---
schema_version: "secwatch.filing_event.v1"
accession: "0001014473-25-000026"
form_type: "8-K"
ticker: "VRSN"
cik: "0001014473"
company_name: "VERISIGN INC/CA"
filed_at: "2025-05-22T23:59:59+00:00"
generated_at: "2026-05-20T17:05:35.307027+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.25
calibrated_materiality_score: 0.25
confidence: "high"
source: SEC EDGAR
---

# VeriSign stockholders approve officer liability limitation and re-elect directors

## Summary
- Amendment to limit liability of certain officers approved: 71.5M for, 7.6M against, 5.3M broker non-votes.
- All eight director nominees elected; Jamie Gorelick received 71.5M for, 7.1M against, 446.8K abstain.
- Advisory say-on-pay approved: 73.0M for, 5.9M against, 214.2K abstain.
- KPMG LLP ratified as auditor for FY2025: 78.6M for, 5.8M against, 65.4K abstain.
- Stockholder proposal on written consent defeated: 4.5M for, 74.2M against, 349.6K abstain.

## SEC filing metadata
- accession: 0001014473-25-000026
- form_type: 8-K
- ticker: VRSN
- cik: 0001014473
- company_name: VERISIGN INC/CA
- filed_at: 2025-05-22T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.25
- calibrated_materiality_score: 0.25
- confidence: high
- sec_items: 3.03, 5.03, 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1014473/000101447325000026/0001014473-25-000026-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1014473/000101447325000026/vrsn-20250522.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001014473-25-000026
- JSON: https://secwatch.observer/filing/0001014473-25-000026.json
- Plain text: https://secwatch.observer/filing/0001014473-25-000026.txt

## Key facts
- Governance Changes
  VERISIGN INC/CA: Stockholders approved and adopted an amendment to the Restated Certificate of Incorporation to limit the liability of certain officers as permitted by Delaware law (effective 2025-05-22).
  - Change: charter amendment
  - Effective: 2025-05-22
  source text: At the VeriSign, Inc. (“Company”) annual meeting of stockholders (the “Annual Meeting”) held on Thursday, May 22, 2025, the Company’s stockholders approved and adopted an amendment to the Company’s Restated Certificate of Incorporation to limit the liability of certain officers in certain limited circumstances as permitted by Delaware law (the “Amendment”), all as further described in the Company’s Proxy Statement, as filed with the Securities and Exchange Commission on April 11, 2025 (“Proxy Statement”), under the heading “Proposal No. 4 – Approval of an Amendment to the Company’s Restated Certificate of Incorporation to Limit the Liability of Certain Officers as permitted by Delaware Law,” which is incorporated herein by reference. On May 22, 2025, the Company filed a Certificate of Amendment of Restated Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware, which became effective upon filing.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1014473/000101447325000026/0001014473-25-000026-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.