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| Summary
Compensation Table |
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|
Long-Term
Compensation |
|
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|
|
|
|
| (a) |
(b) |
(c) |
(d) |
(e) |
(f) |
(g) |
(h) |
(i) |
|
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| |
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|
Other
Annual |
Stock
|
Underlying |
LTIP
|
All
Other |
|
Name
and
|
|
Salary
|
Bonus
|
Compensation |
Award(s)
|
Options/SARs |
Payouts
|
Compensation |
|
| Principal
Position |
Year |
($000s) |
($000s) |
($000s) |
($000s) |
Granted
(#) |
($000s) |
($000s) |
|
|
| Ivan
G. Seidenberg |
2004 |
|
1,557.7
|
1
|
3,375.0 |
|
114.0 |
2
|
6,300.1 |
3
|
468,300 |
4
|
|
|
1,719.5 |
5
|
|
Chairman
& CEO
|
2003 |
|
1,500.0
|
|
2,775.0 |
|
188.8 |
|
4,200.9 |
|
492,200 |
|
2,515.2 |
|
1,662.1 |
|
|
| |
2002 |
|
1,500.0 |
|
2,700.0 |
|
147.5 |
|
|
|
752,900 |
|
2,289.7 |
|
2,877.2 |
|
|
|
| Lawrence
T. Babbio, Jr. |
2004 |
|
1,106.8 |
1
|
1,760.6 |
|
621.7 |
2
|
3,201.3 |
3
|
238,000 |
|
|
|
1,317.5 |
5
|
|
Vice Chairman & President
|
2003 |
|
1,035.0 |
|
1,418.0 |
|
626.5 |
|
2,073.5 |
|
242,600 |
|
|
|
1,286.5 |
|
|
| |
2002 |
|
1,033.7 |
|
1,470.0 |
|
624.9 |
|
|
|
324,700 |
|
|
|
1,778.8 |
|
|
|
Dennis
F. Strigl
|
2004 |
|
950.0 |
|
1,862.0 |
|
183.3 |
2
|
3,769.1 |
3
|
211,900 |
|
|
|
999.2 |
5
|
|
Executive
Vice President &
|
2003 |
|
875.0 |
|
1,540.0 |
|
154.9 |
|
1,753.6 |
|
205,100 |
|
|
|
850.5 |
|
|
| President
& CEO |
2002 |
|
800.0 |
|
1,200.0 |
|
135.6 |
|
|
|
251,000 |
|
|
|
704.6 |
|
|
| Verizon
Wireless Joint Venture |
|
|
William
P. Barr
|
2004 |
|
802.9 |
1
|
1,044.9 |
|
38.1 |
2
|
1,973.8 |
3
|
146,700 |
|
|
|
653.9 |
5
|
|
| Executive
Vice President & |
2003 |
|
750.0 |
|
834.0 |
|
36.0 |
|
1,279.5 |
|
149,700 |
|
|
|
648.3 |
|
|
| General
Counsel |
2002 |
|
724.0 |
|
783.0 |
|
51.3 |
|
|
|
193,400 |
|
646.1 |
|
733.6 |
|
|
|
Doreen
A. Toben
|
2004 |
|
776.9 |
1
|
1,012.5 |
|
52.72 |
2
|
1,912.8 |
3
|
142,200 |
|
|
|
784.7 |
5
|
|
| Executive
Vice President & |
2003 |
|
765.4 |
|
777.0 |
|
37.7 |
|
1,190.9 |
|
139,500 |
|
|
|
772.2 |
|
|
| CFO |
2002 |
|
553.0 |
|
840.0 |
|
78.1 |
|
|
|
124,300 |
|
|
|
517.7 |
|
|
|
|
| 1
|
In
2004, all Verizon employees paid on a bi-weekly
pay cycle received an additional paycheck.
The column “Salary” includes this
additional salary earned in 2004 as a result
of the additional pay cycle during the year
for Messrs. Seidenberg, Babbio, Barr and Ms.
