Filing Details
- Accession Number:
- 0001062993-23-020901
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2023-11-15 16:30:40
- Reporting Period:
- 2023-11-13
- Accepted Time:
- 2023-11-15 16:30:40
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1104038 | Verifyme Inc. | VRME | Services-Computer Integrated Systems Design (7373) | 233023677 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1723447 | H Adam Stedham | C/O Verifyme, Inc. 801 International Parkway, Fifth Floor Lake Mary FL 32746 | Chief Executive Officer | Yes | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock, Par Value $0.001 Per Share | Acquisiton | 2023-11-13 | 1,234 | $1.09 | 120,370 | No | 4 | P | Direct | |
| Common Stock, Par Value $0.001 Per Share | Acquisiton | 2023-11-14 | 3,685 | $1.07 | 124,055 | No | 4 | P | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | P | Direct | |
| No | 4 | P | Direct |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Common Stock, Par Value $0.001 Per Share | 8% Convertible Promissory Note due 2026 | $1.15 | 2023-08-25 | 2026-08-25 | 152,174 | 0 | Direct |
| Common Stock, Par Value $0.001 Per Share | Restricted Stock Units | $0.00 | 204,082 | 204,082 | Direct | ||
| Common Stock, Par Value $0.001 Per Share | Restricted Stock Units | $0.00 | 550,000 | 550,000 | Direct |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 2026-08-25 | 152,174 | 0 | Direct |
| 204,082 | 204,082 | Direct | |
| 550,000 | 550,000 | Direct |
Footnotes
- The price reported is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $1.07 to $1.09, inclusive. Mr. Stedham undertakes to provide VerifyMe, Inc., any security holder of VerifyMe, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
- Includes 28,592 vested restricted stock units that become payable, on a one-for-one basis, in shares of common stock of VerifyMe, Inc. upon separation of the Reporting Person's service as a director.
- These restricted stock units, which convert into common stock on a one-for-one basis, vest in three equal annual installments on each of 6/19/2024, 6/19/2025 and 6/19/2026, except as otherwise provided in the award notice.
- These restricted stock units, which convert into common stock on a one-for-one basis, vest in three tranches, except as otherwise provided in the award notice. Tranche 1 will vest 150,000 shares of common stock on or after the first anniversary of the grant date if the price of the Issuer's common stock is $2.21 per share and trades at or above that price for 20 consecutive days. Tranche 2 will vest 200,000 shares of common stock on or after the second anniversary of the grant date if the Issuer's common stock trades at or above $2.94 per share for 20 consecutive trading days. Tranche 3 will vest 200,000 shares of common stock on the fourth anniversary of the grant date if the Issuer's common stock trades at or above $3.68 per share for 20 consecutive trading days.
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