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Verisign 8-K Report, Corporate Update (Jul 30, 2025)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed July 30, 2025
Period End
July 28, 2025
Security
VRSN
In the record · 2016–202610-K1110-Q338-K94

VRSN filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 94 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Jul ’17Jul ’17
  2. Leadership change8-K · Jul ’19Jul ’19
  3. Leadership change8-K · Jun ’21Jun ’21
  4. Material agreement8-K · Jun ’26Jun ’26

01—Abstract

Summary

Summary of the 8-K filed July 30, 2025. Cited figures are marked; the original filing is the authoritative source.

On July 28, 2025, VeriSign, Inc. entered into an underwriting agreement with Berkshire Hathaway Consolidated Pension Plan Master Trust and Burlington Northern Santa Fe, LLC Master Retirement Trust (the Selling Stockholders) and J.P.

Morgan Securities LLC. The agreement covers the offer and sale of 4,300,000 shares of VeriSign common stock at a price to the public of $285.00a per share. The offering is registered under a Form S-3 shelf (Registration No. 333-288995) and a prospectus supplement dated July 28, 2025, and is expected to close on July 30, 2025.

VeriSign will not sell any shares and will receive no proceeds. The Selling Stockholders will receive all proceeds. The filing says the offering is sized to reduce Berkshire Hathaway Inc.'s beneficial ownership below the ten percent threshold that triggers additional regulatory obligations.

Affiliates of Berkshire Hathaway Inc. have been stockholders since 2012. Berkshire Hathaway Inc. has voluntarily agreed to a 365-day lock-up on the remaining VeriSign shares its affiliates beneficially own after the offering. The Selling Stockholders have also granted the underwriter a 30-day option to buy up to an additional 515,032 shares.

02—Key points

Key Highlights

  1. Selling Stockholders offered 4,300,000 shares of VeriSign common stock at $285.00 per share, with J.P. Morgan Securities LLC as underwriter.
  2. VeriSign is not selling any shares and will not receive any offering proceeds; all proceeds go to the Selling Stockholders.
  3. The offering is sized to reduce Berkshire Hathaway Inc.'s beneficial ownership below the ten percent regulatory threshold.
  4. Berkshire Hathaway Inc. affiliates have been VeriSign stockholders since 2012.
  5. Berkshire Hathaway Inc. has voluntarily agreed to a 365-day lock-up on its remaining VeriSign shares after the offering.
  6. The Selling Stockholders granted the underwriter a 30-day option to purchase up to 515,032 additional shares.
  7. The offering was made under a Form S-3 shelf registration (No. 333-288995) and is expected to close on July 30, 2025.

03—Questions

Frequently Asked Questions

  1. Does this offering bring new capital into VeriSign?

    No. The filing states that VeriSign is not selling any shares of common stock in the offering and will not receive any proceeds. The Selling Stockholders receive all proceeds.

  2. What price were the shares sold at?

    The shares were offered to the public at $285.00 per share.

  3. Why was the offering sized the way it was?

    The filing says the offering is sized to reduce Berkshire Hathaway Inc.'s beneficial ownership of VeriSign below the ten percent threshold that triggers additional regulatory obligations.

  4. Are there restrictions on future sales by Berkshire Hathaway?

    Yes. Berkshire Hathaway Inc. has voluntarily agreed with the underwriter that the remaining VeriSign shares beneficially owned by it and its affiliates after the offering will be subject to a 365-day lock-up agreement.

  5. Could the offering be larger than 4,300,000 shares?

    Possibly. The Selling Stockholders granted the underwriter a 30-day option to purchase up to an additional 515,032 shares of common stock.

04—Continue

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