McPherson Danny R 4

What Happened
Danny R. McPherson, EVP — Technology & CSO of VeriSign (VRSN), was awarded 4,810 performance-based restricted stock units (PSUs) that vested in full on Feb 5, 2026. The PSUs were granted at $0.00 (contingent units that convert to common shares on vesting). To satisfy tax withholding obligations, 1,600.966 shares were delivered/withheld by the company at an effective per-share price of $242.62, resulting in a tax withholding value of $388,426. Footnotes indicate 41.9664 shares were received as dividend equivalents under the 2023 PSU award terms.

Key Details

• Transaction dates: awards and vesting occurred on Feb 5, 2026; Form 4 filed Feb 6, 2026 (timely).
• Award: 4,810 PSUs granted/vested (code A), acquisition price $0.00.
• Tax withholding: 1,600.966 shares disposed/withheld (code F) at $242.62/share, value $388,426. Disposition was solely to cover tax liability and is exempt under Rule 16b-3.
• Dividend equivalents: 41.9664 shares were acquired as dividend equivalents related to the PSU award (footnote).
• Net shares retained (after withholding): approximately 3,209.034 shares (4,810 − 1,600.966), per the filing.
• Shares owned after the transaction: not specified in this Form 4.

Context
PSUs are performance-based awards that convert into common stock when performance and vesting conditions are met—this filing shows the performance period was settled and the PSUs vested. The 1,600.966-share disposition was a standard tax-withholding transaction (company withheld/delivered shares to cover taxes), not an open-market sale; such withholdings are routine and do not necessarily indicate insider sentiment about the stock.