VRSN · Verisign

460 filings

VRSN SEC Filings

Verisign - 460 total filings

Filing record · 2016–202610-K1110-Q338-K94

Showing 1–50 of 460 filings

Verisign Quarterly Report for Q3 Ended Sep 30, 2026

VeriSign, Inc. reported third-quarter 2026 revenues of $443.0 million, up from $419.1 million a year earlier, and operating income of $296.5 million versus $284.3 million. For the nine months ended September 30, 2026, revenues were $1,306.5 million and net income was $643.6 million, compared with $619.5 million in the prior-year period. The filing attributes the revenue growth primarily to a larger domain name base (182.5 million .com and .net registrations, up from 171.9 million a year earlier) and the .com price increases. Diluted EPS for the nine months was $7.06 versus $6.58. Cash flow and capital return activity were significant in the period. Net cash provided by operating activities was $772.3 million for the nine months, compared with $801.5 million a year earlier. The company repurchased $620.0 million of common stock and paid $220.8 million in dividends during the nine months. In July 2026, the Board authorized an additional $884.2 million for repurchases, bringing the total authorization to $1.50 billion, with $1.36 billion remaining as of September 30, 2026. A quarterly dividend of $0.81 per share was declared on October 19, 2026. Cash and marketable securities totaled $476.1 million, and the company had a stockholders' deficit of $2,284.7 million. The filing also notes the July 2026 delegation of the .web gTLD, which was reclassified to intangible assets of $145.2 million, and a putative class action filed on September 4, 2026 in the U.S. District Court for the Central District of California, against Verisign and ICANN, alleging antitrust violations related to .com pricing. The company cannot reasonably estimate a range of possible losses from this matter.

Oct 22, 2026 8-K

Verisign 8-K Report, Financial Results (Oct 22, 2026)

VeriSign, Inc. reported third quarter 2026 revenue of $443 million, up 5.7 percent from the same quarter of 2025. Operating income rose to $296 million from $284 million, but net income was flat at $213 million. Diluted EPS was $2.35, compared with $2.27 a year earlier. The filing notes a pre-tax operating loss of $7.5 million on certain assets held for sale, which reduced diluted EPS by $0.06 in the quarter. Operating metrics were mixed. The domain name base reached 182.5 million .com and .net registrations, a 6.1 percent increase year over year, with a net increase of 3.36 million domains in the quarter. New registrations rose to 13.1 million from 10.6 million. The final .com and .net renewal rate for the second quarter of 2026 was 75.2 percent, versus 75.5 percent a year earlier. Management said the rollout of the .web top-level domain is on track and that a limited beta of the Verisign Informed validation service has opened. Capital returns continued. Verisign repurchased 0.7 million shares for $189 million in the quarter and had $1.36 billion remaining under its repurchase program, which has no expiration. The Board approved a cash dividend of $0.81 per share, payable November 24, 2026 to holders of record on November 17, 2026. Cash, cash equivalents and marketable securities totaled $476 million, down $104 million from year-end 2025, while operating cash flow for the quarter was $268 million, compared with $308 million a year earlier. Stockholders' deficit stood at $(2,284.7) million at September 30, 2026.

Oct 22, 2026 8-K

Verisign 8-K Report, Corporate Update (Aug 27, 2026)

VeriSign, Inc. filed a Form 8-K dated August 27, 2026 under Item 8.01 (Other Events) to announce an increase in the registry-level wholesale price for new and renewal .net domain names. The price rises from $10.91 to $12.00, effective March 1, 2027. The increase is made under the company's agreement with the Internet Corporation for Assigned Names and Numbers (ICANN). For investors, the key point is the scheduled repricing of .net, the company's principal registry service, which takes effect in March 2027, several months after the announcement. The filing states only the old and new wholesale prices and the effective date, so it does not quantify the expected effect on revenue or earnings. The filing contains no financial results, guidance, or other operating disclosures. The filing is brief and does not describe the reasons for the change beyond the contractual arrangement with ICANN. Investors seeking the financial impact would need to look to the company's other public disclosures.

Aug 27, 2026 10-Q

Verisign Quarterly Report for Q2 Ended Jun 30, 2026

VeriSign, Inc. reported higher second-quarter 2026 results, with revenues of $434.6 million versus $409.9 million a year earlier and operating income of $296.3 million versus $280.7 million. Net income rose to $216.5 million from $207.4 million, and diluted EPS was $2.38 versus $2.21. For the six months ended June 30, 2026, revenues were $863.5 million, operating income $589.9 million, and net income $431.0 million. The filing attributes revenue growth mainly to a larger domain name base and .com price increases. The .com and .net domain name base reached 179.1 million registrations, up 5.1% from June 30, 2025, and the company processed 12.7 million new .com and .net registrations in the quarter versus 10.4 million a year earlier. The balance sheet shows cash and cash equivalents of $840.9 million and marketable securities of $193.2 million at June 30, 2026, up from $307.9 million and $272.6 million at December 31, 2025. Total stockholders' deficit was $(2,254.1) million, and total liabilities were $4,056.9 million. In June 2026 the company issued $550.0 million of 5.10% senior notes due 2031 and, on July 20, 2026, used those proceeds and cash on hand to redeem its $550.0 million 4.75% notes due 2027. Operating cash flow was $504.0 million for the six months, compared with $493.8 million a year earlier. Capital returns continued. The company repurchased $196.8 million of stock in the second quarter and paid $147.8 million in dividends for the six months. On July 23, 2026 the board authorized an additional $884.2 million of repurchases, bringing total available authorization to up to $1.50 billion. A quarterly dividend of $0.81 per share was declared on July 20, 2026, payable August 27, 2026. The filing also notes that the .web TLD was delegated into the root zone on July 22, 2026, and that the .web dispute has been resolved.

Jul 23, 2026 8-K

Verisign 8-K Report, Financial Results (Jul 23, 2026)

VeriSign, Inc. (NASDAQ: VRSN) reported second quarter 2026 results on July 23, 2026. Revenue was $435 million, up 6.0 percent from the second quarter of 2025. Operating income rose to $296 million from $281 million, and net income was $217 million, or diluted EPS of $2.38, compared with $207 million and $2.21 a year earlier. Management said the company returned more than 100% of free cash flow to investors through dividends and share repurchases. The company ended the quarter with 179.1 million .com and .net domain name registrations, a 5.1 percent increase year over year, and processed 12.7 million new registrations in the quarter versus 10.4 million a year earlier. Capital allocation was active during the period. The company issued $550 million of 5.10% Senior Notes due 2031 on June 26, 2026, and used the proceeds, with cash on hand, to redeem the $550 million 4.75% Senior Notes due 2027 on July 20, 2026. It repurchased 0.7 million shares for $197 million in the quarter. Effective July 23, 2026, the Board added approximately $884 million to the repurchase authorization, bringing total availability to $1.50 billion with no expiration date. The Board also approved a $0.81 per share cash dividend payable August 27, 2026, to holders of record as of August 19, 2026. The balance sheet shows cash, cash equivalents and marketable securities of $1.03 billion at June 30, 2026, up $454 million from year-end 2025. Total stockholders' deficit was $2.25 billion, and deferred revenues totaled $1.45 billion. The filing also notes that the .web top-level domain has been delegated into the DNS root zone, with Verisign as registry operator, and that the company expects to offer .web domains through its registrar channel later this year. The company raised its full-year 2026 guidance, according to the press release quoted in the filing.

Jul 23, 2026 8-K

Verisign 8-K Report, Material Agreement (Jun 26, 2026)

VeriSign, Inc. filed this Form 8-K to report the completion, on June 26, 2026, of a registered offering of $550 million aggregate principal amount of its 5.100% Senior Notes due 2031. The offering was made under a Form S-3 registration statement (Registration No. 333-285483) and a prospectus supplement dated June 18, 2026, filed under Rule 424(b) on June 23, 2026. The Notes were issued under a 2021 base indenture with U.S. Bank Trust Company, National Association as trustee, as supplemented by a Third Supplemental Indenture dated June 26, 2026. The Notes bear interest at 5.100% per year, payable semi-annually on January 15 and July 15 beginning January 15, 2027, and mature on July 15, 2031 unless redeemed earlier. They are senior unsecured obligations ranking equally with the company's other senior indebtedness. The Indenture contains covenants restricting liens, sale and leaseback transactions, and mergers or sales of all or substantially all assets, subject to stated qualifications and exceptions. Upon a change of control repurchase event, the company must offer to repurchase the Notes at 101% of principal plus accrued and unpaid interest. The company may redeem the Notes before June 15, 2031 at a make-whole premium described in the Indenture, and on or after June 15, 2031 at 100% of principal plus accrued and unpaid interest. The filing's principal exhibit is the Third Supplemental Indenture (Exhibit 4.1), with Exhibit 104 providing the Inline XBRL cover page.

