wireless phones or radio frequency transmitters, and class action lawsuits that challenge marketing practices and disclosures relating to alleged adverse health effects of handheld wireless phones. We may incur significant expenses in defending these lawsuits. In addition, we may be required to pay significant awards or settlements. property and equipment was approximately $220$253 billion at December 31, 20152018 and $231$246 billion at December 31, 2014,2017, including the effect of retirements, but before deducting accumulated depreciation. Our gross investment in property, plant property and equipment consisted of the following:At December 31, 2015 2014 78.8 % 80.0% 11.9 % 11.3% 9.3 % 8.7% 100.0 % 100.0% Our properties as a percentage of total properties are as follows:At December 31, 2015 2014 53.2 % 59.3% 45.4 % 39.5% 1.4 % 1.2% 100.0 % 100.0% At December 31, 2018 2017 Network equipment 78.0 % 78.3 % Land, buildings and building equipment 12.4 % 12.1 % Furniture and other 9.6 % 9.6 % 100.0 % 100.0 % Our properties as a percentage of total properties are as follows: At December 31, 2018 2017 Wireline 51.2 % 50.7 % Wireless 46.5 % 47.1 % Other 2.3 % 2.2 % 100.0 % 100.0 % United StatesU.S. comprised of administrative and sales offices, customer care centers, retail sales locations, garage work centers, switching centers, cell sites and data centers. Furniture and other consists of telephone equipment, furniture, data processing equipment, office equipment, motor vehicles, plant under construction and leasehold improvements. A portion of our property is subject to the liens of their respective mortgages securing funded debt.Verizon California Inc. and othercertain Verizon companies of potential violations of California state hazardous waste statutes primarily arising from the disposal of electronic components, batteries and aerosol cans at certain California facilities. We are cooperating with this investigation and continue to review our operations relating to the management of hazardous waste. While penalties relating to the alleged violations could exceed $100,000, we do not expect that any penalties ultimately incurred will be material.PART IIItem 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Exchange.Exchange under the symbol "VZ". As of December 31, 2015,2018, there were 602,700 shareowners630,756 shareholders of record.High and low stock prices, as reported on the New York Stock Exchange composite tape of transactions, and dividend data are as follows: Market Price Cash Dividend High Low Declared $ 47.23 $ 42.20 $ .565 48.26 38.06 .565 50.86 46.60 .550 49.99 45.37 .550 $ 51.73 $ 45.09 $ .550 53.66 48.20 .550 50.33 45.85 .530 49.40 45.45 .530 2014,2017, the Verizon Board of Directors authorized a three-year share buyback program to repurchase up to 100 million shares of the Company’sCompany's common stock. The program will terminate when the aggregate number of shares purchased reaches 100 million, or at the close of business on February 28, 2020, whichever is sooner. Under the program, shares may be repurchased in privately negotiated transactions and on the open market, including through plans complying with Rule 10b5-1(c) under the Exchange Act. The timing and number of shares purchased under the program, if any, will depend on market conditions and the Company’s capital allocation priorities.fourth quarter of 2015,years ended December 31, 2018 and 2017, Verizon did not repurchase any shares of VerizonVerizon’s common stock.stock under our authorized share buyback programs. At December 31, 2015,2018, the maximum number of shares that could be purchased by or on behalf of Verizon under our share buyback program was 97.2100 million.In February 2015, the Verizon Board of Directors authorized Verizon to enter into an accelerated share repurchase (ASR) agreement to repurchase $5.0 billion of the Company’s common stock. On February 10, 2015, Verizon received an initial delivery of 86.2 million shares having a value of approximately $4.25 billion. On June 5, 2015, the ASR agreement was settled and an additional 15.4 million shares were delivered to Verizon and retired. In total, 101.6 million shares were delivered under the ASR at an average repurchase price of $49.21.