Filing Details
- Accession Number:
- 0001062993-23-000053
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2023-01-03 16:29:55
- Reporting Period:
- 2022-12-30
- Accepted Time:
- 2023-01-03 16:29:55
- 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. 801 International Parkway, Fifth Floor Lake Mary FL 32746 | Yes | No | 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 | Acquisiton | 2023-01-01 | 39,308 | $0.00 | 120,310 | No | 4 | M | Direct | |
| Common Stock, Par Value $0.001 | Acquisiton | 2022-12-30 | 500 | $1.19 | 248,994 | No | 4 | P | Indirect | By Marshall & Patricia Geller Living Trust |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | P | Indirect | By Marshall & Patricia Geller Living Trust |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock, Par Value $0.001 | Restricted Stock Units | Disposition | 2023-01-01 | 39,308 | $0.00 | 39,308 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | No | 4 | M | Direct |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Common Stock, Par Value $0.001 | Restricted Stock Units | $0.00 | 30,000 | 30,000 | 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) | $3.22 | 2022-10-14 | 2027-10-14 | 31,104 | 31,104 | 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 |
|---|---|---|---|
| 30,000 | 30,000 | 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 |
| 2027-10-14 | 31,104 | 31,104 | 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
- These restricted stock units convert into common stock on a one-for-one basis and become payable upon separation of the Reporting Person's service as a director.
- Includes 68,310 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 vested on 1/1/2023.
- 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 4) 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.
- This option is fully exercisable as of the date of this report.
- This warrant is fully exercisable as of the date of this report.
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