Jun 26, 2026 8-K

Verisign 8-K Report, Corporate Update (Jun 26, 2026)

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 million 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 million 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.

Jun 26, 2026 8-K

Verisign 8-K Report, Executive Changes (May 21, 2026)

VeriSign, Inc. held its 2026 Annual Meeting of Stockholders on May 21, 2026, where stockholders approved an Amendment and Restatement of the VeriSign, Inc. 2006 Equity Incentive Plan (the "Amended 2006 Plan"). The amendment extends the plan's termination date to May 21, 2036, removes Section 162(m) provisions that are no longer relevant, and clarifies that the prohibition on paying cash to cancel an outstanding award applies only to underwater options or stock appreciation rights. The filing states the amendment does not increase the number of shares available for grant under the plan. Stockholders also elected all seven director nominees, including D. James Bidzos, Courtney D. Armstrong, Yehuda Ari Buchalter, Kathleen A. Cote, Matthew J. Desch, Jamie S. Gorelick and Debra W. McCann, each to serve until the next annual meeting. Stockholders approved, on a non-binding advisory basis, the company's executive compensation, with 73,151,707 votes for and 3,213,712 against. They ratified KPMG LLP as the independent registered public accounting firm for the year ending December 31, 2026, with 76,128,673 votes for and 5,532,200 against. Stockholders voted against a stockholder proposal to require an independent board chairman policy, with 58,611,011 votes against and 17,816,830 for. The filing reports no other material corporate actions beyond these matters.

May 21, 2026 8-K

Verisign 8-K Report, Financial Results (Apr 23, 2026)

VeriSign, Inc. (NASDAQ: VRSN) reported first quarter 2026 results in a press release furnished as Exhibit 99.1 to this Form 8-K. Revenue was $429 million, up 6.6 percent from the first quarter of 2025. Operating income rose to $294 million from $271 million, net income was $215 million, and diluted EPS was $2.34 versus $2.10 a year earlier. The company ended the quarter with 176.1 million .com and .net domain name registrations, a 3.7 percent increase year over year, and processed 11.5 million new registrations compared with 10.1 million in the prior-year quarter. Capital return remained a focus. Verisign repurchased 0.9 million shares for $214 million during the quarter, leaving $863 million available under its repurchase program, which has no expiration. The Board approved a cash dividend of $0.81 per share, payable May 27, 2026 to holders of record on May 19, 2026. Cash, cash equivalents and marketable securities totaled $556 million at quarter end, down $24 million from year-end 2025, while operating cash flow was $272 million versus $291 million a year earlier. The filing also announces that the annual registry-level wholesale fee for each new and renewal .com registration will increase from $10.26 to $10.97 effective November 1, 2026. The final .com and .net renewal rate for the fourth quarter of 2025 was 75.0 percent, compared with 74.0 percent a year earlier. The company reported a stockholders' deficit of $2.21 billion at March 31, 2026.

Apr 23, 2026 10-Q

Verisign Quarterly Report for Q1 Ended Mar 31, 2026

VeriSign, Inc. reported first-quarter 2026 revenues of $428.9 million, up from $402.3 million in the prior-year quarter, and operating income of $293.6 million versus $271.2 million. Net income rose to $214.5 million, or $2.34 per diluted share, compared with $199.3 million and $2.10 per diluted share a year earlier. The filing attributes the revenue increase to a larger domain name base as of March 31, 2026 and the .com and .net price increases. The .com and .net domain name base reached 176.1 million, with 11.5 million new registrations processed in the quarter compared with 10.1 million a year earlier. The final .com and .net renewal rate for the fourth quarter of 2025 was 75.0%, up from 74.0%. Operating cash flow was $272.4 million, down from $291.3 million, which management attributes mainly to timing of payments from large customers, higher employee and vendor payments, and higher income tax payments. Cash and marketable securities totaled $556.4 million at March 31, 2026, down from $580.5 million at December 31, 2025. Stockholders' deficit widened to $(2,213.4) million. During the quarter the company repurchased 0.9 million shares for $214.4 million and paid $74.2 million in dividends, and $862.8 million remained available under the repurchase program. On April 20, 2026, the Board declared a quarterly dividend of $0.81 per share, payable May 27, 2026. On April 23, 2026, the company announced that the annual registry-level wholesale fee for each new and renewal .com registration will rise from $10.26 to $10.97 effective November 1, 2026. Management states that current liquidity should be sufficient for working capital, capital expenditures, the quarterly dividend, and debt service for the next 12 months and beyond.

Apr 23, 2026 8-K

Verisign 8-K Report, Financial Results (Feb 5, 2026)

VeriSign, Inc. (NASDAQ: VRSN) reported results for the fourth quarter and full year ended December 31, 2025. For Q4 2025, revenue was $425 million, operating income was $285 million, net income was $206 million, and diluted EPS was $2.23, compared with net income of $191 million and diluted EPS of $2.00 in Q4 2024. For full year 2025, revenue was $1.66 billion, operating income was $1.12 billion, net income was $826 million, and diluted EPS was $8.81, compared with $786 million and $8.00 in 2024. Capital returns were significant. The company repurchased 3.4 million shares for $859 million in 2025, with $1.08 billion remaining under the repurchase program, which has no expiration date. The Board approved a 5.2% increase in the quarterly dividend to $0.81 per share, payable February 27, 2026 to holders of record on February 19, 2026. Cash flow from operations was $1.09 billion for 2025, and cash, cash equivalents and marketable securities ended the year at $581 million, down $19 million. The filing also includes annual non-guarantor subsidiary disclosures required under the indentures for the senior notes due 2027. Non-guarantor subsidiaries held $571.6 million of liabilities (16.4% of consolidated total liabilities) and $504.3 million of assets (38.0% of consolidated total assets) at year-end, and reported Adjusted EBITDA of $392.2 million (31.5% of consolidated Adjusted EBITDA) for 2025. Consolidated non-GAAP Adjusted EBITDA was $1,244.6 million.

Feb 5, 2026 10-K

Verisign Annual Report, Year Ended Dec 31, 2025

VeriSign, Inc. (Nasdaq: VRSN) reported 2025 revenues of $1,656.6 million, up 6% from $1,557.4 million in 2024, and operating income of $1,121.0 million, up 6% from $1,058.2 million. Net income was $825.7 million, compared with $785.7 million in 2024, and diluted EPS was $8.81 versus $8.00. The company's business is centered on the .com and .net registries, which the filing says support the majority of global e-commerce, and substantially all revenue comes from operating the .com gTLD under its Cooperative Agreement with the DOC and its .com Registry Agreement, along with the .net Registry Agreement. The domain name base reached 173.5 million .com and .net registrations as of December 31, 2025, up from 169.0 million a year earlier, and 41.7 million new registrations were processed in 2025 versus 37.4 million in 2024. Cash generation and capital return were strong. Operating cash flow rose to $1,091.1 million from $902.6 million. The company repurchased 3.4 million shares for $858.6 million in 2025 and had about $1.08 billion remaining under its repurchase authorization at year end. It began a quarterly cash dividend in April 2025, paying $215.2 million in 2025, and on February 3, 2026 declared a $0.81 per share quarterly dividend, a 5.2% increase. Cash and marketable securities totaled $580.5 million at year end, while senior notes outstanding were $1,788.2 million on the balance sheet, and the company reported a total stockholders' deficit of $(2,154.2) million. Key risks flagged in the filing include the renewal and modification of the .com and .net registry agreements, pricing restrictions, growing cyber-attacks and DDoS activity amplified by AI tools, China regulatory pressure on registrations, and the pending Afilias IRP challenge to the .web gTLD, for which the company has paid a $145.2 million deposit. The filing also reports that the largest customer accounted for approximately 31% of 2025 revenues.