“Stock"Stock Performance Graph” on page 9 ofGraph" in the 20152018 Verizon Annual Report to Shareowners,Shareholders, which is incorporated herein by reference.20152018 Verizon Annual Report to ShareownersShareholders under the heading “Selected"Selected Financial Data” on page 9,Data," which is incorporated herein by reference.20152018 Verizon Annual Report to ShareownersShareholders under the heading “Management’s"Management’s Discussion and Analysis of Financial Condition and Results of Operations” on pages 10 through 31,Operations," which is incorporated herein by reference.20152018 Verizon Annual Report to ShareownersShareholders under the heading “Market Risk” on pages 31 through 32,"Management’s Discussion and Analysis of Financial Condition and Results of Operations - Market Risk," which is incorporated herein by reference.2015consolidated financial statements and related notes of Verizon Communications Inc. and Subsidiaries in the 2018 Verizon Annual Report to Shareowners on pages 38 through 75,Shareholders, which is incorporated herein by reference.2015.We are also continuing an initiative to standardize and centralize transaction-processing activities within ourDuring the fourth quarter of 2018, we implemented certain internal controls in connection with the new lease accounting processes,standard, which we expect to continue overadopted effective January 1, 2019. Other than the next several years. These initiatives will incorporate certain changes in personnel as well. In connection with these initiatives and the resulting changes in our financial systems and transaction-processing activities, the Company continues to review the design and documentation of our internal control system and to enhance our processes as needed to ensure that controls over our financial reporting remain effective.Except as noted above,above-noted change, there were no changes in the Company’s internal control over financial reporting during the fourth quarter of 20152018 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.20152018 Verizon Annual Report to Shareowners on pages 36 and 37Shareholders and are incorporated herein by reference.PART IIIItem 10. Directors, Executive Officers and Corporate Governance Name Age Office Held Since 61 Chairman and Chief Executive Officer 2011 55 Executive Vice President and Chief Information and Technology Architect 2015 57 Executive Vice President and Chief Administrative Officer 2012 43 2014 55 2010 48 Executive Vice President of Public Policy and General Counsel 2015 47 Senior Vice President and Controller 2013 54 Executive Vice President and President of Operations 2015 48 2015 Name Age Office Held Since Hans Vestberg 53 2018 Ronan Dunne 55 2019 Matthew D. Ellis 47 Executive Vice President and Chief Financial Officer 2016 Tami A. Erwin 54 2019 38 Executive Vice President and CEO - Verizon Media Group 2018 Kyle Malady 51 Executive Vice President and Chief Technology Officer 2019 Rima Qureshi 54 Executive Vice President and Chief Strategy Officer 2017 Marc C. Reed 60 Executive Vice President and Chief Administrative Officer 2012 Craig L. Silliman 51 Executive Vice President of Public Policy and General Counsel 2015 Anthony T. Skiadas 50 Senior Vice President and Controller 2013 Mr. Scotti,Hans Vestberg, who has been with the Company since 2014.2017, Ronan Dunne, who has been with the Company since 2016, K. Guru Gowrappan, who has been with the Company since 2018 and Rima Qureshi, who has been with the Company since 2017. Officers are not elected for a fixed term of office and may be removed from office at any time at the discretion of the Board of Directors.Diego ScottiMarketingStrategy Officer forof Verizon. Mr. ScottiMs. Qureshi joined the companyCompany in October 2014.November 2017. Prior to joining Verizon, Mr. ScottiMs. Qureshi served as President and Chief MarketingExecutive Officer of J. CrewEricsson North America from 20112016 to 20142017 and as Executive DirectorSenior Vice President and Chief Strategy Officer and head of Marketing at Conde Nast Publications, where he oversaw 20 printmergers and digital media brands,acquisitions of Ericsson from 20082014 to 2011. Mr. Scotti2016. Ms. Qureshi also previously served as the headVice President of global advertisingEricsson’s CDMA Mobile Systems Group, Senior Vice President of Strategic Projects, Chairman of Ericsson’s Northern Europe, Russia and brand management at American Express.