Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal


           Year.


On September 30, 2022, the Board of Directors of Verizon Communications Inc. (the Company) amended and restated the Company's Bylaws, effective on that date. The amendments (i) conform Section 3.07 regarding availability of the list of shareholders entitled to vote at a meeting of shareholders to the requirements of the Delaware General Corporation Law, as recently amended, and (ii) address in Sections 3.06 and 3.09 matters regarding nominations of directors and solicitations of proxies, including compliance with Rule 14a-19 under the Securities Exchange Act of 1934, as amended.

This description is qualified in its entirety by reference to the text of the Company's amended and restated Bylaws, which are attached as Exhibit 3b to this Report.

Item 9.01. Financial Statements and Exhibits.




(d)  Exhibits.

Exhibit
Number       Description

3b             Bylaws of Verizon Communications Inc., as amended and restated,
             effective as of September 30, 2022.

104          Cover Page Interactive Data File (formatted as inline XBRL with
             applicable taxonomy extension information contained in Exhibits 101).

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