Feb 5, 2026 8-K

Verisign 8-K Report, Executive Changes (Nov 25, 2025)

VeriSign, Inc. (VRSN) disclosed in this Form 8-K, filed November 25, 2025, that Dr. Timothy Tomlinson, 75, submitted his resignation to the Board of Directors on November 21, 2025, citing personal reasons related to his family and other business interests. The filing states that his resignation did not result from any disagreement with the Company regarding its operations, policies, or practices. The Board thanked Dr. Tomlinson for his long-standing contributions dating back to the Company's founding in 1995, specifically noting his service on the Audit Committee and his leadership in promoting a culture of compliance. Jim Bidzos, Founder, Executive Chairman, Chief Executive Officer and President, praised his contributions in the filing. In connection with the retirement, the filing states that the Board is expected to appoint a Lead Independent Director and decrease the size of the Board. This is a governance-focused disclosure, and the filing does not include financial results or quantitative figures.

Nov 25, 2025 8-K

Verisign 8-K Report, Regulation FD Disclosure (Oct 24, 2025)

VeriSign, Inc. filed this Current Report on Form 8-K under Item 7.01 (Other Events) to issue a statement responding to a short seller presentation regarding the impact of recent Google AdSense changes on its domain name base. The company, which states it issued the statement on October 24, 2025, says the presentation, sponsored by a New York City research firm called DeMatteo Research, contained faulty and incorrect analysis, and that its conclusion that the impact would be "severe" is false. Verisign reiterates its earnings call statement from the prior day that any possible impact is very likely to be "minimal" and immaterial. The company states that only one category of parked domains, those registered to collect advertising revenue from Google AdSense for Domains, is likely to be affected by the AdSense changes. According to Verisign's own data analysis, this category represents less than 2% of its domain name base. The company says this cohort has been shrinking since at least 2011 and does not represent a significant portion of its business. It also states it has no reason to believe all domains in this cohort will not be renewed, noting that some registrants have already found profitable alternatives, including a recently announced option offered by Google. The filing's exhibit is the text of the statement itself. The information is furnished rather than filed for purposes of Section 18 of the Exchange Act.

Oct 24, 2025 10-Q

Verisign Quarterly Report for Q3 Ended Sep 30, 2025

VeriSign, Inc. reported third-quarter 2025 revenues of $419.1 million, up 7% from $390.6 million a year earlier, and nine-month revenues of $1,231.3 million, up 6% from $1,162.0 million. Operating income rose to $284.3 million for the quarter (from $269.3 million) and $836.2 million for the nine months (from $794.4 million). Net income was $212.8 million for the quarter and $619.5 million for the nine months, compared with $201.3 million and $594.2 million in the prior-year periods. Diluted EPS was $2.27 for the quarter and $6.58 for the nine months, versus $2.07 and $6.00 a year earlier. The filing attributes revenue growth primarily to .com and .net price increases and a larger domain name base, which stood at 171.9 million registrations, up 1.4% from September 30, 2024. Cash flow and capital returns were central to the period. Net cash from operating activities was $801.5 million for the nine months, versus $671.1 million a year earlier. The company repurchased 0.8 million shares for $215.0 million in the quarter and paid $144.1 million in dividends over the nine months after initiating a quarterly dividend in April 2025. The Board authorized a total repurchase program of up to $1.50 billion effective July 24, 2025, with $1.33 billion remaining at September 30, 2025, and declared a further $0.77 per share dividend on October 21, 2025. The balance sheet remains in a stockholders' deficit of $2,050.5 million, with total liabilities of $3,454.2 million against total assets of $1,403.7 million. Long-term senior notes rose to $1,787.6 million after the company issued $500.0 million of 5.25% notes due 2032 in March 2025 and used the proceeds, with cash on hand, to repay $500.0 million of notes maturing in April 2025. Management states that existing cash, marketable securities and operating cash flows should be sufficient for working capital, capital expenditures, quarterly dividends and debt service for at least the next 12 months.

Oct 23, 2025 8-K

Verisign 8-K Report, Financial Results (Oct 23, 2025)

VeriSign, Inc. (NASDAQ: VRSN) reported third quarter 2025 results on October 23, 2025, via Exhibit 99.1 press release. Revenue was $419 million, up 7.3 percent from the same quarter of 2024. Operating income was $284 million versus $269 million a year earlier, and net income was $213 million, or diluted EPS of $2.27, compared with $201 million and $2.07 in the third quarter of 2024. Cash flow from operations was $308 million for the quarter, compared with $253 million a year earlier. The company continued returning capital to shareholders. In the quarter it repurchased 0.8 million shares for $215 million, leaving $1.33 billion available under its share repurchase program, which has no expiration. On October 21, 2025, the Board approved a cash dividend of $0.77 per share, with a record date of November 18, 2025 and payment on November 25, 2025. For the nine months ended September 30, 2025, the filing shows $627.2 million in share repurchases and $144.1 million in dividend payments. Business metrics showed continued domain base growth. The .com and .net domain name base reached 171.9 million registrations at quarter end, a 1.4 percent increase from the end of the third quarter of 2024, with a net increase of 1.45 million during the quarter. New registrations processed were 10.6 million, versus 9.3 million a year earlier. The final renewal rate for the second quarter of 2025 was 75.5 percent, compared with 72.7 percent for the same quarter of 2024. The balance sheet shows a stockholders' deficit of $2.05 billion at September 30, 2025, with total senior notes of $1.79 billion long-term.

Oct 23, 2025 8-K

Verisign 8-K Report, Executive Changes (Oct 8, 2025)

VeriSign, Inc. (VRSN) disclosed in this Form 8-K that, effective October 6, 2025, its Board of Directors appointed Matthew J. Desch as a director, 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 position he has held since 2009. As a non-employee director, Mr. Desch will receive an annual cash retainer of $50,000 and an annual equity award of $250,000, granted solely as restricted stock units. New directors receive a pro rata equity award based on their appointment date, and his cash retainer will be prorated for the portion of the year he serves. The Company will also enter into its standard indemnity agreement with him, obligating it to indemnify him against certain director-related liabilities and advance related expenses. The filing states there was no arrangement or understanding under which Mr. Desch was appointed, and no transactions requiring disclosure under Item 404(a) of Regulation S-K in which he has a direct or indirect material interest.

Oct 8, 2025 8-K

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

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 $285.00 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.

Jul 30, 2025 10-Q

Verisign Quarterly Report for Q2 Ended Jun 30, 2025

VeriSign, Inc. reported second-quarter 2025 revenues of $409.9 million, up from $387.1 million a year earlier, and six-month revenues of $812.2 million versus $771.4 million. Operating income rose to $280.7 million for the quarter and $551.9 million for the six months, and net income was $207.4 million for the quarter (diluted EPS $2.21) and $406.7 million for the six months (diluted EPS $4.31). Management attributed the revenue increase primarily to .com and .net price increases, partially offset by a slight decline in the domain name base, which ended the quarter at 170.5 million registrations. Cash flow and capital return remained central. Net cash provided by operating activities was $493.8 million for the six months, versus $417.7 million a year earlier. The company repurchased $408.5 million of common stock in the first half, paid a $0.77 per share dividend totaling $72.1 million, and on July 24, 2025 authorized an additional $913.1 million of repurchases, bringing total authorization to up to $1.50 billion. The balance sheet shows a total stockholders' deficit of $1,993.8 million, with senior notes of $1,786.9 million long-term. In March 2025 the company issued $500.0 million of 5.25% notes due 2032 and used the proceeds, with cash on hand, to repay $500.0 million of 2025 notes. The filing reports that a legal proceeding involving an Independent Review Process against ICANN continues, with Verisign granted participation in aspects of it, and that the company expects its existing resources to meet working capital, capital expenditure, dividend and debt service needs for the next 12 months and beyond. The company also noted it is evaluating the impact of the One Big Beautiful Bill Act, enacted July 4, 2025.

Jul 24, 2025 8-K

Verisign 8-K Report, Financial Results (Jul 24, 2025)

VeriSign, Inc. (NASDAQ: VRSN) reported second quarter 2025 results on July 24, 2025. Revenue was $410 million, up 5.9 percent from the same quarter of 2024. Operating income rose to $281 million from $266 million, net income was $207 million versus $199 million, and diluted EPS was $2.21 compared with $2.01 a year earlier. Cash flow from operations was $202 million for the quarter, up from $160 million. The company also reported 170.5 million .com and .net domain name registrations in the domain name base, a 0.1 percent decrease year over year, with 10.4 million new registrations processed in the quarter compared with 9.2 million a year earlier. Capital return was a major focus. The Board declared a newly initiated quarterly cash dividend of $0.77 per share, payable August 27, 2025 to holders of record as of August 19, 2025. During the quarter the company repurchased 0.6 million shares for $163 million. Effective July 24, 2025, the Board authorized an additional $913.1 million in repurchases, bringing total availability under the program, which has no expiration date, to $1.50 billion. Balance sheet figures show cash, cash equivalents and marketable securities of $594 million at June 30, 2025, down $6 million from year-end 2024. Stockholders' deficit was $1.99 billion, and total liabilities were $3.40 billion, including $1.79 billion of long-term senior notes. Deferred revenues totaled $1.38 billion, up $75 million from year-end 2024.