“Election of Directors,” “Verizon’s governance practices—Business conduct and ethics and —Where"Governance — Where to find more information on governance at Verizon” “Our and — Business conduct and ethics," "Item 1: Election of Directors — Nominees for election," "Board and Committees — Board of Directors—Committees of the Boardcommittees — Audit Committee " and —Nomination of candidates for Director” and “Security"Stock Ownership of Certain Beneficial Owners and Management—— Section 16(a) beneficial ownership reporting compliance”Beneficial Ownership Reporting Compliance" in our definitive Proxy Statement to be filed with the Securities and Exchange Commission and delivered to shareholders in connection with our 20162019 Annual Meeting of Shareholders, which are incorporated herein by reference.“Compensation"Director Compensation" and "Executive Compensation — Compensation Discussion and Analysis,” “Compensation Tables” — Compensation Committee Report and “Compensation Committee Report”— Compensation Tables" in our definitive Proxy Statement to be filed with the Securities and Exchange Commission and delivered to shareholders in connection with our 20162019 Annual Meeting of Shareholders, which isare incorporated by reference.reference herein. There were no relationships to be disclosed under paragraph (e)(4) of Item 407 of Regulation S-K.Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters sectionssection entitled “Security"Security Ownership of Certain Beneficial Owners and Management”Management" in our definitive Proxy Statement to be filed with the SEC and delivered to shareholders in connection with our 20162019 Annual Meeting of Shareholders, which is incorporated herein by reference.20152018 for (i) all equity compensation plans previously approved by the Company’s shareholders, and (ii) all equity compensation plans not previously approved by the Company’s shareholders. SinceFrom May 9, 2009 until May 4, 2017, the Company has only issued awards under the 2009 Verizon Communications Inc. Long-Term Incentive Plan (2009and, after May 4, 2017, the Company only issued awards under the 2017 Verizon Communications. Inc. Long-Term Incentive Plan (2017 LTIP), which. Each of these plans provides for awards of stock options, restricted stock, restricted stock units, performance stock units and other equity-based hypothetical stock units to employees of Verizon and its subsidiaries. No new awards are permitted to be issued under any other equity compensation plan.plan other than the 2017 LTIP. In accordance with SEC rules, the table does not include outstanding awards that are payable solely in cash by the terms of the award, and such awards do not reduce the number of shares remaining for issuance under the 20092017 LTIP. Number of securities to
be issued upon exercise of
outstanding options,
warrants and rights (a) Weighted-average
exercise price of
outstanding options,
warrants and rights (b) Number of securities
remaining available for
future issuance under
equity compensation
plans (excluding
securities reflected in
