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EXHIBIT
10.25
November 20, 2006
John Donovan
Dear John:
On behalf of VeriSign, Inc.
(“VeriSign”), I am pleased to confirm your regular
full-time position of Executive Vice President, Worldwide Sales and
Services reporting to Stratton Sclavos. This offer of employment
with VeriSign is contingent upon the closing of the acquisition
(the “Acquisition”) of inCode Telecom Group, Inc. (the
“Company”) by VeriSign pursuant to the terms and
conditions of that certain Agreement and Plan of Merger to be
entered into by and among VeriSign, Diego Acquisition Corporation,
the Company and John Donovan, as Representative (the “Merger
Agreement”).
The details of your compensation package
are as follows:
Annual Base Salary :
$450,000 (Paid Bi-Weekly), minus applicable withholdings and
deductions
Stock Options: I will
recommend to the VeriSign Board of Directors that you be granted
Non Qualified Stock Option to purchase 200,000 shares of Common
Stock. If granted, the price of shares will be based on the fair
market value on the date of grant. You will be eligible to exercise
up to twenty-five percent (25%) of your total shares one year
from the date of grant. Each subsequent quarter (3 months) an
additional 6.25% of your total shares will become eligible to
exercise while VeriSign employs you.
Restricted Stock
Units: I will recommend to the VeriSign Board of Directors that
you be awarded 25,000 Restricted Stock Units (the
“Units”). If awarded, the Units will be 100% vested
four years from the date of the award with 25% of the Units vesting
on the yearly anniversary date of the award.
Annual Bonus: You are
eligible to participate in the 2007 VeriSign Bonus Plan (the
“Bonus Plan”). Your targeted bonus percentage for the
Bonus Plan is 60% of your annual base salary. Eligibility for
payment under the Bonus Plan is governed by the terms and
conditions thereof.
Relocation: VeriSign
will provide a maximum of $1,500,000
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