Material Event Form 8 K

On June 25, 2024, Verizon Master Trust (the "Trust"), a Delaware statutory trust, and Cellco Partnership d/b/a Verizon Wireless ("Cellco") entered into an Underwriting Agreement (the "Underwriting Agreement") with Citigroup Global Markets Inc., Barclays Capital Inc., BNP Paribas Securities Corp. and Truist Securities, Inc., acting on behalf of themselves and as representatives of the several underwriters named therein, for the sale of certain notes of Series 2024-4. On or about June 28, 2024 (the "Closing Date"), the Trust will issue the following classes of notes in the following amounts: (i) Class A-1a Asset-Backed Notes with an initial note balance of $288,686,000; (ii) Class A-1b Asset-Backed Notes with an initial note balance of $245,918,000; (iii) Class B Asset-Backed Notes with an initial note balance of $40,872,000; and (iv) Class C Asset-Backed Notes with an initial note balance of $24,524,000(collectively, the "Notes"). Attached as Exhibit 1.1 is the Underwriting Agreement.