OTHER INFORMATION
+Added: Amendments to Articles of Incorporation or Bylaws;
+Added: Change in Fiscal Year
+Added: On July 21, 2025, the Board approved and adopted Amended and Restated Bylaws of the Company (as so amended and restated, the “Bylaws”).
+Added: The amended Bylaws were effective upon approval by the Board.
+Added: The Bylaws were amended to, among other things:
+Added: • Update the procedural and disclosure requirements for stockholders intending to introduce nominations of directors or propose other business (other than proposals to be included in the Company’s proxy statement pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended), at annual or special meetings of stockholders, including without limitation, to:
+Added: ▪ require a stockholder conducting a solicitation subject to Rule 14a-19 under the Exchange Act (i.e., “universal proxy card” rules) to provide certain proxy solicitation information to the Company, provide proxy materials to the Company’s stockholders through means provided under the federal securities laws and make certain undertakings related to such solicitation, including to demonstrate that the undertakings have been satisfied
+Added: ▪ require additional background information and disclosures regarding stockholders proposing such business and other persons related to a stockholder’s solicitation of proxies;
+Added: ▪ require any stockholder submitting a proposal of other business to make a representation and applicable confirmation as to whether such stockholder intends to solicit proxies from at least the percentage of the Company’s voting shares required under applicable law to carry the proposal;
+Added: ▪ clarify that a failure to provide such disclosure or comply with such requirements or the applicable requirements of the Exchange Act rules will result in a stockholder’s nomination or proposal of other business being disregarded;
+Added: • Require that a stockholder soliciting proxies from other stockholders use a proxy card color other than white.
+Added: This description of the amendments to the Bylaws is qualified in its entirety by reference to the text of the Bylaws filed as Exhibit 3.3 to this Form 10-Q.
Insider Trading Arrangements
Our directors and executive officers may from time to time enter into plans or other arrangements for the purchase or sale of our shares that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or may represent a non-Rule 10b5-1 trading arrangement under the Exchange Act.
−Removed: On February 15, 2025 , D.
−Removed: James Bidzos , the Company's Executive Chairman, President and Chief Executive Officer , adopted a trading plan intended to satisfy Rule 10b5-1(c) to sell up to 144,000 shares of Company common stock between May 20, 2025 and May 14, 2026, subject to certain conditions.
−Removed: On February 18, 2025 , Thomas Indelicarto , the Company's Executive Vice President, General Counsel and Secretary , adopted a trading plan intended to satisfy Rule 10b5-1(c) to sell up to 12,000 shares of Company common stock between May 20, 2025 and April 30, 2026, subject to certain conditions.
−Removed: On February 27, 2025 , George Kilguss , the Company's Executive Vice President and Chief Financial Officer , adopted a trading plan intended to satisfy Rule 10b5-1(c) to sell up to 60,000 shares of Company common stock between June 10, 2025 and June 17, 2026, subject to certain conditions.
−Removed: There were no other directors or executive officers that adopted , terminated or modified plans or other arrangements during the quarter ended March 31, 2025.
+Added: There were no directors or executive officers that adopted , terminated or modified plans or other arrangements during the quarter ended June 30, 2025.
As required under Item 6—Exhibits, the exhibits filed as part of this report are provided in this separate section.
2 unchanged sentences
Form Date Number Filed Herewith
−Removed: Bylaws of Veri Sign, Inc.
−Removed: Second Supplemental Indenture, dated as of March 11, 2025, between VeriSign, Inc.
−Removed: Bank Trust Company, National Association, as trustee
+Added: Restated Certificate of Incorporation of VeriSign, Inc.
+Added: Certificate of Amendment of Restated Certificate of Incorporation of VeriSign, Inc.
+Added: Restated Bylaws of VeriSign, Inc.
+Added: L etter Agreement for Consulting Service dated May 3 0, 2025 between VeriSign, Inc.
+Added: and George Kilguss, III
31.01 Certification of Principal Executive Officer pursuant to Exchange Act Rule 13a-14(a).
12 unchanged sentences
VERISIGN, INC.
−Removed: April 24, 2025 By:
+Added: July 24, 2025 By:
J AMES B IDZOS
Chief Executive Officer
−Removed: April 24, 2025 By:
−Removed: / S / G EORGE E.
−Removed: K ILGUSS , III
+Added: July 24, 2025 By:
+Added: / S / JOHN D.
Chief Financial Officer
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.