8-K 1 d464695d8k.htm VERIZON COMMUNICATIONS INC. -- FORM 8-K Verizon Communications Inc. -- Form 8-K





Washington, D.C. 20549



Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report: January 8, 2013

(Date of earliest event reported)


(Exact name of registrant as specified in its charter)



Delaware   1-8606   23-2259884


(State or other jurisdiction of incorporation)

  (Commission File Number)   (I.R.S. Employer Identification No.)


140 West Street

New York, New York



(Address of principal executive offices)

      (Zip Code)


Registrant’s telephone number, including area code:   (212) 395-1000


Not Applicable

(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Item 7.01 Regulation FD Disclosure.

On January 8, 2013, in connection with the Consumer Electronics Show in Las Vegas, Dan Mead, President and CEO of Verizon Wireless gave an update on Verizon Wireless’s (“Verizon”) fourth quarter 2012 performance.

Verizon expects 2.1 million retail postpaid net additions, total smartphone activations of 9.8 million with a higher mix of Apple smartphones, and stronger indirect channel performance in the fourth quarter of 2012. This will result in fourth quarter 2012 segment EBITDA service margin to be slightly lower than that of fourth quarter 2011.

The information provided pursuant to this Item 7.01 is “furnished” and shall not be deemed to be “filed” with the Securities and Exchange Commission or incorporated by reference in any filing under the Securities Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing.


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.



Verizon Communications Inc.                            


January 8, 2013


/s/ Robert J. Barish

                  Robert J. Barish  
                  Senior Vice President and Controller