VRSN » Topics » Summary

This excerpt taken from the VRSN DEF 14A filed Apr 14, 2009.

Summary

2008 continued to be a time of transition for VeriSign. We continued our strategy of focusing on our core businesses, which are Naming Services, SSL Certificate Services, and Identity and Authentication Services (“Core Business Units”), and made progress on our divestiture plan. However, sales of our non-core business units slowed due to the global economic conditions and the corresponding credit crunch. We experienced turnover in our executive ranks. On June 30, 2008, William A. Roper, Jr., our former President and Chief Executive Officer, resigned from the Company and D. James Bidzos was appointed Executive Chairman, President and Chief Executive Officer on an interim basis. Mr. Bidzos served in this capacity until January 14, 2009, when Mark D. McLaughlin was named President and Chief Operating Officer. Mr. McLaughlin previously held a number of key positions at VeriSign from 2000 to 2007. Mr. Bidzos continues to serve as Executive Chairman of the Board of Directors and Chief Executive Officer on an interim basis. Albert E. Clement, VeriSign’s former Chief Financial Officer, left the Company on April 4, 2008, and Brian G. Robins, Senior Vice President, was named acting Chief Financial Officer at that time.

In the sections below, we describe our executive compensation program for 2008, including:

 

   

The principles on which our executive compensation program was based.

 

   

The process by which the Compensation Committee established and reviewed the executive compensation program.

 

   

The elements that made up our executive compensation program, as well as detailed information on each individual element.

For 2008, our Named Executive Officers were:

1. D. James Bidzos, Executive Chairman and Chief Executive Officer on an interim basis;

2. Brian G. Robins, Senior Vice President, acting Chief Financial Officer;

3. Richard H. Goshorn, Senior Vice President, General Counsel and Secretary;

4. Russell S. Lewis, Executive Vice President, Strategy and Technical Operations; and

5. Kevin A. Werner, Senior Vice President, Corporate Development and Strategy.

In addition, the following senior executives who left the Company during 2008 are also considered to be Named Executive Officers for 2008 (all such persons, our “Named Executive Officers”):

1. William A. Roper, Jr., former President, Chief Executive Officer and a member of the Board of Directors; and

2. Albert E. Clement, former Senior Vice President and Chief Financial Officer.

This excerpt taken from the VRSN DEF 14A filed Apr 15, 2008.

Summary

2007 was a year of transition for us. We are in the process of implementing a new business strategy that will allow us to focus on expanding our core businesses, such as web certificates and the Internet naming registry, and developing closely aligned growth opportunities, such as identity protection services. At the same time, we will be divesting a number of peripheral businesses in our portfolio such as communications, billing and commerce. We experienced significant turnover in our executive ranks in 2007, including in our Chief Executive Officer and Chief Financial Officer positions. In connection with this transition, our executive compensation program went through a number of changes in 2007, including refinement of the performance metrics we use to measure our annual performance as a Company and a change in the mix of long-term equity awards granted.

The ultimate goal of our executive compensation program remains to create long-term value for our stockholders. Toward this goal, we have designed our compensation programs for our executives to reward them for sustained financial and operating performance and leadership excellence, to align their interests with those of our stockholders and to encourage them to remain with us into the future.

In the sections below, we describe our executive compensation program for 2007, including:

 

   

The principles on which our executive compensation program was based.

 

   

The process by which the Compensation Committee established and reviewed the executive compensation program.

 

   

The elements that made up our executive compensation program, as well as detailed information on each individual element.

For 2007, our Named Executive Officers were:

1. William A. Roper, Jr., President, Chief Executive Officer and Director

2. Albert E. Clement, former Chief Financial Officer

3. John M. Donovan, former Executive Vice President, Sales, Operations, Customer Care and Product Development

4. Aristotle N. Balogh, former Executive Vice President and Chief Technology Officer

5. Robert J. Korzeniewski, former Executive Vice President, Corporate Development

Mr. Clement’s employment with the Company ended on April 4, 2008. On April 4, 2008, the Company’s Board of Directors appointed Brian G. Robins as acting Chief Financial Officer of VeriSign. Mr. Robins, 38, has served as Senior Vice President, Finance, for the Company since August 2007 and as Vice President from January 2007 to August 2007. Prior to joining VeriSign in January 2007, Mr. Robins was employed by NeuStar, a provider of clearinghouse services for communication service providers and enterprises, in a number of capacities since 2001, including as Vice President of Finance and Treasurer. Mr. Robins holds a B.A degree in Finance from Lipscomb University and an M.B.A. from Vanderbilt University. The Compensation Committee will consider changes to Mr. Robins’ current compensation, if any, at a future date.

Messrs. Korzeniewski, Balogh and Donovan terminated their employment on December 31, 2007, January 8, 2008, and March 31, 2008, respectively. In addition, a number of our senior executives left the Company during 2007, including the following, who are also considered to be Named Executive Officers for 2007:

1. Stratton D. Sclavos, former Chairman of the Board, President, and Chief Executive Officer

 

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2. Dana L. Evan, former Executive Vice President, Finance and Administration and Chief Financial Officer

3. Mark D. McLaughlin, former Executive Vice President, Products and Marketing

This excerpt taken from the VRSN 10-K filed Feb 29, 2008.

Summary

 

2007 was a year of transition for us. We are in the process of implementing a new business strategy that will allow us to focus on expanding our core businesses, such as web certificates and the Internet naming registry, and developing closely aligned growth opportunities, such as identity protection services. At the same time, we will be divesting a number of peripheral businesses in our portfolio such as communications, billing and commerce. We experienced significant turnover in our executive ranks in 2007, including in our Chief Executive Officer and Chief Financial Officer positions. In connection with this transition, our executive compensation program went through a number of changes in 2007, including refinement of the performance metrics we use to measure our annual performance as a Company and a change in the mix of long-term equity awards granted.

 

The ultimate goal of our executive compensation program remains to create long-term value for our stockholders. Toward this goal, we have designed our compensation programs for our executives to reward them for sustained financial and operating performance and leadership excellence, to align their interests with those of our stockholders and to encourage them to remain with us into the future.

 

In the sections below, we describe our executive compensation program for 2007, including:

 

   

The principles on which our executive compensation program was based.

 

   

The process by which the Compensation Committee established and reviewed the executive compensation program.

 

   

The elements that made up our executive compensation program, as well as detailed information on each individual element.

 

For 2007, our named executive officers were:

 

1. William A. Roper, Jr., President, Chief Executive Officer and Director

 

2. Albert E. Clement, Chief Financial Officer

 

3. John M. Donovan, Executive Vice President, Sales, Operations, Customer Care and Product Development

 

 

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4. Aristotle N. Balogh, former Executive Vice President and Chief Technology Officer

 

5. Robert J. Korzeniewski, former Executive Vice President, Corporate Development

 

Messrs. Korzeniewski and Balogh terminated their employment on December 31, 2007 and January 8, 2008, respectively. In addition, a number of our senior executives left the Company during 2007, including the following who are also considered to be named executive officers for 2007:

 

1. Stratton D. Sclavos, former Chairman of the Board, President, and Chief Executive Officer

 

2. Dana L. Evan, former Executive Vice President, Finance and Administration and Chief Financial Officer

 

3. Mark D. McLaughlin, former Executive Vice President, Product & Marketing

 

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