01—Abstract
Summary
Summary of the 8-K filed June 26, 2026. Cited figures are marked; the original filing is the authoritative source.
VeriSign, Inc. disclosed in this Form 8-K that on June 18, 2026 it entered into an underwriting agreement with J.P.
Morgan Securities LLC, BofA Securities, Inc. and U.S. Bancorp Investments, Inc. for a registered offering of $550 milliona aggregate principal amount of its 5.100% Senior Notes due 2031. The offering was registered under a Form S-3 (Registration No. 333-285483) and was expected to close on June 26, 2026. The company expects net proceeds of approximately $545 million after underwriters' discounts and estimated offering expenses.
VeriSign intends to use these proceeds, together with cash on hand, to redeem its $550 millionb aggregate principal amount of outstanding 4.750% Senior Notes due 2027. The transaction therefore appears to be a refinancing that replaces 2027 maturity debt with notes maturing in 2031, with the principal amount unchanged.
The notes will be issued under a base indenture dated June 8, 2021 with U.S. Bank Trust Company, National Association, as trustee, supplemented by a Third Supplemental Indenture to be dated June 26, 2026. The filing includes the underwriting agreement, the form of supplemental indenture and global note, and a legal opinion from Gibson, Dunn & Crutcher LLP as exhibits.
02—Key points
Key Highlights
- VeriSign agreed on June 18, 2026 to sell $550 million of 5.100% Senior Notes due 2031 in a registered offering.
- Net proceeds are expected to be approximately $545 million after underwriters' discounts and estimated expenses.
- Proceeds, together with cash on hand, are intended to redeem all $550 million of outstanding 4.750% Senior Notes due 2027.
- The offering is registered under Form S-3 (Registration No. 333-285483) and the prospectus supplement was filed under Rule 424(b) on June 23, 2026.
- The offering was expected to close on June 26, 2026.
- The notes will be issued under a June 8, 2021 base indenture with U.S. Bank Trust Company, National Association, as trustee, plus a Third Supplemental Indenture dated June 26, 2026.
- Underwriters are J.P. Morgan Securities LLC, BofA Securities, Inc. and U.S. Bancorp Investments, Inc.
03—Questions
Frequently Asked Questions
How much debt is VeriSign issuing in this offering?
VeriSign is issuing $550 million aggregate principal amount of 5.100% Senior Notes due 2031.
What will VeriSign do with the proceeds?
The company expects net proceeds of approximately $545 million, which it intends to use with cash on hand to fund the redemption of its $550 million outstanding 4.750% Senior Notes due 2027.
Who underwrote the offering?
The underwriters are J.P. Morgan Securities LLC, BofA Securities, Inc. and U.S. Bancorp Investments, Inc., under an underwriting agreement dated June 18, 2026.
When is the offering expected to close?
The offering is expected to close on June 26, 2026.
Under what agreement will the notes be issued?
The notes will be issued under a base indenture dated June 8, 2021 with U.S. Bank Trust Company, National Association, as trustee, as supplemented by a Third Supplemental Indenture to be dated June 26, 2026.
04—Continue