Jul 24, 2025 8-K

Verisign 8-K Report, Executive Changes (Jun 12, 2025)

VeriSign, Inc. filed this Current Report on Form 8-K dated June 10, 2025 to disclose a board change. Director Thomas F. Frist, III submitted his resignation to the Board of Directors on June 10, 2025, citing other personal and professional time commitments. The Board accepted the resignation effective on the filing date, and the Board expressed appreciation for his 10 years of service. The filing states that, in connection with Mr. Frist's resignation, the Board is expected to decrease its size. The filing contains no financial results, operational metrics, guidance, or other financial figures. Its disclosure is limited to the Item 5.02 governance event. For investors, the filing is a routine governance notice. It reports one director departure and a possible reduction in board size, with no stated financial impact.

Jun 12, 2025 8-K

Verisign 8-K Report, Executive Changes (Jun 2, 2025)

VeriSign, Inc. (VRSN) disclosed in this Form 8-K, filed June 2, 2025, that George E. Kilguss III, Executive Vice President and Chief Financial Officer, retired from the Company effective May 31, 2025, as previously announced. In connection with his retirement, the Company entered into a Letter Agreement for Consulting Services dated May 30, 2025, under which Mr. Kilguss will provide consulting services from June 2, 2025 through July 24, 2025. Under the Consulting Agreement, Mr. Kilguss will receive a fee of $50,000 per month, not to exceed $100,000 in total, and will be reimbursed for reasonable travel and lodging expenses incurred in connection with the engagement. The agreement is filed as Exhibit 10.1 to the report, and the filing also includes Inline XBRL cover page data as Exhibit 104. For investors, the filing is primarily a leadership transition disclosure: the CFO role was vacated at the end of May 2025, and the short consulting arrangement is intended to support the handover. The filing itself does not describe a successor CFO or other changes to the company's financial outlook.

Jun 2, 2025 8-K

Verisign 8-K Report, Rights Modification (May 22, 2025)

VeriSign, Inc. held its 2025 annual meeting of stockholders on May 22, 2025, where shareholders approved an amendment to the Company's Restated Certificate of Incorporation limiting the liability of certain officers in certain limited circumstances as permitted by Delaware law. The Certificate of Amendment was filed with the Delaware Secretary of State on May 22, 2025 and became effective upon filing. The filing also incorporates by reference the Company's April 11, 2025 proxy statement, which describes this proposal in detail. All eight director nominees were elected to serve until the next annual meeting. Support was strong for most nominees, with Debra W. McCann receiving 78,787,726 votes for and Courtney D. Armstrong receiving 78,524,451 votes for, while Timothy Tomlinson drew the most opposition at 11,203,407 votes against. Stockholders approved, on a non-binding advisory basis, the executive compensation program, with 73,037,626 votes for and 5,875,648 against. Stockholders also ratified KPMG LLP as the independent registered public accounting firm for the year ending December 31, 2025, with 78,572,691 votes for and 5,763,288 against. Stockholders rejected a stockholder proposal regarding stockholder action by written consent, with 74,230,799 votes against and only 4,547,136 votes for. The officer liability amendment passed with 71,483,725 votes for and 7,587,450 against. Broker non-votes of 5,273,882 were recorded on the director election, the advisory compensation vote, and the officer liability amendment.

May 22, 2025 8-K

Verisign 8-K/A Report, Executive Changes (Apr 25, 2025)

VeriSign, Inc. filed this Current Report on Form 8-K to disclose a leadership transition in its finance function and the compensation package for its incoming Chief Financial Officer. 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 George Kilguss as Chief Financial Officer upon Mr. Kilguss's retirement on May 31, 2025. On April 22, 2025, the Compensation Committee of the Board approved Mr. Calys' compensation in connection with his appointment as Executive Vice President, Chief Financial Officer. He will receive an initial annual base salary of $500,000 and an annual target bonus of up to 100% of base salary, both effective June 1, 2025. He will also receive time-vested restricted stock units valued at approximately $700,000 and performance-based restricted stock units valued at approximately $700,000, with share counts set using the closing price on June 2, 2025. Both awards are granted under the Company's 2006 Equity Incentive Plan. The time-vested units vest 25% on June 15, 2026 and 6.25% quarterly thereafter, subject to continued employment. The performance-based units vest based on achievement of performance measures over January 1, 2025 through December 31, 2027, certified by the Compensation Committee, and require an unqualified audit opinion on the Company's financial statements for fiscal 2027, subject to continued employment.

Apr 25, 2025 10-Q

Verisign Quarterly Report for Q1 Ended Mar 31, 2025

VeriSign, Inc. reported first-quarter 2025 revenues of $402.3 million, up 5% from $384.3 million in the prior-year period, driven primarily by .com and .net price increases, partially offset by a decline in the .com and .net domain name base. Operating income rose 5% to $271.2 million, net income was $199.3 million, and diluted earnings per share were $2.10 compared with $1.92 a year earlier. Net cash provided by operating activities was $291.3 million, versus $257.3 million in the prior-year quarter. The filing states that the domain name base stood at 169.8 million .com and .net registrations as of March 31, 2025, down 1.5% from March 31, 2024, though the company noted a net increase of 0.8 million registrations from December 31, 2024, and that business conditions began improving at the end of 2024. The balance sheet remains in a stockholders' deficit of $1.98 billion at March 31, 2025. During the quarter, the company issued $500.0 million of 5.25% senior notes due 2032 and used the proceeds, along with cash on hand, to repay its $500.0 million of 5.25% notes due April 1, 2025. Cash and cash equivalents rose to $575.4 million, and total cash and marketable securities were $648.5 million. The company repurchased 1.0 million shares for $229.9 million under its buyback program, leaving $792.7 million available. On April 23, 2025, the Board declared a quarterly cash dividend of $0.77 per share, payable May 28, 2025, and the filing states the Board adopted a dividend program to begin in the second quarter of 2025. Management stated that the 2024 .com and .net renewal rate for the fourth quarter was 74.0% compared with 73.2% a year earlier, and that new registrations rose to 10.1 million from 9.5 million. Operating expenses grew modestly, with selling, general and administrative expenses up 8% to $55.7 million. Investors may also note the filing's risk factors on the concentration of revenue in the .com and .net registry agreements, pricing constraints, and Chinese regulatory pressure on demand.

Apr 24, 2025 8-K

Verisign 8-K Report, Financial Results (Apr 24, 2025)

VeriSign, Inc. (NASDAQ: VRSN) furnished its first quarter 2025 earnings release under Item 2.02 of this Form 8-K, dated April 24, 2025. The company reported revenue of $402 million, up 4.7 percent from the first quarter of 2024. Operating income rose to $271 million from $259 million, and net income increased to $199 million from $194 million. Diluted EPS was $2.10, compared with $1.92 a year earlier. Cash flow from operations was $291 million, compared with $257 million. The most notable announcement is the initiation of a quarterly cash dividend. The Board declared a dividend of $0.77 per share, payable May 28, 2025 to stockholders of record as of May 19, 2025. The company intends to continue paying quarterly dividends, subject to market conditions and Board approval. During the quarter, Verisign repurchased 1.0 million shares for $230 million, leaving $793 million available under its repurchase program, which has no expiration date. On the balance sheet, the company issued $500 million of 5.25% Senior Notes due 2032 and used the proceeds, together with cash on hand, to repay $500 million of 5.25% Senior Notes at maturity. Cash, cash equivalents and marketable securities totaled $649 million, up $49 million from year-end 2024. Deferred revenues reached $1.36 billion. The domain name base stood at 169.8 million .com and .net registrations, a 1.5 percent decrease from a year earlier, with a net increase of 0.78 million during the quarter.

