Form 8-K - 05-21-2015 - Annual Meeting Results


 
 
 
 
 

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): May 21, 2015

 
 
 
VERISIGN, INC.
(Exact Name of Registrant as Specified in its Charter)
 
 
 
 
Delaware
(State or Other Jurisdiction of
Incorporation) 

 
 
 
000-23593
 
94-3221585
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
 
 
12061 Bluemont Way, Reston, VA
 
20190
(Address of Principal Executive Offices)
 
(Zip Code)
(703) 948-3200
(Registrant’s Telephone Number, Including Area Code)
 
(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:
c
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
c
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
c
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
c
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 






Item 5.07.
Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Stockholders of VeriSign, Inc. (the "Company") was held on May 21, 2015. Five proposals were voted on at the meeting. The results of each proposal are as follows:
Proposal No. 1 to elect seven directors of the Company, each to serve until the next annual meeting, or until a successor has been elected and qualified or until the director’s earlier resignation or removal, was approved by the stockholders. The nominees received the following votes:

Nominees
For
Withheld
Abstain
Broker Non-Vote
D. James Bidzos
98,601,569
403,453
572,217
6,975,346
William L. Chenevich
98,868,002
588,983
120,254
6,975,346
Kathleen A. Cote
98,613,590
914,351
49,298
6,975,346
Jamie S. Gorelick
99,417,591
110,863
48,785
6,975,346
Roger H. Moore
99,026,925
454,003
96,311
6,975,346
Louis A. Simpson
90,660,572
8,820,346
96,321
6,975,346
Timothy Tomlinson
99,193,653
287,395
96,191
6,975,346

In Proposal No. 2, stockholders of the Company approved VeriSign, Inc.’s Annual Incentive Compensation Plan, which will replace the current Annual Incentive Compensation Plan approved by stockholders on May 27, 2010. The voting results were as follows:

For:
98,833,630

Against:
680,176

Abstain:
63,433

Broker Non-Votes:
6,975,346

 
In Proposal No. 3, stockholders of the Company approved, on a non-binding, advisory basis, the Company’s executive compensation.  The voting results were as follows:

For:
97,555,092

Against:
1,926,883

Abstain:
95,264

Broker Non-Votes:
6,975,346

 
In Proposal No. 4, stockholders of the Company ratified the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2015. This proposal received the following votes:

For:
105,922,660

Against:
563,870

Abstain:
66,055

Broker Non-Votes:
0






In Proposal No. 5, stockholders of the Company did not approve a stockholder proposal requesting that the Board of Directors take steps to permit stockholder action by written consent. This proposal received the following votes:

For:
25,081,277

Against:
74,240,864

Abstain:
255,098

Broker Non-Votes:
6,975,346









  
SIGNATURES
 
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.
 
 
 
Date: May 21, 2015
 
By:
 
/s/ Thomas C. Indelicarto
 
 
Thomas C. Indelicarto
 
 
Senior Vice President, General Counsel and Secretary