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Filing Details

Accession Number:: 0001062993-22-023081
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-12-01 16:28:40
Reporting Period:: 2022-11-29

Accepted Time:: 2022-12-01 16:28:40
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1104038	Verifyme Inc.	VRME	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
925236	S Marshall Geller	C/O Verifyme, Inc. 75 S. Clinton Avenue, Suite 510 Rochester NY 14604		Yes	No	No	No

Reported Non-Derivative Transactions

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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	Acquisiton	2022-11-29	2,339	$1.21	241,708	No	4	P	Indirect	By Marshall & Patricia Geller Living Trust
Common Stock, Par Value $0.001	Acquisiton	2022-11-30	2,000	$1.21	243,708	No	4	P	Indirect	By Marshall & Patricia Geller Living Trust

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By Marshall & Patricia Geller Living Trust
No	4	P	Indirect	By Marshall & Patricia Geller Living Trust

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock, Par Value $0.001	81,002	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock, Par Value $0.001	Warrant (Right to Buy)	$3.22	2022-10-14	2027-10-14	31,104	31,104	Indirect
Common Stock, Par Value $0.001	Restricted Stock Units	$0.00			30,000	30,000	Direct
Common Stock, Par Value $0.001	Restricted Stock Units	$0.00			39,308	39,308	Direct
Common Stock, Par Value $0.001	Stock Option (Right to Buy)	$5.30		2025-05-27	3,000	3,000	Indirect
Common Stock, Par Value $0.001	Stock Option (Right to Buy)	$3.51		2025-01-07	10,000	10,000	Indirect
Common Stock, Par Value $0.001	Stock Option (Right to Buy)	$3.51		2025-01-07	10,000	10,000	Indirect
Common Stock, Par Value $0.001	Warrant (Right to Buy)	$4.60	2020-06-22	2025-06-22	7,000	7,000	Direct
Common Stock, Par Value $0.001	Warrant (Right to Buy)	$4.60	2020-06-22	2025-06-22	31,941	31,941	Indirect
Common Stock, Par Value $0.001	Warrant (Right to Buy)	$7.50		2023-01-03	14,300	14,300	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2027-10-14	31,104	31,104	Indirect
	30,000	30,000	Direct
	39,308	39,308	Direct
2025-05-27	3,000	3,000	Indirect
2025-01-07	10,000	10,000	Indirect
2025-01-07	10,000	10,000	Indirect
2025-06-22	7,000	7,000	Direct
2025-06-22	31,941	31,941	Indirect
2023-01-03	14,300	14,300	Indirect

Footnotes

Includes 29,002 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 on 4/7/2024 in two equal tranches, except as otherwise provided in the award notice. Tranch 1 will vest on the second anniversary of the date of grant if the issuer's common stock during such period was at or above $5.00 for 20 consecutive trading days. In the event that the issuer's common stock during such period does not reach $5.00 for 20 consecutive trading days, Tranch 1 will vest on the third anniversary of the date of grant if the issuer's common stock during such period was at or above $5.00 for 20 consecutive trading days.
(Continued from footnote 2) Tranch 2 will vest on the second anniversary of the date of grant if the issuer's common stock during such period was at or above $7.00 for 20 consecutive trading days. In the event that the issuer's common stock during such period does not reach $7.00 for 20 consecutive trading days, Tranch 2 will vest on the third anniversary of the date of grant if the issuer's common stock during such period was at or above $7.00 for 20 consecutive trading days.
These restricted stock units, which convert into common stock on a one-for-one basis, vest on 1/1/2023, except as otherwise provided in the award notice, subject to continuous service as a member of the board of directors, and become payable upon separation of the Reporting Person's service as a director.
This option is fully exercisable as of the date of this report.
This warrant is fully exercisable as of the date of this report.