Toben in the amounts of $57,692; $39,808;
$28,885; and $26,923, respectively. |
| 2
|
For
2004, the column “Other Annual Compensation”
includes: incremental costs for personal use
of Company aircraft by Messrs. Seidenberg,
Strigl and Ms. Toben in the amounts of: $63,331;
$126,391; and $20,917 respectively; imputed
income for the personal use of Company apartment,
and related tax reimbursements for Mr. Babbio
of $277,310 and $271,276, respectively; and
flexible spending allowances for Messrs. Seidenberg
and Barr and Ms. Toben in the amounts of:
$36,000; $31,000; and $26,000, respectively. |
| 3
|
The
data reflects the dollar value of the Performance
Stock Unit grant of restricted stock units
based on the average price of Verizon common
stock on the grant date, February 4, 2004.
These units vest in three years subject to
meeting certain performance measures. For
Mr. Strigl, this value also reflects an additional
grant of time-vested restricted stock units
that also vest in three years. On each dividend
payment date, additional restricted units
are credited to the participant’s account.
The number of restricted stock units is determined
by dividing the dividend that would have been
paid on the shares represented by the restricted
stock units in the participant’s account
by the average price of the Company’s
common stock on the New York Stock Exchange
Composite Transaction Tape on the dividend
payment date. Messrs. Seidenberg, Babbio,
Strigl, and Barr and Ms. Toben hold a total
of: 176,609; 89,742; 105,659; 55,333; and
53,623 restricted stock units, respectively,
which had a dollar value of: $7,154,444; $3,635,440;
$4,280,229; $2,241,528; and $2,172,250, respectively,
based upon the closing price of Verizon common
stock on December 31, 2004. |
| 4
|
The
estimated value of Mr. Seidenberg’s
total Long-Term Compensation Award in 2004,
2003 and 2002 was approximately $10.5 million,
$10.5 million (including for 2004 and 2003
the Restricted Stock Award reflected in the
table), and $12 million, respectively. |
| 5
|
For
2004, the column “All Other Compensation”
includes: Company contributions to qualified
plans for Messrs. Seidenberg, Babbio, Strigl,
and Barr and Ms. Toben in the amounts of $9,491;
$9,870; $12,300; $9,535; and $9,870, respectively;
and contributions by the Company and its related
companies to the non-qualified Income Deferral
Plan accounts of Messrs. Seidenberg, Babbio,
Strigl, and Barr and Ms. Toben in the amounts
of: $1,527,246; $1,130,633; $845,450; $529,514;
and $672,220, respectively. As a result of
provisions of the Sarbanes-Oxley Act of 2002,
the Company suspended premium payments as
of July 2002 under its split-dollar insurance
program for senior managers, including its
executive officers. To date, the Securities
and Exchange Commission has not provided guidance
as to whether the provisions in the Sarbanes-Oxley
Act apply to these types of arrangements.
Accordingly, as of December 2003, the Company’s
split-dollar life insurance program was terminated,
and the Company recovered all premiums it
had paid under the program. In order to maintain
commensurate life insurance benefits for senior
managers, the policies have been converted
to a bonus plan. For 2004, the value of premiums
and related tax reimbursements paid by the
Company for Messrs. Seidenberg, Babbio, Strigl,
and Barr and Ms. Toben are: $182,738; $176,998;
$141,477; $114,831 and $102,583, respectively.
As disclosed in previous proxy statements,
Messrs. Seidenberg, Babbio and Barr waived
their rights to receive their deferred bonus
payments of $3.8 million, $2.0 million and
$500,000, respectively, in exchange for the
Company’s entering into a split-dollar
insurance arrangement for their benefit. These
amounts were previously included in the summary
compensation table in the Company’s
proxy statements. Under these arrangements,
the insurance premiums paid by the Company
would ultimately be returned to the Company.