column (a)) (c) 13,973,750 (1) $ — (2) 94,559,440 (3) 200,872 (4) — — 14,174,622 $ — 94,559,440 (1)This amount includes: 13,957,706 shares of common stock subject to outstanding restricted stock units and performance stock units, and 16,044 shares subject to outstanding deferred stock units, in each case including dividend equivalents accrued on such awards through December 31, 2015. This does not include performance stock units, deferred stock units and deferred share equivalents payable solely in cash.(2)Verizon’s outstanding restricted stock units, performance stock units and deferred stock units do not have exercise prices associated with the settlement of these awards.(3)This number reflects the number of shares of common stock that remained available for future issuance under the 2009 LTIP.(4)This number reflects shares subject to deferred stock units credited to the Verizon Income Deferral Plan, which were awarded in 2002 under the Verizon Communications Broad-Based Incentive Plan. No new awards are permitted to be issued under this plan.Plan Category Number of securities to be issued upon exercise of outstanding options, warrants and rights (a) Weighted-average exercise price of outstanding options, warrants and rights (b) Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (c) Equity compensation plans approved by security holders 10,570,146 $ — 89,179,103 Equity compensation plans not approved by security holders 158,284 — — Total 10,728,430 $ — 89,179,103 “Verizon’s Governance Practices –"Governance — Related persons transactions”person transactions" and “Our Board"Item 1: Election of Directors – Independence”— Independence" in our definitive Proxy Statement to be filed with the Securities and Exchange Commission and delivered to shareholders in connection with our 20162019 Annual Meeting of Shareholders, which are incorporated by reference.“Ratification"Audit Matters — Item 2: Ratification of Appointment of Independent Registered Public Accounting Firm”Firm" in our definitive Proxy Statement to be filed with the Securities and Exchange Commission and delivered to shareholders in connection with our 20162019 Annual Meeting of Shareholders, which are incorporated by reference.PART IVItem 15. Exhibits, Financial Statement Schedules Page (1) (1 ) Report of Management on Internal Control Over Financial Reporting * (2) (2 ) Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting * (3) (3 ) Report of Independent Registered Public Accounting Firm on Financial Statements * Financial Statements covered by Report of Independent Registered Public Accounting Firm: * * * * * * * Incorporated herein by reference to the appropriate portions of the registrant’s Annual Report to ShareownersShareholders for the fiscal year ended December 31, 2015.2018. (See Part II.) (4) (4 ) Financial Statement Schedule II – Valuation and Qualifying Accounts 28 (5) Exhibits (5 ) 3a Restated Certificate of Incorporation of Verizon Communications Inc. (Verizon) (filed as Exhibit 3a to Form 10-Q for the period ended June 30, 2014 and incorporated herein by reference). 3b Bylaws of Verizon, as amended and restated, effective as of June 4, 2015November 1, 2018 (filed as Exhibit 3b to Form 8-K filed on June 8, 2015November 2, 2018 and incorporated herein by reference).4a Indenture between Verizon, both individually and as successor in interest to Verizon Global Funding Corp., and U.S. Bank National Association, as successor trustee to Wachovia Bank, National Association, formerly known as First Union National Bank, as Trustee, dated as of December 1, 2000 (incorporated by reference to Verizon Global Funding Corp.’s Registration Statement on Form S-4, Registration No. 333-64792, Exhibit 4.1). 4b First Supplemental Indenture between Verizon, both individually and as successor in interest to Verizon Global Funding Corp., and U.S. Bank National Association, as successor trustee to Wachovia Bank, National Association, formerly known as First Union National Bank, as Trustee, dated as of May 15, 2001 (incorporated by reference to Verizon Global Funding Corp.’s Registration Statement on Form S-3, Registration No. 333-67412, Exhibit 4.2). 4c Second Supplemental Indenture between Verizon, both individually and as successor in interest to Verizon Global Funding Corp., and U.S. Bank National Association, as successor trustee to Wachovia Bank, National Association, formerly known as First Union National Bank, as Trustee, dated as of September 29, 2004 (incorporated by reference to Form 8-K filed on February 9, 2006, Exhibit 4.1). 