Apr 24, 2025 8-K

Verisign 8-K Report, Corporate Update (Mar 11, 2025)

VeriSign, Inc. filed this Current Report on Form 8-K to disclose the terms of a registered offering of $500 million aggregate principal amount of its 5.250% Senior Notes due 2032. The Company entered into an underwriting agreement dated March 4, 2025 with J.P. Morgan Securities LLC, BofA Securities, Inc. and U.S. Bancorp Investments, Inc., and the offering is expected to close on March 11, 2025. The offering was made under a Form S-3 registration statement and a prospectus supplement dated March 4, 2025. The Company expects net proceeds of approximately $493.3 million after underwriters' discounts and estimated offering expenses. It intends to use these proceeds, together with cash on hand, to repay its $500 million 5.250% Senior Notes due 2025 at maturity on April 1, 2025. The filing therefore describes a refinancing of maturing debt rather than new borrowing for other purposes. 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 Second Supplemental Indenture to be dated March 11, 2025. The filing includes the underwriting agreement, the form of supplemental indenture, the form of global note, and a legal opinion from Gibson, Dunn & Crutcher LLP as exhibits.

Mar 11, 2025 8-K

Verisign 8-K Report, Material Agreement (Mar 11, 2025)

VeriSign, Inc. completed a registered offering on March 11, 2025 of $500 million aggregate principal amount of its 5.250% Senior Notes due 2032. The offering was made under a Form S-3 registration statement (Registration No. 333-285483) and a prospectus supplement dated March 4, 2025, filed under Rule 424(b) on March 6, 2025. The Notes were issued under a base indenture dated June 8, 2021 with U.S. Bank Trust Company, National Association, as trustee, as supplemented by a Second Supplemental Indenture dated March 11, 2025. The Notes accrue interest at 5.250% per annum and mature on June 1, 2032, with semi-annual interest payable June 1 and December 1, beginning June 1, 2025. They are senior unsecured obligations that rank equally with the company's other senior indebtedness and senior to any future indebtedness expressly subordinated to them. The indenture contains covenants restricting liens, sale and leaseback transactions, and mergers or sales of all or substantially all assets, subject to certain exceptions. Upon a change of control repurchase event, the company must offer to repurchase the Notes at 101% of principal plus accrued and unpaid interest. The company may redeem the Notes before April 1, 2032 at a make-whole premium described in the indenture, and on or after April 1, 2032 at 100% of principal plus accrued and unpaid interest. The indenture also includes customary events of default, including payment defaults and certain bankruptcy, insolvency, or reorganization events.

Mar 11, 2025 10-K

Verisign Annual Report, Year Ended Dec 31, 2024

VeriSign, Inc. (Nasdaq: VRSN) reported 2024 revenues of $1,557.4 million, up 4% from $1,493.1 million in 2023, and operating income of $1,058.2 million, up 6% from $1,000.6 million. Net income was $785.7 million, compared with $817.6 million in 2023, and diluted EPS was $8.00 versus $7.90. The company operates the .com and .net registries and the Root Zone Maintainer function, and it operates two of the thirteen root servers. Revenue growth came mainly from the .com and .net price increases, partly offset by a decline in the .com and .net domain name base, which fell to 169.0 million registrations from 172.7 million at December 31, 2023. The filing states that the .com renewal rate for the third quarter of 2024 was 72.2%, versus 73.5% a year earlier. Cash flow from operations rose to $902.6 million, up 6% from $853.8 million. The company repurchased 6.6 million shares for $1.21 billion in 2024 and had $1.02 billion remaining under its repurchase program at year end. Cash and marketable securities totaled $599.9 million at December 31, 2024, down from $926.4 million. Total stockholders' deficit widened to $(1,957.9) million, and senior notes of $1,792.3 million net carrying value include $299.8 million classified as current, due April 2025. The company intends to refinance the 2025 notes with new long-term debt. The .com Registry Agreement was renewed on November 25, 2024, through November 30, 2030. The filing notes that the company cannot raise .com prices during the first two years of the new term. Management also flags risks from China, where demand has declined, from cybersecurity and DDoS attacks, and from ongoing ICANN legal challenges over the .web gTLD, for which the company has paid a $145.0 million deposit.

Feb 13, 2025 8-K

Verisign 8-K Report, Executive Changes (Feb 13, 2025)

VeriSign, Inc. (NASDAQ: VRSN) filed this Form 8-K on February 13, 2025 to report that Executive Vice President and Chief Financial Officer George E. Kilguss III has decided to retire effective May 31, 2025. He informed the Board of Directors of his intention on February 10, 2025. The Company anticipates he will serve as an advisor after retirement, though no compensation terms for that role have been decided. The Board has appointed John D. Calys, currently Senior Vice President, Global Controller and Chief Accounting Officer, to succeed Mr. Kilguss upon his retirement, serving as Principal Financial Officer and Principal Accounting Officer. Mr. Calys, age 65, has been Senior Vice President, Global Controller and Chief Accounting Officer since April 2024, previously held Senior Vice President and Global Controller roles from 2020, and served as Vice President and Global Controller from 2010 through 2020. He also served as interim Chief Financial Officer in 2011 and 2012. No new compensation terms for Mr. Calys have been decided as of the filing date. The filing is primarily a leadership transition disclosure. Per the accompanying press release, Mr. Kilguss had served as CFO since 2012 and with the Company for 13 years, and the Company's Executive Chairman, President and CEO Jim Bidzos praised his financial expertise and discipline. The filing does not include financial results or guidance.

Feb 13, 2025 8-K

Verisign 8-K Report, Financial Results (Feb 6, 2025)

VeriSign, Inc. (NASDAQ: VRSN) reported results for the fourth quarter and full year ended December 31, 2024, in a press release furnished as Exhibit 99.1. Fourth-quarter revenue was $395 million, up 3.9 percent from the same quarter of 2023, with operating income of $264 million and net income of $191 million, or diluted EPS of $2.00, compared with net income of $265 million and diluted EPS of $2.60 in the fourth quarter of 2023. The prior-year quarter included income tax benefits that increased net income by $69.3 million. For full-year 2024, revenue was $1.56 billion, up 4.3 percent, operating income was $1.06 billion, and net income was $786 million, or diluted EPS of $8.00, versus $818 million and $7.90 in 2023. Cash flow and capital return were central to the period. Cash flow from operations was $903 million for 2024, and cash, cash equivalents and marketable securities ended the year at $600 million, down $326 million. The company repurchased 6.6 million shares for $1.21 billion during 2024, leaving $1.02 billion available under its repurchase program, which has no expiration date. Deferred revenues totaled $1.30 billion, up $58 million. Total stockholders' deficit widened to $1.96 billion at year-end, and senior notes totaled $1.79 billion, including $299.8 million classified as current. On the business side, the company noted the renewal of the .com Registry Agreement with ICANN, under which it remains the sole registry operator for .com through November 30, 2030, and the NTIA's renewal of the Cooperative Agreement for a six-year term. The domain name base stood at 169.0 million .com and .net registrations at year-end, a 2.1 percent decrease year over year. The filing also includes annual non-guarantor subsidiary disclosures under its senior notes indentures, with non-GAAP Adjusted EBITDA of $1,185.3 million for the consolidated company in 2024.

Feb 6, 2025 8-K

Verisign 8-K Report, Material Agreement (Nov 27, 2024)

On November 25, 2024, VeriSign, Inc. entered into a renewed .com Registry Agreement with the Internet Corporation for Assigned Names and Numbers (ICANN). The agreement amends and restates in its entirety the prior .com Registry Agreement dated December 1, 2012, as amended, and becomes effective December 1, 2024, the day after the current term of the prior agreement expires on November 30, 2024. The renewal adds provisions to better align with ICANN's Base Registry Agreement, including permissible increases based on the U.S. Consumer Price Index in domain name transaction fees the Company pays to ICANN, obligations related to mitigation of DNS abuse, and service level requirements for the Registration Data Access Protocol. It also adds commitments to enhance the security, stability and resiliency of the .com top-level domain, including new security incident reporting commitments and obligations to discuss business continuity. The filing states that there are no changes to the provision governing the price the Company charges for .com domain names. Separately, the Company and ICANN entered into a second amendment to a binding Letter of Intent dated March 27, 2020, as amended July 1, 2023. The LOI, as amended, formalizes a framework for working together to enhance the security, stability and resiliency of the .com and .net TLDs and the DNS. Under the new amendment, the parties will discuss issues related to Internationalized Domain Names and the renewal of the LOI on substantially similar terms before its December 31, 2025 expiration date. For investors, the filing's main points are the continuity of the .com registry relationship beyond the November 30, 2024 expiration and the unchanged .com pricing provision, alongside new compliance, security and fee-adjustment obligations.