The present value after-tax costs of these
arrangements to the Company were designed
to be equivalent to the after-tax costs to
the Company of these waived deferred compensation
obligations. Thus, the arrangements were cost
neutral to the Company at the time they were
entered into. For the reasons stated above,
the Company has determined that it will not
make any additional premium payments to split-dollar
policies. The amounts previously waived by
Messrs. Seidenberg, Babbio and Barr (plus
an amount that would have accrued in a market-based
investment account since the date the amounts
were waived) were returned to their respective
accounts under the Verizon Income Deferral
Plan: approximately $5.1 million, $2.4 million
and $605,000, respectively. The policies will
remain the property of Messrs. Seidenberg,
Babbio and Barr at a reduced benefit level
until cancellation or termination. Verizon
expects to eventually recover all of the insurance
premiums previously paid towards the policies.
|
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|
| The
following table provides information as to options and
stock appreciation rights (referred to as SARs) exercised
by each of the named executive officers during 2004. The
table sets forth the value of options and stock appreciation
rights held by such officers at year-end measured in terms
of the closing price of Verizon common stock on December
31, 2004. |
| Aggregated
Option/SAR Exercises in Last Fiscal Year and FY-End
Option/SAR Values |
|
|
| |
|
|
|
|
Number
of Securities |
|
Value
of Unexercised |
|
| |
Shares |
|
Value |
|
Underlying Options/SARs |
|
In-the-Money
Options/SARs |
|
| |
Acquired
on |
|
Realized |
|
at F-Y-End (#) |
|
at
F-Y-End ($000s) |
|
|
| Name |
Exercise
(#) |
|
($000s) |
|
Exercisable |
|
Unexercisable |
|
Exercisable |
|
Unexercisable |
|
|
| Ivan
G. Seidenberg |
95,999.0 |
|
671.9 |
|
3,957,311 |
|
1,047,402 |
|
3,847.2 |
|
2,407.2 |
|
| Lawrence
T. Babbio, Jr. |
42,849.0 |
|
530.3 |
|
2,375,884 |
|
507,968 |
|
203.6 |
|
1,213.5 |
|
| Dennis
F. Strigl |
— |
|
— |
|
1,263,670 |
|
432,302 |
|
172.5 |
|
1,066.1 |
|
| William
P. Barr |
— |
|
— |
|
1,173,633 |
|
310,967 |
|
179.5 |
|
748.2 |
|
| Doreen
A. Toben |
3,000.0 |
|
17.4 |
|
651,140 |
|
276,634 |
|
126.8 |
|
717.9 |
|
|
|
| The
following table shows all grants of options to the named
executive officers during 2004. Pursuant to SEC rules,
the table also shows the grant date present value of these
options based upon a Black-Scholes valuation method. |
| Option/SAR
Grants in Last Fiscal Year |
|
| |
Individual
Grants |
|
Value
($000s) |
|
|
|
|
|
|
| |
Underlying |
|
Granted
to |
|
Exercise
or |
|
|
|
|
|
|
| |
Options/SARs |
|
Employees
in |
|
Base
Price |
|
Expiration |
|
Grant
Date |
|
|
| Name |
Granted |
|
Fiscal
Year |
|
($/Sh) |
|
Date |
|
Present
Value |
|
|
|
| Ivan
G. Seidenberg |
468,300 |
1
|
2.8
% |
|
36.7500 |
|
2/3/2014 |
|
4,200.7 |
2
|
|
| Lawrence
T. Babbio, Jr. |
238,000 |
1
|
1.4
% |
|
36.7500 |
|
2/3/2014 |
|
2,134.9 |
2
|
|
| Dennis
F. Strigl |
211,900 |
1
|
1.3
% |
|
36.7500 |
|
2/3/2014 |
|
1,900.7 |
2
|
|
| William
P. Barr |
146,700 |
1
|
0.9
% |
|
36.7500 |
|
2/3/2014 |
|
1,315.9 |
2
|
|
| Doreen
A. Toben |
142,200 |
1
|
0.8 % |
|
36.7500 |
|
2/3/2014 |
|
1,275.5 |
2
|
|
|
|
|
| 1
|
One-third
of the options are exercisable on February 4, 2005;
two thirds are exercisable on February 4, 2006;
and the balance is exercisable on February 4, 2007.
|
| 2
|
These estimated
hypothetical values are based upon the Black-Scholes
valuation method using the following assumptions:
potential option term, 10 years; risk free rate
of return, 4.27%; expected volatility, 34.58%; expected
dividend yield, 4.39%; potential expected time to
exercise, 10 years; and a premium for reload and
deferral features. |
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