VERISIGN INC/CA

Previous wording

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements are based on current expectations and assumptions and involve risks, uncertainties, and other important factors, including, among other things, statements regarding the Company’s quarterly dividend and our expectations about the sufficiency of our existing cash, cash equivalents and marketable securities, and funds generated from operations, together with our borrowing capacity under the unsecured revolving credit facility. In some cases, you can identify forward-looking statements by terms such as “assumes,” “could,” “estimates,” “forecasts,” “may,” “plans,” “potential,” “predicts,” “projects,” “should,” “targets,” “will,” “would,” “seeks,” “expects,” “anticipates,” “intends,” “believes” and similar language intended to identify forward-looking statements. Our actual results may differ significantly from those projected in the forward-looking statements. Factors that might cause or contribute to such differences include, but are not limited to, those discussed in the section titled “Risk Factors” in Part I, Item 1A of the 2025 Form 10-K. You should also carefully review the risks described in other documents we file from time to time with the Securities and Exchange Commission, including the Quarterly Reports on Form 10-Q or Current Reports on Form 8-K that we file in 2026. You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this Quarterly Report on Form 10-Q. We undertake no obligation to update publicly or revise such statements, whether as a result of new information, future events, or otherwise, except as required by law.

Current wording

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements are based on current expectations and assumptions and involve risks, uncertainties, and other important factors, including, among other things, statements regarding the Company’s quarterly dividend and our expectations about the sufficiency of our existing cash, cash equivalents and marketable securities, and funds generated from operations, together with our borrowing capacity under the unsecured revolving credit facility. In some cases, you can identify forward-looking statements by terms such as “assumes,” “could,” “estimates,” “forecasts,” “may,” “plans,” “potential,” “predicts,” “projects,” “should,” “targets,” “will,” “would,” “seeks,” “expects,” “anticipates,” “intends,” “believes” and similar language intended to identify forward-looking statements. Our actual results may differ significantly from those projected in the forward-looking statements. Factors that might cause or contribute to such differences include, but are not limited to, those discussed in the section titled “Risk Factors” in Part II, Item 1A of this Quarterly Report on Form 10-Q. You should also carefully review the risks described in other documents we file from time to time with the Securities and Exchange Commission, including the Quarterly Reports on Form 10-Q or Current Reports on Form 8-K that we file in 2026. You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this Quarterly Report on Form 10-Q. We undertake no obligation to update publicly or revise such statements, whether as a result of new information, future events, or otherwise, except as required by law.

Previous wording

We are a global provider of critical internet infrastructure and domain name registry services, enabling internet navigation for many of the world’s most recognized domain names. We help enable the security, stability, and resiliency of the Domain Name System (“DNS”) and the internet by providing Root Zone Maintainer Services, operating two of the thirteen global internet root servers, and providing registration services and authoritative resolution for the . com and . net generic top-level domains (“gTLDs”), which support the majority of global e-commerce.

Current wording

We are a global provider of critical internet infrastructure and domain name registry services, enabling internet navigation for many of the world’s most recognized domain names. We help enable the security, stability, and resiliency of the DNS and the internet by providing Root Zone Maintainer Services, operating two of the thirteen global internet root servers, and providing registration services and authoritative resolution for the . com and . net gTLDs, which support the majority of global e-commerce.

Previous wording

As of June 30, 2026, we had 179.1 million.com and.netregistrations in the domain name base. The number of domain names registered is largely driven by continued growth in online advertising, e-commerce, and the number of internet users, which is partially driven by greater availability of internet access, as well as marketing activities carried out by us and our registrars. The number of domain name registrations under our management may be negatively impacted by certain factors, including overall economic conditions, competition from country code top-level domains (“ccTLDs”), other gTLDs, services that offer alternatives for an online presence, and ongoing changes in the internet practices and behaviors of consumers and businesses. Factors such as the evolving practices and preferences of internet users, and how they navigate the internet, as well as the motivation of domain name registrants and how they will manage their investment in domain names, can negatively impact our business and the demand for new domain name registrations and renewals.

Current wording

As of September 30, 2026, we had 182.5 million.com and.netregistrations in the domain name base. The number of domain names registered is largely driven by continued growth in online advertising, e-commerce, and the number of internet users, which is partially driven by greater availability of internet access, as well as marketing activities carried out by us and our registrars. The number of domain name registrations under our management may be negatively impacted by certain factors, including overall economic conditions, competition from country code top-level domains (“ccTLDs”), other gTLDs, services that offer alternatives for an online presence, and ongoing changes in the internet practices and behaviors of consumers and businesses. Factors such as the evolving practices and preferences of internet users, and how they navigate the internet, as well as the motivation of domain name registrants and how they will manage their investment in domain names, can negatively impact our business and the demand for new domain name registrations and renewals.