Nov 27, 2024 8-K

Verisign 8-K Report, Financial Results (Oct 24, 2024)

VeriSign, Inc. reported third quarter 2024 results on October 24, 2024. Revenue was $391 million, up 3.8 percent from the same quarter of 2023. Operating income rose to $269 million from $254 million, net income was $201 million versus $188 million, and diluted EPS was $2.07 compared with $1.83. Cash flow from operations was $253 million, compared with $245 million a year earlier. The company ended the quarter with cash, cash equivalents and marketable securities of $645 million, a decrease of $281 million from year-end 2023. Deferred revenues totaled $1.30 billion, up $53 million from year-end 2023. Verisign repurchased 1.7 million shares for $301 million during the quarter and had $1.28 billion remaining under its share repurchase program, which has no expiration. On the business side, the .com and .net domain name base stood at 169.6 million registrations, a 2.5 percent decrease from the end of the third quarter of 2023 and a net decrease of 1.1 million during the quarter. New registrations processed were 9.3 million, compared with 9.9 million a year earlier, and the final second-quarter 2024 renewal rate was 72.7 percent versus 73.4 percent for the same quarter of 2023.

Oct 24, 2024 10-Q

Verisign Quarterly Report for Q3 Ended Sep 30, 2024

VeriSign, Inc. reported third-quarter 2024 revenues of $390.6 million, up 4% from $376.3 million in the prior-year quarter, and operating income of $269.3 million, up 6% from $254.3 million. For the nine months ended September 30, 2024, revenues were $1,162.0 million (up 4%) and operating income was $794.4 million (up 7%). Net income was $201.3 million for the quarter ($2.07 per diluted share) and $594.2 million for the nine months ($6.00 per diluted share). The company attributed revenue growth primarily to .com and .net price increases, partially offset by a decline in the domain name base, which fell 2.5% year over year to 169.6 million registrations, and by the elimination of .gov gTLD operation revenue after its transition to another provider in the fourth quarter of 2023. The filing notes that the net decrease of 1.1 million registrations from June 30, 2024 and the lower Q3 new registrations of 9.3 million versus 9.9 million reflect weaker demand, particularly in China, where revenues declined 10% in the quarter and 15% for the nine months. Capital allocation remained a major focus. The company repurchased 1.7 million shares for $300.9 million in the quarter and $949.3 million under its plans for the nine months. In July 2024, the Board authorized an additional $1.11 billion, bringing total availability to about $1.28 billion as of September 30, 2024. Cash, cash equivalents and marketable securities totaled $644.9 million, down from $926.4 million at year-end 2023, and stockholders' deficit widened to $(1,900.6) million. Senior notes total $1.79 billion including $299.7 million of 2025 notes classified as current, which management intends to refinance, with $200.0 million of credit facility capacity available as a backstop.

Oct 24, 2024 8-K

Verisign 8-K Report, Regulation FD Disclosure (Aug 5, 2024)

Verisign, Inc. filed this Current Report under Item 7.01 (Regulation FD Disclosure) to disclose an exchange of letters dated August 2, 2024 with the National Telecommunications and Information Administration (NTIA) of the Department of Commerce regarding the Cooperative Agreement. According to the filing, NTIA's Assistant Secretary's letter states that NTIA intends to renew the Cooperative Agreement, and Verisign said it was pleased with NTIA's affirmation of support for the multistakeholder system of internet governance. The filing also cites NTIA's recognition of Verisign's "longstanding and effective stewardship" of its responsibilities, including management of the .com registry. The letters also raise .com pricing. The filing states that NTIA has questions about .com pricing, and that Verisign agreed to discuss .com pricing and the health of the .com ecosystem, including retail and secondary markets. Verisign argues that price caps on .com wholesale prices have not always passed through to end-users and that capped wholesale prices have contributed to an unregulated multi-billion dollar secondary market. The filing explicitly states that the exchange of letters does not create an obligation to change .com wholesale pricing, and that discussions with NTIA have not yet begun. For investors, the key points are that the Cooperative Agreement renewal is expected on time, with no changes to the Registry Agreement's timing or pricing as far as Verisign knows today, but that pricing terms are an open topic for future discussion. Any changes would be made through ICANN's processes, and the filing says it is premature to speculate on timing or outcomes.

Aug 5, 2024 10-Q

Verisign Quarterly Report for Q2 Ended Jun 30, 2024

VeriSign, Inc. reported revenues of $387.1 million for the three months ended June 30, 2024, up from $372.0 million a year earlier, and $771.4 million for the six months, compared with $736.4 million. Operating income was $266.2 million for the quarter and $525.1 million for the six months. Net income was $198.8 million for the quarter and $392.9 million for the six months, and diluted earnings per share were $2.01 and $3.93, respectively. The filing attributes revenue growth mainly to .com price increases effective September 1, 2023 and .net price increases effective February 1, 2024, partially offset by a decline in the domain name base, which fell to 170.6 million .com and .net registrations, a 2.2% decrease from June 30, 2023. New .com and .net registrations were 9.2 million in the quarter, compared with 10.2 million a year earlier, and the final first-quarter 2024 renewal rate was 74.1%, compared with 75.5% for the first quarter of 2023. Cash flow and capital returns remained central to the story. Net cash provided by operating activities was $417.7 million for the six months, versus $404.3 million a year earlier. During the quarter the company repurchased 2.2 million shares for $388.0 million, and total stockholders' deficit was $1.82 billion at June 30, 2024. Cash and cash equivalents plus marketable securities totaled $689.9 million, and the company had $750.0 million of 2.70% notes due 2031, $550.0 million of 4.75% notes due 2027, and $500.0 million of 5.25% notes due 2025. Effective July 25, 2024, the board authorized an additional $1.11 billion of repurchases, bringing total available authorization to up to $1.50 billion. The filing shows a company with stable, high-margin revenue from its registry operations, with the operating margin at 68.8% for the quarter. Investors will likely focus on whether pricing gains can continue to offset the ongoing decline in domain registrations, particularly in China, and on the pace of share repurchases given the company's negative equity position.

Jul 25, 2024 8-K

Verisign 8-K Report, Financial Results (Jul 25, 2024)

VeriSign, Inc. reported results for the fiscal quarter ended June 30, 2024 in a press release attached as Exhibit 99.1 to this Form 8-K, filed July 25, 2024. Revenue was $387 million, up 4.1 percent from the second quarter of 2023. Operating income was $266 million, compared with $249 million a year earlier. Net income was $199 million and diluted EPS was $2.01, versus $186 million and $1.79 in the prior-year quarter. Cash flow from operations was $160 million for the quarter, compared with $145 million a year earlier. Capital return was a central theme. During the second quarter the company repurchased 2.2 million shares for an aggregate cost of $388 million. Effective July 25, 2024, the Board authorized an additional repurchase of approximately $1.11 billion of common stock. Combined with the roughly $388.0 million remaining under the program, total authorization is up to $1.5 billion. The program has no expiration date and may be executed through open market transactions, block purchases, accelerated share repurchase agreements or other negotiated transactions. Operating metrics were mixed. The .com and .net domain name base ended the quarter at 170.6 million registrations, a 2.2 percent decrease from the end of the second quarter of 2023, with a net decrease of 1.8 million domain names during the quarter. New registrations processed were 9.2 million, compared with 10.2 million a year earlier. The final renewal rate for the first quarter of 2024 was 74.1 percent, versus 75.5 percent for the same quarter of 2023. Cash, cash equivalents and marketable securities totaled $690 million at June 30, 2024, down $236 million from year-end 2023, and the balance sheet showed a total stockholders' deficit of $1.82 billion.

Jul 25, 2024 8-K

Verisign 8-K Report, Regulation FD Disclosure (Jun 28, 2024)

VeriSign, Inc. (VRSN) furnished this Current Report under Item 7.01 (Regulation FD Disclosure) to address letters released on June 26, 2024, by the American Economic Liberties Project and other advocacy organizations to the US Departments of Commerce and Justice and the White House Competition Council. A press release accompanied the letters, which followed a two-month campaign by a paid subscription advocacy service and others. The campaign and letters assert that the 32-year-old Cooperative Agreement between the Department of Commerce and Verisign covering the .com top-level domain registry can be terminated by the Department on August 2, 2024, and that management of .com could then be transferred through a competitive bidding process. Verisign states this assertion is wrong. It says that if the Department chooses to sunset the Cooperative Agreement, which Verisign does not seek, the .com registry will continue to be managed under the terms of Verisign's and ICANN's valid, enforceable Registry Agreement. Verisign argues the letters rest on a fundamental misunderstanding of the Cooperative Agreement's language, the nature of cooperative agreements, the course of dealing among the Department, Verisign and ICANN, ICANN's role as central coordinator of the Domain Name System, long-standing US policy, and the express terms of the ICANN/Verisign .com Registry Agreement. The company says the letters contain other inaccuracies it may address later, but that their main point about the Cooperative Agreement is simply incorrect.

