Curt Kole - Jul 20, 2023 Form 4 Insider Report for VerifyMe, Inc. (VRME)

Signature
/s/ Margaret Gezerlis, Attorney-in-Fact for Curt Kole
Stock symbol
VRME
Transactions as of
Jul 20, 2023
Transactions value $
$0
Form type
4
Date filed
7/24/2023, 04:32 PM
Previous filing
Mar 2, 2023
Next filing
Aug 29, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding VRME Common Stock, par value $0.001 per share 8K Jul 20, 2023 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction VRME Restricted Stock Units Award $0 +120K $0.00 120K Jul 20, 2023 Common stock, par value $0.001 per share 120K $0.00 Direct F1, F2
holding VRME Restricted Stock Units 60K Jul 20, 2023 Common stock, par value $0.001 per share 60K $0.00 Direct F3
holding VRME Restricted Stock Units 72.1K Jul 20, 2023 Common Stock, par value $0.001 per share 72.1K $0.00 Direct F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These restricted stock units, which convert into common stock on a one-for-one basis, were granted under the VerifyMe, Inc. 2020 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and vest in three tranches, except as otherwise provided in the award notice. Tranche 1 will vest 35,000 shares of common stock after the Reporting Person's continued employment on or after June 18, 2024 if the price of the Company's common stock increases to $2.21 per share and trades at or above that price for 20 consecutive trading days prior to June 18, 2027.
F2 (Continued from footnote 1) Tranch 2 will vest 40,000 shares after the Reporting Person's continued employment on or after June 18, 2025 if the price of the Company's common stock increases to $2.94 per share and trades at or above that price for 20 consecutive trading days prior to June 18, 2027. Tranch 3 will vest 45,000 shares after the Reporting Person's continued employment on June 18, 2027 if the price of the Company's common stock increases to $3.68 per share and trades at or above that price for 20 consecutive trading days prior to June 18, 2027.
F3 These restricted stock units, which convert into common stock on a one-for-one basis, vest one-third on each of 11/2/2023, 11/2/2024 and 11/2/2025, except as otherwise provided in the award notice.
F4 These restricted stock units, which convert into common stock on a one-for-one basis, vest on 4/22/2024 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.
F5 (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.