Previous wording

•We recorded revenues of $434.6 million and $863.5 million during the three and six months ended June 30, 2026, which represents an increase of 6% compared to the same periods in 2025.

Current wording

•We recorded revenues of $443.0 million and $1,306.5 million during the three and nine months ended September 30, 2026, which represents an increase of 6% compared to the same periods in 2025.

Previous wording

•We recorded operating income of $296.3 million and $589.9 million during the three and six months ended June 30, 2026, which represents an increase of 6% and 7%, respectively, compared to the same periods in 2025.

Current wording

•We recorded operating income of $296.5 million and $886.4 million during the three and nine months ended September 30, 2026, which represents an increase of 4% and 6%, respectively, compared to the same periods in 2025.

Previous wording

•As of June 30, 2026, we had 179.1 million.com and.netregistrations in the domain name base, which represents a 5.1% increase from June 30, 2025, and a net increase of 3.0 million domain name registrations from March 31, 2026.

Current wording

•As of September 30, 2026, we had 182.5 million.com and.netregistrations in the domain name base, which represents a 6.1% increase from September 30, 2025, and a net increase of 3.4 million domain name registrations from June 30, 2026.

Previous wording

•During the three months ended June 30, 2026, we processed 12.7 million new domain name registrations for.comand.net compared to 10.4 million for the same period in 2025.

Current wording

•During the three months ended September 30, 2026, we processed 13.1 million new domain name registrations for.comand.net compared to 10.6 million for the same period in 2025.

Previous wording

•The final . com and . netrenewal rate for the first quarter of 2026 was 76.3% compared to 75.5% for the first quarter of 2025. Renewal rates are not fully measurable until 45 days after the end of the quarter.

Current wording

•The final . com and . netrenewal rate for the second quarter of 2026 was 75.2% compared to 75.5% for the second quarter of 2025. Renewal rates are not fully measurable until 45 days after the end of the quarter.

Previous wording

•We generated cash flows from operating activities of $504.0 million during the six months ended June 30, 2026, compared to $493.8 million for the same period in 2025.

Current wording

•We generated cash flows from operating activities of $772.3 million during the nine months ended September 30, 2026, compared to $801.5 million for the same period in 2025.

Previous wording

•During the three months ended June 30, 2026, we repurchased 0.7 million shares of common stock for an aggregate cost of $196.8 million. As of June 30, 2026, there was $666.0 million remaining for future share repurchases under the share repurchase program. Effective July 23, 2026, the Board of Directors authorized the repurchase of common stock in the amount of $884.2 million, in addition to the $615.8 million that remained available for repurchases under the prior share repurchase authorization, for a total repurchase authorization of up to $1.50 billion under the program.

Current wording

•During the three months ended September 30, 2026, we repurchased 0.7 million shares of common stock for an aggregate cost of $189.1 million. As of September 30, 2026, there was $1.36 billion remaining for future share repurchases under the share repurchase program.

Previous wording

In November 2024, we renewed the.com Registry Agreement with ICANN, pursuant to which we will remain the sole registry operator for the.com registry through November 30, 2030. Under the . com Registry Agreement, we are permitted to increase the price of a.com domain name registration by up to 7% in each of the final four years of each six-year period. The current such six-year period began on October 26, 2024. We increased the annual registry-level wholesale fee for each new and renewal . com domain name registration from $9.59 to $10.26 effective September 1, 2024. On April 23, 2026, we announced that we will increase the annual registry-level wholesale fee for each new and renewal . com domain name registration from $10.26 to $10.97 effective November 1, 2026. Under the.net Registry Agreement, we are permitted to increase the price of.netdomain name registrations by up to 10% each year during the term of our agreement with ICANN, through June 30, 2029. We increased the annual registry-level wholesale fee for each new and renewal.net domain name registration from $9.92 to $10.91 effective February 1, 2024. All fees paid to us for.com and.net registrations are in U.S. dollars.