4d Third Supplemental Indenture between Verizon, both individually and as successor in interest to Verizon Global Funding Corp., and U.S. Bank National Association, as successor trustee to Wachovia Bank, National Association, formerly known as First Union National Bank, as Trustee, dated as of February 1, 2006 (incorporated by reference to Form 8-K filed on February 9, 2006, Exhibit 4.2). Fourth Supplemental Indenture between Verizon, both individually and as successor in interest to Verizon Global Funding Corp., and U.S. Bank National Association, as successor trustee to Wachovia Bank, National Association, formerly known as First Union National Bank, as Trustee, dated as of April 4, 2016 (incorporated by reference to Verizon Communications Inc.’s Registration Statement on Form S-4, Registration No. 333-212307, Exhibit 4.5). Except for Exhibits 4a – 4d4e above, no other instrument which defines the rights of holders of long-term debt of Verizon and its consolidated subsidiaries is filed herewith pursuant to Regulation S-K, Item 601(b)(4)(iii)(A). Pursuant to this regulation, Verizon hereby agrees to furnish a copy of any such instrument to the SEC upon request.10a NYNEX Directors’ Charitable Award Program (filed as Exhibit 10i to Form 10-K for the year ended December 31, 2000 and incorporated herein by reference).** 10b 2009 Verizon Long-Term Incentive Plan, As Amended and Restated (incorporated by reference to Appendix D of the Registrant’s Proxy Statement included in Schedule 14A filed on March 18, 2013).** 10b(i) Form of 2011 Special Performance Stock Unit Agreement (filed as Exhibit 10 to Form 10-Q for the period ended September 30, 2011 and incorporated by reference).**10b(ii)Performance Stock Unit Agreement 2013-20152016-2018 Award Cycle (filed as Exhibit 10a to Form 10-Q for the period ended March 31, 20132016 and incorporated herein by reference).** 10b(iii) Form of Restricted Stock Unit Agreement 2013-20152016-2018 Award Cycle (filed as Exhibit 10b to Form 10-Q for the period ended March 31, 20132016 and incorporated herein by reference).** 10b(iv) Form of 2017 Performance Stock Unit Agreement 2014-2016 Award Cyclepursuant to the 2009 Verizon Communications Inc. Long-Term Incentive Plan. (filed as Exhibit 10a to Form 10-Q for the period ended March 31, 20142017 and incorporated herein by reference).** 10b(v) Form of 2017 Restricted Stock Unit Agreement 2014-2016 Award Cyclepursuant to the 2009 Verizon Communications Inc. Long-Term Incentive Plan (filed as Exhibit 10b to Form 10-Q for the period ended March 31, 20142017 and incorporated herein by reference).**2017 Special Performance Stock Unit Agreement pursuant to the 2009 Verizon Communications Inc. Long-Term Incentive Plan for J. Stratton (filed as Exhibit 10c to Form 10-Q for the period ended March 31, 2017 and incorporated herein by reference).** 2017 Verizon Communications Inc. Long-Term Incentive Plan (incorporated by reference to Appendix B of the Registrant’s Proxy Statement included in Schedule 14A filed on March 20, 2017).** Form of 2017 Performance Stock Unit Agreement pursuant to the 2017 Verizon Communications Inc. Long-Term Incentive Plan. (filed as Exhibit 10a to Form 10-Q for the period ended June 30, 2017 and incorporated herein by reference).** Form of 2017 Restricted Stock Unit Agreement pursuant to the 2017 Verizon Communications Inc. Long-Term Incentive Plan (filed as Exhibit 10b to Form 10-Q for the period ended June 30, 2017 and incorporated herein by reference).** 2017 Special Restricted Stock Unit Agreement pursuant to the 2017 Verizon Communications Inc. Long-Term Incentive Plan (filed as Exhibit 10c to Form 10-Q for the period ended June 30, 2017 and incorporated herein by reference).** 10b(vi) Form of 2018 Performance Stock Unit Agreement 2015-2017 Award Cyclepursuant to the 2017 Verizon Communications Inc. Long-Term Incentive Plan (filed as Exhibit 10a to Form 10-Q for the period ended March 31, 20152018 and incorporated herein by reference).** 10b(vii) 2015-2017 Award Cyclepursuant to the 2017 Verizon Communications Inc. Long-Term20152018 and incorporated herein by reference).