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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. At the Annual Meeting of Stockholders of VeriSign, Inc. (the “Company”) held on May 21, 2026, the Company’s stockholders approved the Amendment and Restatement of the VeriSign, Inc. 2006 Equity Incentive Plan (the “Amended 2006 Plan”). The Company’s Board of Directors previously approved the Amended 2006 Plan, subject to stockholder approval. The A…
of Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Results of Operations and Financial Condition. On February 5, 2026, VeriSign, Inc. (the “Company”) announced its financial results for the fiscal quarter and year ended December 31, 2025. A copy of this press release is attached hereto as Exhibit 99.1. The Company is required to disclose annually the following non-guarantor subsidiary financial information pursuant to section 4.2(d) of the indentures governing the Company’s senior notes due 2027: As of December 31, 2025, the Company’s non-gua…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On November 21, 2025, Dr. Timothy Tomlinson, 75, submitted his resignation to the Board of Directors of VeriSign, Inc. (the “Company”), for personal reasons related to his family and other business interests. The Board wishes to recognize Dr. Tomlinson’s long-standing contributions to the Company dating back to its founding and wishes him only the…
of Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Effective October 6, 2025, the Board of Directors (the "Board") of VeriSign, Inc. (the "Company") appointed Matthew J. Desch to the Board, increasing the size of the Board from seven to eight directors. Mr. Desch currently serves as Chief Executive Officer and a director of Iridium Communications Inc., a global mobile, voice, and data satellite com…
Other Events. On July 28, 2025, VeriSign, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Berkshire Hathaway Consolidated Pension Plan Master Trust and Burlington Northern Santa Fe, LLC Master Retirement Trust (together, the “Selling Stockholders”) and J.P. Morgan Securities LLC (the “Underwriter”), relating to the offer and sale (the “Offering”) by the Selling Stockholders of 4,300,000 shares of common stock, par value $0.001 per share, of the…
of Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Other Events. Effective July 24, 2025, the Company’s Board of Directors authorized the repurchase of common stock in the amount of $913.1 million, in addition to the $586.9 million that remained available for repurchases under the prior share repurchase authorization, for a total repurchase authorization of up to $1.50 billion under the program. The share repurchase program has no expiration date. Purchases made under the share repurchase program can be effected through open market transactio…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On June 10, 2025, Thomas F. Frist, III submitted his resignation to the Board of Directors of VeriSign, Inc. (the "Company"), citing other personal and professional time commitments. The Board has accepted his resignation effective today. The Board expresses its sincere appreciation for Mr. Frist’s 10 years of service to the Company and wishes him…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As previously announced, George E. Kilguss III, Executive Vice President and Chief Financial Officer of VeriSign, Inc. (the “Company”), retired from the Company effective May 31, 2025. In connection with Mr. Kilguss’ retirement, on May 30, 2025, the Company entered into a Letter Agreement for Consulting Services (the “Consulting Agreement”) with Mr…
Material Modification to Rights of Security Holders The information set forth in
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As previously announced, on February 13, 2025 the Board appointed John D. Calys, the Company’s Senior Vice President, Global Controller and Chief Accounting Officer, to succeed its current Chief Financial Officer, George Kilguss, upon his retirement on May 31, 2025. On April 22, 2025, in connection with Mr. Calys’ appointment as the Company’s Execu…
of Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Entry Into Material Definitive Agreement. On March 11, 2025, VeriSign, Inc. (the “Company”) completed a registered offering (the “Offering”) of $500 million aggregate principal amount of the Company’s 5.250% Senior Notes due 2032 (the “Notes”). The Offering has been registered under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to a registration statement on Form S-3 (Registration No. 333-285483) of the Company (the “Registration Statement”), and the prospectus suppl…
Other Events. On March 4, 2025 , VeriSign, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, BofA Securities, Inc. and U.S. Bancorp Investments, Inc., with respect to a registered offering (the “Offering”) of $500 million aggregate principal amount of the Company’s 5.250% Senior Notes due 2032 (the “Notes”). The Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K. The Offering has been regi…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On February 10, 2025, George E. Kilguss III, Executive Vice President and Chief Financial Officer of VeriSign, Inc. (the “Company”), informed the Company’s Board of Directors (the “Board”) of his intention to retire, effective May 31, 2025. The Board has appointed John D. Calys, the Company’s Senior Vice President, Global Controller and Chief Accou…
Results of Operations and Financial Condition. On February 6, 2025, VeriSign, Inc. (the “Company”) announced its financial results for the fiscal quarter and year ended December 31, 2024. A copy of this press release is attached hereto as Exhibit 99.1. The Company is required to disclose annually the following non-guarantor subsidiary financial information pursuant to section 4.2(d) of the indentures governing the Company’s senior notes due 2025 and 2027: As of December 31, 2024, the Company’…
Entry into a Material Definitive Agreement. On November 25, 2024, VeriSign, Inc. (the “Company”) and the Internet Corporation for Assigned Names and Numbers (“ICANN”) entered into the renewal of the .com Registry Agreement (the “Agreement”), which amends and restates in its entirety the .com Registry Agreement, dated December 1, 2012, as amended on October 20, 2016, March 27, 2019, and March 27, 2020 (the “Prior Agreement”). The Agreement is effective as of December 1, 2024. The current term…
of Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Regulation FD Disclosure. On August 2, 2024, Verisign and the National Telecommunications and Information Administration (NTIA) of the Department of Commerce exchanged letters regarding the Cooperative Agreement. NTIA has posted the letters on their website ( www.ntia.gov/other-publication/2024/ntia-letter-verisign\ ). As noted in Assistant Secretary Davidson’s letter, the security, stability and resilience of the internet’s unique identifier systems is of paramount importance to the NTIA and…
of Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Other Events. Effective July 25, 2024, the Company’s Board of Directors authorized the repurchase of an additional approximately $1.11 billion of common stock under the Company’s share repurchase program, which, in addition to the approximately $388.0 million of common stock that remained available for repurchase under the program, resulted in a total repurchase authorization of up to $1.5 billion of common stock under the program. The share repurchase program has no expiration date. Purchase…
Regulation FD Disclosure. The American Economic Liberties Project and other advocacy organizations jointly released letters on June 26, 2024, to the US Departments of Commerce and Justice and the White House Competition Council. A press release accompanied these letters, which were issued after a two-month campaign by a paid subscription advocacy service and others. The campaign, and the letters, assert that the 32-year-old Cooperative Agreement between the Department of Commerce (Department)…
of Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
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