Verisign (VRSN) CFO John Calys reports tax-related share withholding, retains over 31K shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
VERISIGN INC/CA EVP and CFO John Calys reported a tax-related share disposition tied to restricted stock unit vesting. On this Form 4, 289.7510 shares of common stock were withheld at a price of $272.96 per share to satisfy tax obligations, exempt under Rule 16b-3. This was not an open-market sale but a payment of tax liability by delivering or withholding shares when restricted stock units vested. After this transaction, Calys directly holds 31,586.6712 shares of Verisign common stock, and the filing shows no remaining derivative positions such as stock options in this excerpt.
Positive
- None.
Negative
- None.
Insider Trade Summary
1 transaction reported
Mixed
1 txn
Insider
CALYS JOHN
Role
EVP, Chief Financial Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Tax Withholding | Common Stock | 289.751 | $272.96 | $79K |
Holdings After Transaction:
Common Stock — 31,586.671 shares (Direct, null)
Footnotes (1)
- Disposition of shares exempt under Rule 16b-3 as payment of tax liability to Company by delivery or withholding securities incident to vesting of restricted stock units. Includes 34.3620 dividend equivalent restricted stock units acquired on May 27, 2026, in respect of previously granted restricted stock units under the Company's Amended and Restated 2006 Equity Incentive Plan.
Key Figures
Tax-withheld shares: 289.7510 shares
Implied share value: $272.96 per share
Post-transaction holdings: 31,586.6712 shares
+1 more
4 metrics
Tax-withheld shares
289.7510 shares
Common stock disposed to cover tax liability on RSU vesting
Implied share value
$272.96 per share
Price used for tax-withholding disposition of common stock
Post-transaction holdings
31,586.6712 shares
Direct Verisign common stock held by CFO after transaction
Dividend equivalent RSUs
34.3620 units
Dividend equivalent restricted stock units acquired on May 27, 2026
Key Terms
Rule 16b-3, restricted stock units, dividend equivalent restricted stock units, Equity Incentive Plan
4 terms
Rule 16b-3 regulatory
"Disposition of shares exempt under Rule 16b-3 as payment of tax liability"
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
restricted stock units financial
"incident to vesting of restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
dividend equivalent restricted stock units financial
"Includes 34.3620 dividend equivalent restricted stock units acquired on May 27, 2026"
Equity Incentive Plan financial
"under the Company's Amended and Restated 2006 Equity Incentive Plan"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
FAQ
What did Verisign (VRSN) CFO John Calys report in this Form 4?
Verisign CFO John Calys reported a tax-related share disposition, where 289.7510 common shares were withheld at $272.96 each to cover tax liabilities from vested restricted stock units, rather than an open-market stock sale.
Was the Verisign (VRSN) CFO’s Form 4 transaction an open-market stock sale?
No, the transaction was not an open-market sale. Shares were disposed of under Rule 16b-3 as payment of tax liability through delivery or withholding of stock when restricted stock units vested for the executive.
What is Rule 16b-3 and how does it apply to this Verisign (VRSN) Form 4?
Rule 16b-3 provides an exemption for certain insider transactions, such as using shares to pay tax liabilities. In this case, the CFO’s share disposition for taxes on vested restricted stock units qualifies as exempt under Rule 16b-3.
Did Verisign (VRSN) CFO John Calys receive any new equity in connection with this Form 4 event?
The footnotes indicate 34.3620 dividend equivalent restricted stock units were acquired on May 27, 2026, in respect of earlier grants under Verisign’s Amended and Restated 2006 Equity Incentive Plan, separate from the tax-withholding transaction.