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 16, 2023
VERISIGN, INC.
(Exact Name of Registrant as Specified in its Charter)
(State or Other Jurisdiction of Incorporation)
| (Commission File Number) | (IRS Employer Identification No.) | |||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||
(703 ) 948-3200
(Registrant’s Telephone Number, Including Area Code)
Not applicable
(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:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company | ||||||||
| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | ☐ | |||||||
Item 7.01 | Regulation FD Disclosure. | ||||
On May 16, 2023, VeriSign, Inc. (the "Company") posted a blog post on https://blog.verisign.com discussing possible impacts from procedural maneuvering being undertaken by Altanovo Domains Limited (formerly Afilias), a losing bidder in the 2016 .web auction, since the ICANN Board’s decision to move forward with Nu Dotco LLC’s .web application. A copy of the blog post is attached as Exhibit 99.1 and incorporated by reference in this Current Report on Form 8-K.
The information in this Item 7.01 of Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. | Financial Statements and Exhibits. | ||||
(d) Exhibits
Exhibit Number | Description | ||||||||||
| 99.1 | |||||||||||
| 104 | Inline XBRL for the cover page of this Current Report on Form 8-K | ||||||||||
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 16, 2023 | By: | /s/ Thomas C. Indelicarto | ||||||||||||
Thomas C. Indelicarto | ||||||||||||||
Executive Vice President, General Counsel and Secretary | ||||||||||||||
Exhibit 99.1
Will Altanovo’s Maneuvering Continue to Delay .web?
By Kirk Salzmann
The launch of .web top-level domain is once again at risk of being delayed by baseless procedural maneuvering.
On May 2, the Internet Corporation for Assigned Names and Numbers (ICANN) Board of Directors posted a decision on the .web matter from its April 30 meeting, which found “that NDC (Nu Dotco LLC) did not violate the Guidebook or the Auction Rules” and directed ICANN “to continue processing NDC’s .web application,” clearing the way for the delegation of .web. ICANN later posted a preliminary report from this meeting showing that the Board vote on the .web decision was without objection.
Less than 24 hours later, however, Altanovo (formerly Afilias) – a losing bidder whose repeatedly rejected claims already have delayed the delegation of .web for more than six years – dusted off its playbook from 2018 by filing yet another ICANN Cooperative Engagement Process (CEP), beginning the cycle of another independent review of the Board’s decision, which last time cost millions of dollars and resulted in years of delay.
Under ICANN rules, a CEP is intended to be a non-binding process designed to efficiently resolve or narrow disputes before the initiation of an Independent Review Process (IRP). ICANN places further actions on hold while a CEP is pending. It’s an important and worthwhile aspect of the multistakeholder process…when used in good faith.
But that does not appear to be what is happening here. Altanovo and its backers initiated this repeat CEP despite the fact that it lost a fair, ICANN-sponsored auction; lost, in every important respect, the IRP; lost its application for reconsideration of the IRP (which it was sanctioned for filing, and which was determined to be frivolous by the IRP panel); and has now lost before the ICANN Board.
The Board’s decision expressly found that these disputes “have delayed the delegation of .web for more than six years” and already cost each of the parties, including ICANN, “millions of dollars in legal fees.”
Further delay appears to be the only goal of this second CEP – and any follow-on IRP – because no one could conclude in good faith that an IRP panel would find that the thorough process and decision on .web established in the Board’s resolutions and preliminary report violated ICANN’s bylaws. At the end of the day, all that will be accomplished by this second CEP and a second IRP is continued delay, and delay for delay’s sake amounts to an abuse of process that threatens to undermine the multistakeholder processes and the rights of NDC and Verisign.
ICANN will, no doubt, follow its processes for resolving the CEP and any further procedural maneuvers attempted by Altanovo. But, given Altanovo’s track record of losses, delays, and frivolous maneuvering since the 2016 .web auction, a point has been reached when equity demands that this abuse of process not be allowed to thwart NDC’s right, as determined by the Board, to move ahead on its .web application.