UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~July~~October 286, 2025

VERISIGN, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

000-23593	~~94-3221585~~	94-3221585
(Commission File Number)	(IRS Employer Identification No.)
(CommissionFile Number)		(IRS EmployerIdentification No.)
12061 Bluemont Way, Reston, Virginia	20190
(Address of principle executive offices)	(Zip Code)



12061 Bluemont Way,
Reston,	Virginia	20190
(Address of principal executive offices)		(Zip Code)

(703) 948-3200

(Registrant’'s Telephone Number, Including Area Code)

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 Par Value Per Share	VRSN	Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐


	Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.		☐

IfItem an5.02 ~~emerging~~Departure ~~growth~~of ~~company,~~Directors ~~indicate~~or byCertain ~~check~~Officers; ~~mark~~Election ifof ~~the~~Directors; ~~registrant~~Appointmentof ~~has~~Certain ~~elected~~Officers; ~~not~~Compensatory toArrangements ~~use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a)~~ of ~~the~~Certain ~~Exchange Act~~Officers. ☐

~~Item 8~~Effective October 6, 2025, the Board of Directors (the "Board") of VeriSign, Inc.01 (the "Company") appointed Matthew J. ~~Other~~Desch ~~Events~~to the Board, increasing the size of the Board from seven to eight directors.

~~On July 28, 2025, VeriSign, Inc~~Mr. ~~(the~~Desch ~~“Company”)~~currently ~~entered~~serves ~~into~~as anChief ~~underwriting~~Executive ~~agreement~~Officer ~~(the “Underwriting Agreement”) with Berkshire Hathaway Consolidated Pension Plan Master Trust~~ and ~~Burlington~~a ~~Northern~~director ~~Santa~~of ~~Fe,~~Iridium ~~LLC~~Communications ~~Master Retirement Trust (together, the “Selling Stockholders”) and J~~Inc.~~P. Morgan Securities LLC (the “Underwriter”)~~, ~~relating~~a toglobal ~~the offer and sale (the “Offering”) by the Selling Stockholders of 4~~mobile,~~300,000~~ ~~shares of common stock~~voice, ~~par~~and ~~value~~data ~~$0.001~~satellite ~~per~~communications ~~share~~company, ~~of the Company (the “Common Stock”) at~~ a ~~price~~position tohe ~~the~~has ~~public~~held ofsince ~~$285~~2009.~~00 per share. The Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K.~~

~~The~~As ~~Offering~~a ~~has~~non-employee ~~been~~director, ~~registered~~Mr. ~~under~~Desch ~~the~~will ~~Securities~~receive ~~Act~~an annual cash retainer of ~~1933~~$50,000 asand ~~amended~~an ~~(the~~annual ~~“Securities~~equity ~~Act”)~~award grant of $250,000, ~~pursuant~~made tosolely ain ~~registration statement~~the onform ~~Form~~of ~~S-3~~restricted ~~(Registration~~stock Nounits. ~~333-288995)~~New ofdirectors ~~the~~are ~~Company,~~granted ~~and~~an ~~the~~equity ~~prospectus~~award ~~supplement~~equal ~~dated~~to ~~July~~the ~~28,~~pro ~~2025~~rata ~~and~~amount ~~filed~~of ~~with~~such annual equity award, the ~~Securities and~~amount ~~Exchange~~of ~~Commission~~which ~~pursuant~~is todetermined ~~Rule~~based ~~424(b)~~on the date of ~~the~~such ~~Securities~~new ~~Act~~director's onappointment ~~July~~or ~~29,~~election ~~2025~~to the Board. ~~The~~His ~~Offering~~cash isretainer ~~expected~~will also be prorated to ~~close~~reflect onhis ~~July~~service ~~30,~~for ~~2025~~a portion of the year.

~~The~~In ~~Selling~~addition, ~~Stockholders will receive all of~~ the ~~proceeds from the Offering. The~~ Company iswill ~~not~~enter ~~selling~~into ~~any~~an ~~shares~~indemnity ofagreement ~~Common~~with ~~Stock~~Mr. ~~in the~~Desch ~~Offering~~pursuant ~~and~~to ~~will~~which ~~not receive any proceeds from~~ the ~~Offering.~~Company ~~The Offering~~ is ~~sized~~required ~~in order~~ to ~~reduce~~indemnify ~~Berkshire~~him ~~Hathaway~~against ~~Inc.’s~~certain ~~beneficial~~liabilities ~~ownership of the Company below the ten percent threshold~~ that ~~triggers~~may ~~additional~~arise ~~regulatory~~by ~~obligations. Affiliates~~reason of ~~Berkshire~~his ~~Hathaway~~status ~~Inc.~~or ~~have~~service ~~been~~as ~~stockholders~~a director of the Company ~~since 2012,~~ and ~~Berkshire~~to ~~Hathaway~~advance ~~Inc.~~expenses ~~has~~to ~~voluntarily~~him ~~agreed~~arising ~~with~~from the ~~Underwriter~~investigation, ~~that~~defense, ~~the~~settlement ~~remaining~~or ~~shares~~appeal of ~~Common~~these ~~Stock~~liabilities. ~~beneficially~~The ~~owned~~Company's bystandard ~~Berkshire~~form ~~Hathaway~~of ~~Inc. and~~indemnity ~~its~~agreement ~~affiliates~~was ~~following~~previously ~~the~~filed ~~Offering~~as ~~will~~Exhibit be10.01 ~~subject~~ to athe ~~365-day~~Company's ~~lock-up~~Quarterly ~~agreement.~~Report ~~The~~on ~~Selling~~Form ~~Stockholders~~10-Q ~~have~~for ~~granted~~ the ~~Underwriter~~quarter aended ~~30-day~~March ~~option~~31, to2010 ~~purchase~~filed upwith tothe anSecurities ~~additional~~and ~~515,032~~Exchange ~~shares~~Commission ofon ~~Common~~April ~~Stock~~28, 2010.

~~Item~~There 9was no arrangement or understanding between Mr.~~01. Financial~~ ~~Statements~~Desch and ~~Exhibits~~any other person pursuant to which Mr. Desch was appointed as a director of the Company. There have been no transactions involving the Company or any of its subsidiaries in which Mr. Desch has or will have a direct or indirect material interest that are required to be disclosed under Item 404(a) of Regulation S-K.

~~(d) Exhibits.~~SIGNATURES

Exhibit No.		Description
Exhibit 1.1		Underwriting Agreement, dated as of July 28, 2025, among VeriSign, Inc., Berkshire Hathaway Consolidated Pension Plan Master Trust and Burlington Northern Santa Fe, LLC Master Retirement Trust and J.P. Morgan Securities LLC.
Exhibit 104		Inline XBRL for the cover page of this Current Report on Form 8-K

SIGNATURE

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 hereunto duly authorized.

VERISIGN, INC. /s/ Thomas C. Indelicarto Thomas C. Indelicarto Executive Vice President, General Counsel and Secretary

VERISIGN, INC.

Date: October 8, 2025

By:

/s/ Thomas C. Indelicarto

Thomas C. Indelicarto

Executive Vice President, General Counsel and Secretary

Dated: July 30, 2025

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