VeriSign Director Jamie Gorelick Awarded 900 Restricted Stock Units Under Immediate Vesting Plan

VeriSign’s Board Equity Compensation Strategy

VeriSign utilizes restricted stock units as a core element of its director compensation package, aligning with industry norms among leading technology and internet infrastructure firms. This equity award approach fosters alignment between board members and shareholders by granting direct ownership stakes. RSUs have become a prevalent method for public company boards to link compensation to stock performance over time.

The company’s preference for RSUs over stock options underscores its commitment to providing actual share ownership upon vesting, avoiding the complexities of option exercise decisions. This practice reflects broader trends in technology sector governance, where share-based awards incentivize long-term board engagement and company growth.

Details of the RSU Grant and Immediate Vesting

Jamie S. Gorelick’s RSU award of 900 shares was granted on July 20, 2026, with a vesting schedule that fully vests on the grant date. This immediate vesting means the RSUs converted to actual shares at the time of grant, pending tax withholding. The $0 price noted in the transaction confirms the grant nature of the award, as RSUs for directors are typically awarded without cost.

This accelerated vesting contrasts with the multi-year schedules common for executive equity awards and facilitates prompt accumulation of shares by board members. Tax withholding obligations are calculated based on the fair market value of the shares at vesting and are typically satisfied through share withholding rather than cash payments.

VeriSign’s Business Overview and Market Position

VeriSign serves as a vital provider of global internet infrastructure by operating the domain name registries for the .com and .net top-level domains. These registries process billions of daily domain queries worldwide, supporting internet service providers and users. VeriSign’s revenue model is driven by domain registrations, renewals, and premium pricing for select high-value domains.

The .com registry is among the most valuable and widely adopted domain extensions globally, hosting millions of domains across diverse sectors. VeriSign’s role as registry operator secures a substantial recurring revenue base through ongoing renewal cycles and value-added domain management services.

Ownership Status After the RSU Award

Following the July 20, 2026 grant, Jamie S. Gorelick’s beneficial ownership totals 23,154 shares, held indirectly through the Jamie S. Gorelick Revocable Trust. This trust structure is commonly employed by executives and directors for estate planning and ownership management, while maintaining full voting and economic rights. Gorelick remains subject to Section 16 beneficial ownership reporting requirements due to his director role.

Governance and Fiduciary Responsibilities of the Director

As a VeriSign board director, Jamie S. Gorelick has fiduciary duties and must comply with securities regulations, including Section 16 of the Securities Exchange Act. This mandates timely disclosure of beneficial ownership changes to ensure transparency of insider holdings and transactions.

Board members oversee financial performance, strategic initiatives, risk management, and executive compensation. Equity ownership by directors aligns their interests with shareholders, incentivizing commitment to company value creation. VeriSign’s consistent equity awards to directors reinforce this alignment and engagement.

Reporting Timeline and SEC Filing Details

The RSU grant was reported on July 22, 2026, within two business days of the July 20 award, adhering to Section 16 reporting rules. The disclosure was filed as a Form 4 with the Securities and Exchange Commission (SEC). Terence E. Kaden signed the filing as attorney-in-fact for Jamie S. Gorelick under a power of attorney arrangement.

Timely Form 4 filings enhance market transparency by providing investors and analysts access to insider ownership changes via the SEC’s EDGAR database. These disclosures are integral to regulatory compliance for public companies and their insiders.

Tax Implications and Vesting Mechanics

The immediate vesting of RSUs triggers a taxable event at the fair market value of the shares on July 20, 2026. Tax withholding is typically satisfied through share retention by VeriSign, preventing the need for cash payments from the recipient.

This vesting approach exposes Gorelick to full market risk and reward from the grant date, differing from staggered vesting schedules that spread income recognition over time. The withholding mechanism ensures tax compliance concurrent with share delivery.

Domain Registry Market Environment

VeriSign operates in a niche market centered on critical internet infrastructure and domain name administration. The domain registry business benefits from recurring revenue generated by mandatory renewal cycles required to maintain domain registrations globally.

The .com and .net registries enjoy widespread international adoption as preferred domain extensions, providing VeriSign with stable revenue streams. The company faces ongoing competitive and market dynamics that influence its registry operations and strategic positioning.

Regulatory Compliance and Insider Reporting Obligations

Jamie S. Gorelick’s role as a director mandates compliance with Section 16 of the Securities Exchange Act of 1934, requiring disclosure of beneficial ownership changes. These filings provide public transparency into insider transactions and holdings, accessible through SEC databases.

Failure to meet Section 16 reporting deadlines can result in penalties. The Form 4 filing format standardizes reporting details such as transaction dates, security types, quantities, and ownership levels, supporting investor evaluation of insider sentiment and company outlook.