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| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
VERISIGN INC/CA [ VRSN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/03/2004 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 70,000 | D | ||||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Non-Qualified Stock Option (right to buy) | $26.53 | 11/03/2004 | A | 50,000 | 11/03/2005(1) | 11/03/2011 | Common Stock | 50,000 | $0 | 50,000 | D | ||||
| Non-Qualified Stock Option (right to buy) | $10.08 | 05/24/2003(2) | 05/24/2009 | Common Stock | 100,000 | 100,000 | D | ||||||||
| Non-Qualified Stock Option (right to buy) | $12.88 | 11/11/2003(3) | 08/11/2013 | Common Stock | 60,000 | 60,000 | D | ||||||||
| Non-Qualified Stock Option (right to buy) | $22.71 | 02/21/2003(2) | 02/21/2009 | Common Stock | 180,000 | 180,000 | D | ||||||||
| Non-Qualified Stock Option (right to buy) | $34.16 | 09/06/2002(4) | 09/06/2008 | Common Stock | 40,000 | 40,000 | D | ||||||||
| Non-Qualified Stock Option (right to buy) | $34.438 | 03/15/2002(5) | 03/15/2008 | Common Stock | 40,000 | 40,000 | D | ||||||||
| Non-Qualified Stock Option (right to buy) | $189.535 | 03/21/2001(6) | 03/20/2005 | Common Stock | 79,523 | 79,523 | D | ||||||||
| Explanation of Responses: |
| 1. Twenty-five percent (25%) of the total options granted vest and become exercisable one year after the date of grant and thereafter with respect to 6.25% of the shares each quarter until fully vested. |
| 2. Twenty-five percent (25%) of the total options granted vest and become exercisable one year after the date of grant and thereafter with respect to 6.25% of the shares each quarter until fully vested. |
| 3. Are exercisable as to 6.25% of the shares each quarter from the date of grant. |
| 4. Fifty percent (50%) of the total options granted on September 6, 2001, vest and become exercisable 1 year after the option grant date and thereafter with respect to 6.25% of the shares each quarter. |
| 5. With respect to the first grant of 20,000 options, as of November 20, 2001, 20,000 options to purchase shares were immediately exercisable. With respect to the second grat of 20,000 options, 10,000 options to purchase shares vest and become exercisable on March 15, 2002, and thereafter with respect to 6.25% of the remaining options to purchase shares each quarter until fully vested. |
| 6. As of March 21, 2001, 23,858 options will vest and become exercisable; on March 21, 2002, 23,857 options will vest and become exercisable; and each of 15,904 options will vest and become exercisable on March 21 in 2003 and 2004, respectively |
| Remarks: |
| Reporting Person's total direct holdings disclosed in Table I, Item 5 under Amount of Securities Beneficially Owned Following Reported Transaction(s) includes shares acquired through the VeriSign 1998 Employee Stock Purchase Plan. |
| By: Donald T Rozak Jr, as attorney-in-fact For: Russell S. Lewis | 11/05/2004 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||