VeriSign (VRSN)

Compensation Philosophy

VeriSign believes that executive compensation practices should be closely aligned with shareholders’ interests and should be competitive with what other peer companies are offering. The Committee is guided by the following overarching objectives in determining executive compensation:

The Committee has the authority to retain independent compensation experts to assist the Committee with respect to refining and implementing the compensation philosophy and with respect to establishing target compensation levels and in formulating and evaluating the company’s compensation programs. The Committee undertakes an annual study of competitive compensation practices for executive officers. The Committee examines the pay practices of specific peer companies as well as companies within the high-tech industry of similar size. The Committee targets executive salary, bonus and long-term incentive compensation within a certain range above the median indicated by available market data. The Committee believes that providing salaries, bonuses and long-term equity incentives at these levels is necessary in order to effectively attract, retain and motivate talented executives.