Current wording

In November 2024, we renewed the.com Registry Agreement with ICANN, pursuant to which we will remain the sole registry operator for the.com registry through November 30, 2030. Under the . com Registry Agreement, we are permitted to increase the price of a.com domain name registration by up to 7% in each of the final four years of each six-year period. The current such six-year period began on October 26, 2024. We increased the annual registry-level wholesale fee for each new and renewal . com domain name registration from $9.59 to $10.26 effective September 1, 2024. On April 23, 2026, we announced that we will increase the annual registry-level wholesale fee for each new and renewal . com domain name registration from $10.26 to $10.97 effective November 1, 2026. Under the.net Registry Agreement, we are permitted to increase the price of.netdomain name registrations by up to 10% each year during the term of our agreement with ICANN, through June 30, 2029. We increased the annual registry-level wholesale fee for each new and renewal.net domain name registration from $9.92 to $10.91 effective February 1, 2024. On August 27, 2026, we announced that we will increase the annual registry-level wholesale fee for each new and renewal.net domain name registration from $10.91 to $12.00 effective March 1, 2027. All fees paid to us for.com and.net registrations are in U.S. dollars.

Previous wording

Revenues increased during the three and six months ended June 30, 2026, as compared to the same periods last year, primarily due to an increase in the domain name base as of June 30, 2026 compared to June 30, 2025 and the.com price increases.

Current wording

Revenues increased during the three and nine months ended September 30, 2026, as compared to the same periods last year, primarily due to an increase in the domain name base as of September 30, 2026 compared to September 30, 2025 and the.com price increases.

Previous wording

Demand for.com and.net domain names has been primarily driven by continued internet growth and marketing activities carried out by us and our registrars. However, the demand for . com and . net domain names may be limited by competitive pressure from other TLDs and alternatives for an online presence. Additionally, changes in internet practices, consumer behavior, and global economic conditions, as well as the motivation of existing domain name registrants managing their investment in domain names, such as for resale at increased prices or for revenue generation through website advertising, may impact demand for . com and . net domain names. Our domain name base increased during the three and six months ended June 30, 2026 compared to June 30, 2025, as the positive domain name base trends that began in 2025 continued into 2026 with higher new registrations and renewal rates. Growth in the domain name base has been positively impacted by continued registrar focus on customer acquisition and engagement with our marketing programs, as well as the evolution of AI tools used in content and website creation.

Current wording

Demand for.com and.net domain names has been primarily driven by continued internet growth and marketing activities carried out by us and our registrars. However, the demand for . com and . net domain names may be limited by competitive pressure from other TLDs and alternatives for an online presence. Additionally, changes in internet practices, consumer behavior, and global economic conditions, as well as the motivation of existing domain name registrants managing their investment in domain names, such as for resale at increased prices or for revenue generation through website advertising, may impact demand for . com and . net domain names. Our domain name base increased during the three and nine months ended September 30, 2026 compared to September 30, 2025, as the positive domain name base trends that began in 2025 continued into 2026 with higher new registrations and renewal rates. Growth in the domain name base has been positively impacted by continued registrar focus on customer acquisition and engagement with our marketing programs, as well as the evolution of AI tools used in content and website creation.

Previous wording

Revenues in the table above are attributed to the country of domicile and the respective regions in which our registrars are located; however, this may differ from the regions where the registrars operate or where registrants are located. Revenue growth for each region may be impacted by registrars reincorporating, relocating, or from acquisitions or changes in affiliations of resellers. Revenue growth for each region may also be impacted by registrars domiciled in one region, registering domain names in another region. Our revenue growth was generated from registrars based in the U.S., EMEA and APAC during the three and six months ended June 30, 2026, compared to the same periods in 2025.

Current wording

Revenues in the table above are attributed to the country of domicile and the respective regions in which our registrars are located; however, this may differ from the regions where the registrars operate or where registrants are located. Revenue growth for each region may be impacted by registrars reincorporating, relocating, or from acquisitions or changes in affiliations of resellers. Revenue growth for each region may also be impacted by registrars domiciled in one region, registering domain names in another region.

Previous wording

Cost of revenues increased slightly during the six months ended June 30, 2026, compared to the same period last year, due to a combination of individually insignificant factors, partially offset by a decrease in depreciation expenses. Although purchases of property and equipment increased in the six months ended 2026, depreciation expenses decreased by $3.6 million due to a decrease in capital expenditures in recent prior periods.

