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Filing Details

Accession Number:: 0001062993-23-021118
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-11-17 16:32:20
Reporting Period:: 2023-11-15

Accepted Time:: 2023-11-17 16:32:20
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

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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 Per Share	Acquisiton	2023-11-15	6,082	$1.06	130,137	No	4	P	Direct
Common Stock, Par Value $0.001 Per Share	Acquisiton	2023-11-16	7,949	$1.06	138,086	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

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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 $1.05 to $1.07, 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.
The price reported is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $1.049 to $1.06, 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.
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.