Jun 28, 2024 8-K

Verisign 8-K Report, Shareholder Vote Results (May 23, 2024)

VeriSign, Inc. held its 2024 Annual Meeting of Stockholders on May 23, 2024, where stockholders voted on three proposals. All eight director nominees were elected to serve until the next annual meeting or until a successor is elected and qualified. D. James Bidzos received 76,262,555 votes for, 4,675,352 against, and 2,320,061 abstaining, with 4,566,763 broker non-votes. Kathleen A. Cote received the most opposition among nominees, with 14,950,132 votes against, and Roger H. Moore and Timothy Tomlinson also drew more than 11 million votes against each. On a non-binding, advisory basis, stockholders approved the Company's executive compensation, with 76,928,082 votes for, 4,562,319 against, 1,767,567 abstaining, and 4,566,763 broker non-votes. Stockholders also ratified the selection of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024, with 80,433,430 votes for, 5,883,099 against, and 1,508,202 abstaining. The filing reports only the outcomes of these shareholder votes and does not describe any other corporate actions or financial results.

May 23, 2024 8-K

Verisign 8-K Report, Financial Results (Apr 25, 2024)

VeriSign, Inc. furnished a press release under Item 2.02 reporting financial results for the fiscal quarter ended March 31, 2024. The company reported revenue of $384 million, up 5.5 percent from the first quarter of 2023. Operating income rose to $259 million from $241 million, net income increased to $194 million from $179 million, and diluted EPS was $1.92 compared with $1.70. Management described the results as "another quarter of solid, consistent financial performance to start 2024." Capital returns remained a major use of cash. Verisign repurchased 1.3 million shares for an aggregate cost of $260 million in the quarter, leaving $860 million available under its share repurchase program, which has no expiration. Cash flow from operations was $257 million, compared with $259 million a year earlier, and cash, cash equivalents and marketable securities ended the quarter at $925 million, down $2 million from year-end 2023. Domain base metrics were softer. The .com and .net domain name base ended the quarter at 172.5 million registrations, a 1.3 percent decrease year over year and a net decrease of 0.27 million during the quarter. New registrations processed were 9.5 million, versus 10.3 million in the first quarter of 2023, and the final renewal rate for the fourth quarter of 2023 was 73.2 percent compared with 73.3 percent a year earlier.

Apr 25, 2024 10-Q

Verisign Quarterly Report for Q1 Ended Mar 31, 2024

VeriSign, Inc. reported first-quarter 2024 revenues of $384.3 million, up 5% from $364.4 million in the same period of 2023, and operating income of $258.9 million, up 7% from $241.3 million. Net income was $194.1 million, compared with $178.7 million a year earlier, and diluted earnings per share were $1.92, versus $1.70. Revenue growth was primarily attributed to price increases on .com registrations effective September 1, 2023 and 2022, while the domain name base fell to 172.5 million .com and .net registrations, a 1.3% decrease from March 31, 2023, with China revenue down 18%. Cash flow and capital return remained central. Operating cash flow was $257.3 million, compared with $259.0 million in the prior-year quarter. The company repurchased 1.3 million shares for $260.4 million during the quarter, leaving approximately $859.6 million available under its repurchase program. Cash and cash equivalents rose to $731.8 million from $240.1 million at year-end 2023, while marketable securities declined to $192.9 million from $686.3 million. Total stockholders' deficit widened to $1,635.7 million, and senior notes were carried at $1,790.7 million. The company stated it believes existing cash, marketable securities and operating cash flows will be sufficient to meet working capital, capital expenditure and debt service requirements for the next 12 months and beyond. Management also disclosed a pending ICANN Independent Review Process brought by Afilias Domains No. 3 Limited (now Altanovo Domains Limited), which the company and Nu Dotco, LLC have requested to join, and stated that other legal matters are not expected to have a material adverse effect.

Apr 25, 2024 10-K

Verisign Annual Report, Year Ended Dec 31, 2023

VeriSign, Inc. (Nasdaq: VRSN) describes itself as a global provider of critical internet infrastructure and domain name registry services, operating the .com and .net top-level domains, two of the thirteen global root servers, and performing the Root Zone Maintainer function. In 2023 revenues rose to $1,493.1 million from $1,424.9 million, and operating income increased to $1,000.6 million from $943.1 million. Net income was $817.6 million, or $7.90 diluted earnings per share, compared with $673.8 million in 2022. Cash flow from operations was $853.8 million. The company ended 2023 with 172.7 million .com and .net registrations in the domain name base, a decline from 173.8 million at the end of 2022, and the filing attributes weaker demand in China to the decline. Capital allocation remained focused on shareholder returns. The company repurchased 4.2 million shares for $882.8 million in 2023, and $1.12 billion remained available under the repurchase program after the board added $1.14 billion of authorization in July 2023. Cash and marketable securities totaled $926.4 million at year end, while senior notes were $1,790.2 million net of issuance costs. The stockholders' deficit was $1,581.0 million. Income tax expense fell to $158.9 million, reflecting $69.3 million of tax benefits recognized in 2023, including a $118.0 million deferred tax asset tied to non-U.S. intellectual property. Key forward-looking items include the .com Registry Agreement and Cooperative Agreement, both due for renewal by November 30, 2024, with presumptive renewal rights. The filing also discusses the pending .web gTLD matter, in which the company has paid a $145.0 million deposit while Afilias continues to challenge the auction through a second Independent Review Process. On February 8, 2024, the company announced a .com wholesale fee increase from $9.59 to $10.26, effective September 1, 2024.

Feb 15, 2024 8-K

Verisign 8-K Report, Executive Changes (Feb 15, 2024)

VeriSign, Inc. filed this Current Report on Form 8-K to disclose a senior leadership change. On February 12, 2024, Todd B. Strubbe, President and Chief Operating Officer, informed the Board of Directors of his intention to retire, effective April 5, 2024. The Board thanked him for nine years of service and for his dedicated, mission-focused leadership. Mr. Strubbe has served as Chief Operating Officer since April 2015 and President since February 2020. To fill the role, the Board elected D. James Bidzos, the Company's Chief Executive Officer and Executive Chairman, to resume the office of President, which he previously held from August 2011 to February 2020. This takes effect upon Mr. Strubbe's retirement date. The Company anticipates that Mr. Strubbe will serve as an advisor following his retirement. For investors, the filing is a management transition rather than a financial disclosure. It reports no financial results, figures, or guidance. The main takeaway is that the CEO will also take back the President role, consolidating top executive responsibilities.

Feb 15, 2024 8-K

Verisign 8-K Report, Financial Results (Feb 8, 2024)

VeriSign, Inc. reported fourth-quarter and full-year 2023 results on February 8, 2024. Fourth-quarter revenue was $380 million, up 3.0 percent from the prior-year quarter, with operating income of $256 million and net income of $265 million, or diluted EPS of $2.60, compared with $1.70 a year earlier. For full-year 2023, revenue was $1.49 billion, up 4.8 percent, operating income was $1.00 billion, and net income was $818 million, or diluted EPS of $7.90, compared with $6.24 in 2022. The filing states that income tax benefits recognized in the fourth quarter increased net income by $69.3 million and diluted EPS by $0.68 for the quarter, and by $0.67 for the full year. Cash flow and capital return remained central to the period. Cash flow from operations was $854 million for 2023, and the company ended the year with $926 million in cash, cash equivalents and marketable securities. Verisign repurchased 4.2 million shares for $883 million during 2023 and had $1.12 billion remaining under its repurchase program, which has no expiration date. Deferred revenues totaled $1.25 billion at year-end. Operating metrics were mixed. The .com and .net domain name base ended the year at 172.7 million registrations, a 0.6 percent decrease, with a net decrease of 1.2 million registrations in the fourth quarter. The final .com and .net renewal rate for the third quarter of 2023 was 73.5 percent, versus 73.7 percent a year earlier. The company also announced that the annual registry-level wholesale fee for each new and renewal .com registration will rise from $9.59 to $10.26, effective September 1, 2024.