Current wording

Cost of revenues increased slightly during the nine months ended September 30, 2026, compared to the same period last year, primarily due to increases in allocated overhead expenses and compensation and benefits expenses, including stock-based compensation expenses, partially offset by a decrease in depreciation expenses. Allocated overhead expenses increased by $3.1 million due to an increase in the total allocable expenses and a slight increase in average headcount relative to other cost types. Compensation and benefit expenses, including stock-based compensation expenses, increased by $2.8 million primarily due to annual salary increases, a slight increase in average headcount, and a combination of several other individually insignificant factors. Although purchases of property and equipment increased in the nine months ended September 30, 2026, depreciation expenses decreased by $4.0 million due to a decrease in capital expenditures in recent prior periods.

Previous wording

Selling, general and administrative expenses increased during the six months ended June 30, 2026, compared to the same period last year, primarily due to increases in stock-based compensation expenses, compensation and benefit expenses, and equipment and software expenses, partially offset by an increase in overhead expenses allocated to other cost types. Stock-based compensation expense increased by $4.3 million primarily due to an increase in the total projected achievement levels on certain performance-based RSU grants. Compensation and benefits expenses increased by $3.6 million, primarily due to higher expenses for certain employee health-insurance related benefits and annual salary increases. Equipment and software expenses increased by $3.6 million primarily due to increases in expenses related to network security and other software services. Overhead expenses allocated to other cost types increased by $3.2 million due to an increase in total allocable expenses.

Current wording

Selling, general and administrative expenses increased during the nine months ended September 30, 2026, compared to the same period last year, primarily due to increases in other expenses, stock-based compensation expenses, equipment and software expenses, and compensation and benefit expenses, partially offset by an increase in overhead expenses allocated to other cost types. Other expenses increased by $8.4 million primarily due to a $7.5 million loss recognized in the current period to adjust assets held for sale to their estimated fair value, less costs to sell. Stock-based compensation expense increased by $6.2 million primarily due to an increase in the total projected achievement levels on certain performance-based RSU grants. Equipment and software expenses increased by $5.9 million primarily due to increases in expenses related to network security and other software services. Compensation and benefit expenses increased by $3.7 million primarily due to higher expenses for certain employee health-insurance related benefits and annual salary increases. Overhead expenses allocated to other cost types increased by $5.0 million primarily due to an increase in the total allocable expenses.

Previous wording

Non-operating income decreased during the three and six months ended June 30, 2026, compared to the same periods last year, primarily due to a decrease in interest income as a result of lower amounts invested in debt securities in the current period and a decrease in interest rates on the Company’s investments in debt securities.

Current wording

Non-operating income decreased during the three and nine months ended September 30, 2026, compared to the same periods last year, primarily due to a decrease in interest income as a result of lower amounts invested in debt securities in the current period and a decrease in interest rates on the Company’s investments in debt securities.

Previous wording

During the three months ended June 30, 2026, we repurchased 0.7 million shares of common stock for an aggregate cost of $196.8 million. As of June 30, 2026, there was $666.0 million remaining available for future share repurchases under the Company’s share repurchase program. Effective July 23, 2026, the Board of Directors authorized the repurchase of common stock in the amount of $884.2 million, in addition to the $615.8 million that remained available for repurchases under the prior share repurchase authorization, for a total repurchase authorization of up to $1.50 billion under the program.

Current wording

Effective July 23, 2026, the Board of Directors authorized the repurchase of common stock in the amount of $884.2 million, in addition to the $615.8 million that remained available for repurchases under the prior share repurchase authorization, for a total repurchase authorization of up to $1.50 billion under the program. During the three months ended September 30, 2026, we repurchased 0.7 million shares of common stock for an aggregate cost of $189.1 million. As of September 30, 2026, there was $1.36 billion remaining available for future share repurchases under the Company’s share repurchase program.

Previous wording

In the six months ended June 30, 2026, we paid dividends of $147.8 million. On July 20, 2026, the Board of Directors declared a cash dividend of $0.81 per share of the Company’s outstanding common stock to stockholders of record as of the close of business on August 19, 2026, payable on August 27, 2026. We intend to continue to pay a cash dividend on a quarterly basis, subject to market conditions and approval by the Board of Directors.

Current wording

In the nine months ended September 30, 2026, we paid dividends of $220.8 million. On October 19, 2026, the Board of Directors declared a cash dividend of $0.81 per share of the Company’s outstanding common stock to stockholders of record as of the close of business on November 17, 2026, payable on November 24, 2026. We intend to continue to pay a cash dividend on a quarterly basis, subject to market conditions and approval by the Board of Directors.