**10c 2018 Special Performance Stock Unit Agreement pursuant to the 2017 Verizon Communications Inc. Long-Term Incentive Plan for H. Vestberg (filed as Exhibit 10 to Form 10-Q for the period ended September 30, 2018 and incorporated herein by reference)** 2018 Restricted Stock Unit Agreement for G. Gowrappan pursuant to the 2017 Verizon Communications Inc. Long-Term Incentive Plan, filed herewith. Special Performance Restricted Stock Unit Agreement for R. Dunne pursuant to the 2017 Verizon Communications Inc. Long-Term Incentive Plan, filed herewith. Special Performance Restricted Stock Unit Agreement for G. Gowrappan pursuant to the 2017 Verizon Communications Inc. Long-Term Incentive Plan, filed herewith. Amendment to Special Performance Restricted Stock Unit Agreement for G. Gowrappan pursuant to the 2017 Verizon Communications Inc. Long-Term Incentive Plan, filed herewith. Verizon Short-Term Incentive Plan, As Amended and Restated (incorporated by reference to Appendix C of the Registrant’s Proxy Statement included in Schedule 14A filed on March 23, 2009).** 10d Verizon Executive Deferral Plan (filed as Exhibit 10e to Form 10-K for period ended December 31, 2017 and incorporated herein by reference).** Verizon Income Deferral Plan (filed as Exhibit 10f to Form 10-Q for the period ended June 30, 2002 and incorporated herein by reference).** 10d(i) Description of Amendment to Plan (filed as Exhibit 10o(i) to Form 10-K for the year ended December 31, 2004 and incorporated herein by reference).** 10e Verizon Excess Pension Plan (filed as Exhibit 10p to Form 10-K for the year ended December 31, 2004 and incorporated herein by reference).** 10e(i) Description of Amendment to Plan (filed as Exhibit 10p(i) to Form 10-K for the year ended December 31, 2004 and incorporated herein by reference).** 10f GTE’s Executive Salary Deferral Plan, as amended (filed as Exhibit 10.10 to GTE’s Form 10-K for the year ended December 31, 1998, File No. 1-2755 and incorporated herein by reference).** 10g Bell Atlantic Senior Management Long-Term Disability and Survivor Protection Plan, as amended (filed as Exhibit 10h to Form SE filed on March 27, 1986 and Exhibit 10b(ii) to Form 10-K for the year ended December 31, 1997 and incorporated herein by reference).** 10h fGTEGTE Executive Retiree Life Insurance Plan (filed as Exhibit 10q to Form 10-K for the year ended December 31, 2010 and incorporated herein by reference).** 10i Verizon Executive Life Insurance Plan, As Amended and Restated September 2009 (filed as Exhibit 10s to Form 10-K for the year ended December 31, 2010 and incorporated herein by reference).** 10j Verizon Executive Deferral Plan (filed as Exhibit 10e to Form 10-Q for the period ended June 30, 2009 and incorporated herein by reference).**10k Form of Aircraft Time Sharing Agreement (filed as Exhibit 10v10l to Form 10-K for the year ended December 31, 201031,2017 and incorporated herein by reference).**10l NYNEX Deferred Compensation Plan for Non-Employee Directors (filed as Exhibit 10gg to NYNEX’s Registration Statement No. 2-87850, File No. 1-8608 and incorporated herein by reference).**10m Amendment to NYNEX Deferred Compensation Plan for Non-Employee Directors (filed as Exhibit 10iii 5a to NYNEX’s Quarterly Report on Form 10-Q for the period ended June 30, 1996, File No. 1-8608 and incorporated herein by reference).** Verizon Senior Manager Severance Plan (filed as Exhibit 10d to Form 10-Q for the period ended March 31, 2010 and incorporated herein by reference).** 10o Term Loan Credit Agreement, dated as of October 1, 2013, among Verizon, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (filed as Exhibit 10.1 to Form 8-K filed on October 3, 2013 and incorporated herein by reference).10p Securities Purchase Agreement, dated as of February 5, 2015, by and between Frontier Communications Corporation and Verizon Communications Inc. (filed as Exhibit 10q to Form 10-K for the year ended December 31, 2014 and incorporated herein by reference).12 Computation of Ratio of Earnings to Fixed ChargesAOL Inc. Long-Term Incentive Plan, filed herewith.13 Founders’ Grant Unit Agreement for T. Armstrong pursuant to the AOL Inc. Long-Term Incentive Plan, filed herewith. Portions of Verizon’s Annual Report to ShareownersShareholders for the fiscal year ended December 31, 20152018 filed herewith. Only the information incorporated by reference into this Form 10-K is included in the exhibit.21 List of principal subsidiaries of Verizon, filed herewith. 