Feb 8, 2024 8-K

Verisign 8-K Report, Material Agreement (Dec 8, 2023)

On December 6, 2023, VeriSign, Inc. entered into a new Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, and a group of lenders. The agreement provides a $200 million committed unsecured revolving credit facility, under which the Company and certain designated subsidiaries may borrow in U.S. dollars and certain specified alternative currencies. The facility includes sublimits of $35 million for standby letters of credit, $50 million for swingline loans, and $50 million for alternative-currency loans. The full amount is undrawn as of the filing date. Borrowings may be used for working capital, acquisitions, stock repurchases, capital expenditures, and general corporate purposes. The new facility replaced the Credit Agreement dated December 12, 2019, which the Company terminated in full on December 6, 2023. The filing states that no material early termination penalties were incurred. Certain lenders under the terminated agreement are also lenders under the new one. The facility matures on December 6, 2028, with up to two one-year extensions available subject to lender approval. The Company may request up to $150 million in discretionary commitment increases. The agreement carries a financial covenant that the Leverage Ratio not exceed 4.00 to 1.00, which may be increased to 4.50 to 1.00 for four quarters following an acquisition of $500 million or more, no more than twice over the term. Pricing depends on the Leverage Ratio and the company's Moody's, S&P and Fitch ratings. The filing also describes customary affirmative and negative covenants and events of default, including a change of control event of default.

Dec 8, 2023 8-K

Verisign 8-K Report, Financial Results (Oct 26, 2023)

VeriSign, Inc. (NASDAQ: VRSN) reported third quarter 2023 results in a press release furnished as Exhibit 99.1 to this Form 8-K, filed October 26, 2023. Revenue was $376 million, up 5.4 percent from the same quarter of 2022. Operating income rose to $254 million from $237 million, and net income was $188 million, or diluted EPS of $1.83, compared with $169 million and $1.58 a year earlier. Management cited a long-term strategy of value creation and returns to shareholders through responsible expense management and efficient capital allocation. On the balance sheet, cash, cash equivalents and marketable securities totaled $943 million at September 30, 2023, down $37 million from year-end 2022. Operating cash flow was $245 million in the third quarter, versus $262 million a year earlier. During the quarter the company repurchased 1.1 million shares for $220 million, leaving $1.34 billion available under its share repurchase program, which has no expiration. Stockholders' deficit was $(1,633.4) million at quarter end. Operationally, the .com and .net domain name base ended the quarter at 173.9 million registrations, a 0.1 percent decrease from a year earlier and a net decrease of 0.5 million domains during the quarter. The company processed 9.9 million new registrations, the same as the prior-year quarter. The final .com and .net renewal rate for the second quarter of 2023 was 73.4 percent, compared with 73.8 percent a year earlier.

Oct 26, 2023 10-Q

Verisign Quarterly Report for Q3 Ended Sep 30, 2023

VeriSign, Inc. reported revenues of $376.3 million for the three months ended September 30, 2023, up 5% from $356.9 million a year earlier, and $1,112.7 million for the nine months, also up 5%. Operating income rose 7% to $254.3 million for the quarter and $744.3 million for the nine months. Net income was $188.5 million for the quarter, compared with $169.5 million in the prior-year period, and diluted earnings per share were $1.83, compared with $1.58. The company attributed the revenue increase mainly to .com registry price increases effective September 1, 2022 and 2021, partly offset by the end of revenue from the .tv ccTLD operation, which transitioned to another provider in the fourth quarter of 2022. Domain demand was mixed. The .com and .net domain name base stood at 173.9 million registrations, a 0.1% decrease from September 30, 2022, and the final second-quarter 2023 renewal rate was 73.4% versus 73.8% a year earlier. Management said softness in demand, primarily in China, has recently limited growth in the domain name base, and that revenues from China-based registrars declined in both the quarter and the nine months. The filing also notes a China regulatory environment that is affecting demand and imposing licensing and compliance requirements. Capital allocation and balance sheet items stand out. On July 27, 2023, the Board authorized a $1.14 billion repurchase increase, bringing the total authorization to up to $1.50 billion, with about $1.34 billion remaining as of September 30, 2023. The company repurchased 1.1 million shares for $219.9 million in the quarter. Cash and cash equivalents were $157.7 million and marketable securities were $785.8 million, while total stockholders' deficit was $(1,633.4) million. Operating cash flow was $649.6 million for the nine months, and the company bought a building in Reston, Virginia for $19.8 million as its future corporate headquarters.

Oct 26, 2023 10-Q

Verisign Quarterly Report for Q2 Ended Jun 30, 2023

VeriSign, Inc. (VRSN) reported higher second-quarter 2023 results, with revenues of $372.0 million for the three months ended June 30, 2023, up 6% from $351.9 million a year earlier, and $736.4 million for the six months, up 5% from $698.8 million. Operating income rose to $248.7 million for the quarter (up 5%) and $490.0 million for the six months (up 6%). Net income was $185.7 million for the quarter versus $167.3 million in the prior-year quarter, and diluted EPS was $1.79 versus $1.54. Revenue growth was driven mainly by .com price increases effective September 1, 2022 and 2021, partly offset by the elimination of .tv ccTLD revenue after its transition to another provider in Q4 2022. Registrations were flat year over year at 174.4 million .com and .net domain names, and management cited softness in demand, primarily in China. The balance sheet shows a total stockholders' deficit of $1,617.9 million as of June 30, 2023, with total liabilities of $3,295.1 million against total assets of $1,677.2 million. Cash, cash equivalents and marketable securities totaled $935.6 million. Operating cash flow was $404.3 million for the six months, up from $352.0 million. The company repurchased 1.0 million shares for $220.0 million in the quarter, and on July 27, 2023 its Board authorized an additional $1.14 billion in repurchases, bringing the total authorization to up to $1.50 billion. Management stated that the .net registry agreement with ICANN was renewed through June 30, 2029, and that the .net wholesale fee will rise from $9.92 to $10.91 effective February 1, 2024. The .com wholesale fee is scheduled to increase from $8.97 to $9.59 effective September 1, 2023. Management believes existing cash and operating cash flows will be sufficient to meet needs for the next 12 months and beyond.

Jul 27, 2023 8-K

Verisign 8-K Report, Financial Results (Jul 27, 2023)

VeriSign, Inc. (NASDAQ: VRSN) reported second quarter 2023 results on July 27, 2023, with revenue of $372 million, up 5.7 percent from the same quarter of 2022, and operating income of $249 million compared with $236 million a year earlier. Net income was $186 million and diluted earnings per share were $1.79, versus $167 million and $1.54 in the second quarter of 2022. For the six months ended June 30, 2023, revenues were $736.4 million and net cash provided by operating activities was $404.3 million. The company's Board of Directors authorized an additional repurchase of approximately $1.14 billion of common stock, which, together with roughly $356 million remaining under the program, brings total available repurchase authorization to $1.5 billion. The program has no expiration date. During the second quarter, VeriSign repurchased 1.0 million shares for an aggregate $220 million. Outstanding shares were 103.4 million at June 30, 2023, down from 105.3 million at December 31, 2022. Operationally, the .com and .net domain name base ended the quarter at 174.4 million registrations, a net decrease of 0.32 million during the quarter. The company also announced the renewal of the .net Registry Agreement with ICANN through June 30, 2029, and will raise the annual wholesale fee for each new and renewal .net registration from $9.92 to $10.91 effective February 1, 2024. Stockholders' deficit was $1.62 billion at June 30, 2023.

Jul 27, 2023 8-K

Verisign 8-K Report, Material Agreement (Jun 30, 2023)

VeriSign, Inc. (VRSN) reported in this Form 8-K filed June 30, 2023 that it entered into a renewal of the .net Registry Agreement with the Internet Corporation for Assigned Names and Numbers (ICANN) on June 29, 2023. The renewal runs through June 30, 2029, and the filing states it carries no changes to the material terms of the 2017 agreement it replaces. The agreement keeps the same six-year term, service levels, termination and renewal terms, and pricing provisions. Under those pricing provisions, VeriSign may raise the price of a .net domain name registration by up to ten percent in each calendar year of the term, upon proper notice. The company also keeps its obligation to collect a $0.75 fee on ICANN's behalf for each .net domain name. The filing describes the agreement as a continuation of existing terms rather than a new commercial arrangement. The full agreement is filed as Exhibit 10.1 and is incorporated by reference into the filing.

Jun 30, 2023