Previous wording

On June 26, 2026, we issued $550.0 million of the 2026 Notes. As of June 30, 2026, we also had $550.0 million principal amount outstanding of the 2017 Notes, $750.0 million aggregate principal amount of outstanding 2.70% senior unsecured notes issued in 2021, and $500.0 million principal amount outstanding of the 2025 Notes. On July 20, 2026, we used the net proceeds from the 2026 Notes and cash on hand to redeem all of our $550.0 million aggregate principal amount outstanding of the 2017 Notes. As of June 30, 2026, we had no outstanding borrowings and $200.0 million in borrowing capacity under our credit facility, which matures in 2028.

Current wording

On June 26, 2026, we issued $550.0 million of the 2026 Notes. On July 20, 2026, we used the net proceeds from the 2026 Notes and cash on hand to redeem all of our $550.0 million aggregate principal amount outstanding of the 2017 Notes. As of September 30, 2026, we also had $750.0 million aggregate principal amount of outstanding 2.70% senior unsecured notes issued in 2021, and $500.0 million aggregate principal amount of outstanding 5.25% senior unsecured notes issued in 2025. As of September 30, 2026, we had no outstanding borrowings and $200.0 million in borrowing capacity under our credit facility, which matures in 2028.

Previous wording

In summary, our cash flows for the six months ended June 30, 2026 and 2025 were as follows:

Current wording

In summary, our cash flows for the nine months ended September 30, 2026 and 2025 were as follows:

Previous wording

Net cash provided by operating activities increased during the six months ended June 30, 2026, compared to the same period last year, primarily due to decreases in cash paid for income taxes and cash paid for interest and an increase in cash received from customers, partially offset by an increase in cash paid to employees and vendors. Cash paid for income taxes decreased primarily due to the final installment payment for the transition tax on accumulated foreign earnings resulting from the 2017 Tax Cuts and Jobs Act in 2025. Cash paid for interest decreased primarily as a result of the final payment of interest on our 2015 Notes in 2025. Cash received from customers increased primarily due to the.com price increases and higher.com domain name registrations and renewals. Cash paid to employees and vendors increased primarily due to an increase in operating expenses and the timing of payments.

Current wording

Net cash provided by operating activities decreased during the nine months ended September 30, 2026, compared to the same period last year, primarily due to increases in cash paid to employees and vendors and cash paid for income taxes, partially offset by an increase in cash received from customers and a decrease in cash paid for interest. Cash paid to employees and vendors increased primarily due to an increase in operating expenses and the timing of payments. Cash paid for income taxes increased primarily due to an increase in taxable income compared to the prior period and higher non-U.S. income tax payments which were driven by the Organization for Economic Cooperation and Development (“OECD”) Pillar 2 minimum tax adopted by Switzerland. Cash received from customers increased primarily due to the.com price increases and higher.com domain name registrations and renewals. Cash paid for interest decreased primarily due to the timing of interest payment dates for each senior note issuance.

Previous wording

The changes in cash flows from investing activities primarily relate to purchases, maturities and sales of marketable securities, and purchases of property and equipment.

Current wording

The changes in cash flows from investing activities primarily relate to purchases, maturities and sales of marketable securities, purchases of property and equipment, and other investing activities.

Previous wording

Net cash provided by investing activities decreased during the six months ended June 30, 2026, compared to the same period last year, primarily due to a decrease in proceeds from maturities and sales of marketable securities, net of purchases of marketable securities, and an increase in purchases of property and equipment.

Current wording

We had net cash outflows from investing activities during the nine months ended September 30, 2026, compared to net cash inflows from investing activities during the same period last year, primarily due to increases in purchases of property and equipment and other investing activities, and a decrease in proceeds from maturities and sales of marketable securities, net of purchases of marketable securities.

Previous wording

Net cash used in financing activities decreased during the six months ended June 30, 2026, compared to the same period last year, primarily due to the proceeds from the issuance of our 2026 Notes, the net impact of the redemption of our 2015 Notes and the issuance of our 2025 Notes in 2025, and a decrease in the payment of excise tax on share repurchases, partially offset by increases in dividend payments to stockholders and increases in share repurchases.

Current wording

Net cash used in financing activities increased during the nine months ended September 30, 2026, compared to the same period last year, primarily due to an increase in dividend payments to stockholders, partially offset by decreases in shares repurchases and payment of excise tax on share repurchases.