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Get filing alertsVeriSign shareholders re-elect all directors, approve equity plan extension to 2036
Filed May 21, 2026 · Period ending May 21, 2026 · ~1 min read
Key Changes
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All seven director nominees elected with support ranging to 99.4%; Matthew J. Desch received lowest support at 72.7% (55,667,984 for vs. 20,863,958 against), while Debra W. McCann received highest at 99.4%.
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR → -
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Shareholders approved extending the 2006 Equity Incentive Plan to 2036 with 97.8% support (74,722,565 for vs. 1,656,604 against); amendment includes technical updates but authorizes no additional shares.
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation verify on EDGAR → -
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Shareholders rejected independent chairman proposal with 76.7% opposition (17,816,830 for vs. 58,611,011 against), affirming current board leadership structure.
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR → -
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Say-on-pay approved with 95.8% support (73,151,707 for vs. 3,213,712 against); auditor KPMG ratified with 93.2% support (76,128,673 for vs. 5,532,200 against).
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
Summary
VeriSign held its 2026 annual meeting on May 21, with shareholders approving all management-backed proposals. All seven director nominees were re-elected, though director Matthew J. Desch received notably lower support at 72.7% compared to his colleagues who all exceeded 88%.
The company's equity compensation plan was extended to 2036 with overwhelming approval, but importantly without authorizing additional shares—meaning no increase in potential dilution for existing holders. Shareholders decisively rejected a proposal requiring an independent board chairman, with over three-quarters voting against the measure.
This outcome signals investor comfort with VeriSign's current governance structure. Routine matters including executive compensation approval (95.8% support) and auditor ratification (93.2% support) passed with healthy margins. The results reflect a stable governance environment with no material shareholder dissent on core management proposals.
Section-by-Section Diff
Event · Item 5.07 — Submission of Matters to a Vote of Security Holders
VeriSign held its 2026 annual meeting; shareholders elected 7 directors, approved executive compensation and equity plan, ratified KPMG, and rejected independent chairman proposal.
Show 2 minor / wording changes
Added in current filing · verify on EDGAR →
For:73,151,707 | Against:3,213,712 | Abstain:204,963 | Broker Non-Votes:5,136,483
Shareholders approved executive compensation on an advisory basis with 95.8% support (73,151,707 for vs. 3,213,712 against). The 4.2% opposition is well within normal ranges for say-on-pay votes, indicating broad shareholder satisfaction with compensation practices.
Added in current filing · verify on EDGAR →
For:76,128,673 | Against:5,532,200 | Abstain:45,992
Shareholders ratified KPMG LLP as the independent auditor for 2026 with 93.2% support (76,128,673 for vs. 5,532,200 against). The 6.8% opposition is slightly elevated but not unusual for auditor ratification votes.
Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
At the Annual Meeting of Stockholders of VeriSign, Inc. (the “Company”) held on May 21, 2026, the Company’s stockholders approved the Amendment and Restatement of the VeriSign, Inc. 2006 Equity Incentive Plan (the “Amended 2006 Plan”).
Shareholders approved amendments to the company's equity compensation plan at the annual meeting. The plan provides stock-based compensation to employees and executives.
Added in current filing · verify on EDGAR →
The Amended 2006 Plan will extend the termination date of the 2006 Plan to May 21, 2036, and also makes certain technical and administrative revisions to the plan document, including the removal of certain provisions related to Section 162(m) that are no longer relevant, and clarifying that the prohibition on paying cash in exchange for the cancellation of an outstanding award applies only to underwater options or stock appreciation rights. The Amended 2006 Plan does not increase the number of shares available for grant under the Plan.
The plan's life was extended by 10 years to 2036. Changes include removing outdated tax code provisions and clarifying cash-cancellation rules for underwater awards. Importantly, no additional shares were authorized, meaning the amendment does not increase potential dilution to existing shareholders.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 30, 2026 · How we verify