23 Consent of Ernst & Young LLP, filed herewith. 31.1 Powers of Attorney, filed herewith. Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith. 31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith. 32.1 Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith. 32.2 Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith. 101.INS 101.INS XBRL Instance Document. 101.SCH 101.SCH XBRL Taxonomy Extension Schema Document. 101.PRE 101.PRE XBRL Taxonomy Presentation Linkbase Document. 101.CAL 101.CAL XBRL Taxonomy Calculation Linkbase Document. 101.LAB 101.LAB XBRL Taxonomy Label Linkbase Document. 101.DEF 101.DEF XBRL Taxonomy Extension Definition Linkbase Document. ** ** Indicates management contract or compensatory plan or arrangement. 2015, 20142018, 2017 and 20132016 (dollars in millions) Additions Description Balance at
Beginning of
Period Charged to
Expenses Charged to
Other Accounts
Note (a)(b) Deductions
Note (c)(d) $ 739 $ 1,610 $ 200 $ 1,512 $ 1,037 645 1,095 141 1,142 739 641 993 162 1,151 645 $ 1,841 $ 237 $ 1,701 $ 365 $ 3,414 1,685 505 5 354 1,841 2,096 235 64 710 1,685 (dollars in millions) Additions Description Balance at
Beginning of
Period Charged to
Expenses Allowance for Uncollectible Accounts Receivable: Year 2018 $ 1,199 $ 776 $ 216 $ 1,261 $ 930 Year 2017 1,146 1,167 205 1,319 1,199 Year 2016 1,037 1,420 150 1,461 1,146 Additions Description Balance at
Beginning of
Period Charged to
Expenses Balance at End of Period Valuation Allowance for Deferred Tax Assets: Year 2018 $ 3,293 $ 251 $ 112 $ 915 $ 2,741 Year 2017 2,473 765 273 218 3,293 Year 2016 3,414 146 47 1,134 2,473 (a)Allowance for UncollectibleCharged to Other Accounts Receivable primarily includes amounts previously written off which were credited directly to this account when recovered.(b)Valuation Allowance for Deferred Tax Assets includes a current year increase to the valuation allowance as a result of the acquisition of AOL in 2015 andDeductions primarily include amounts charged to equity and reclassifications from other balance sheet accounts.(c)Amounts written off as uncollectible or transferred to other accounts or utilized.(d)Reductions to valuation allowances related to deferred tax assets. (e)Allowance for Uncollectible Accounts Receivable includes approximately $155 million at December 31, 2015 related to long-term device installment plan receivables.
VERIZON COMMUNICATIONS INC. | ||||||||
By: | /s/ Anthony T. Skiadas | Date: February 15, 2019 | ||||||
Anthony T. Skiadas Senior Vice President and Controller |
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Principal Executive Officer: | ||||||
/s/ Hans E. Vestberg | Chief Executive Officer | February 15, 2019 | ||||
Hans E. Vestberg | ||||||
Principal Financial Officer: | ||||||
/s/
| Executive Vice President and Chief Financial Officer | February 15, 2019 | ||||
Matthew D. Ellis | ||||||
Principal Accounting Officer: | ||||||
/s/ Anthony T. Skiadas | Senior Vice President and Controller | February 15, 2019 | ||||
Anthony T. Skiadas |
| Director | February 15, 2019 |
Lowell C. McAdam | ||
* | Director | February 15, 2019 |
Hans E. Vestberg | ||
* | Director | February 15, 2019 |
Shellye L. Archambeau | ||
* | Director | February 15, 2019 |
Mark T. Bertolini | ||
* | Director | February 15, 2019 |
Richard L. Carrión | ||
* | Director | February 15, 2019 |
Melanie L. Healey | ||
* | Director | February 15, 2019 |
M. Frances Keeth | ||
* | Director | February 15, 2019 |
Clarence Otis, Jr. | ||
* | Director | February 15, 2019 |
Daniel H. Schulman | ||
* | Director | February 15, 2019 |
Rodney E. Slater | ||
* | Director | February 15, 2019 |
Kathryn A. Tesija | ||
* | Director | February 15, 2019 |
Gregory G. Weaver | ||
* By: /s/ Anthony T. Skiadas | ||
Anthony T. Skiadas |
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