Item 5. Other Information
ITEM 5. OTHER INFORMATION
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
On October 21, 2025, the Board of Directors approved and adopted amendments to the Company’s Amended and Restated Bylaws (the “Bylaws”) to provide that the Court of Chancery of the State of Delaware shall be the exclusive forum for certain state corporate law or shareholder derivative claims, and that the federal district courts of the United States of America shall be the exclusive forum for the resolution of any action asserting a claim under the Securities Act of 1933, as amended, in each case to the fullest extent permitted by law and unless the Company otherwise consents in writing to the selection of an alternative forum.
The foregoing summary of the amendments to the Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Bylaws, a copy of which is filed as Exhibit 3.1 hereto.
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.
There were no directors or executive officers that adopted , terminated or modified plans or other arrangements during the quarter ended September 30, 2025.
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ITEM 6. EXHIBITS
As required under Item 6—Exhibits, the exhibits filed as part of this report are provided in this separate section. The exhibits included in this section are as follows:
Exhibit
Number Exhibit Description Incorporated by Reference
Form Date Number Filed Herewith
3.1
Amended and Restated Bylaws of VeriSign, Inc.
X
31.01 Certification of Principal Executive Officer pursuant to Exchange Act Rule 13a-14(a).
X
31.02 Certification of Principal Financial Officer pursuant to Exchange Act Rule 13a-14(a).
X
32.01 Certification of Principal Executive Officer pursuant to Exchange Act Rule 13a-14(b) and Section 1350 of Chapter 63 of Title 18 of the U.S. Code (18 U.S.C. 1350). *
X
32.02 Certification of Principal Financial Officer pursuant to Exchange Act Rule 13a-14(b) and Section 1350 of Chapter 63 of Title 18 of the U.S. Code (18 U.S.C. 1350). *
X
101 Interactive Data File. The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. X
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). X
* As contemplated by SEC Release No. 33-8212, these exhibits are furnished with this Quarterly Report on Form 10-Q and are not deemed filed with the SEC and are not incorporated by reference in any filing of VeriSign, Inc. under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in such filings.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
VERISIGN, INC.
Date: October 23, 2025 By: / S / D. J AMES B IDZOS
D. James Bidzos
Chief Executive Officer
Date: October 23, 2025 By: / S / JOHN D. CALYS
John D. Calys
Chief Financial Officer
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.