Adam Stedham - Nov 13, 2024 Form 4 Insider Report for VerifyMe, Inc. (VRME)

Role
CEO and President, Director
Signature
/s/ Nancy Meyers, Attorney-in-Fact for Adam Stedham
Stock symbol
VRME
Transactions as of
Nov 13, 2024
Transactions value $
$1,900
Form type
4
Date filed
11/14/2024, 04:30 PM
Previous filing
Jul 3, 2024
Next filing
Dec 3, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VRME Common Stock, par value $0.001 per share Purchase $1.9K +2K +0.96% $0.95 210K Nov 13, 2024 Direct F1

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
holding VRME Restricted Stock Units 9.38K Nov 13, 2024 Common Stock, par value $0.001 per share 9.38K $0.00 Direct F2, F3
holding VRME Restricted Stock Units 136K Nov 13, 2024 Common Stock, par value $0.001 per share 136K $0.00 Direct F2, F4
holding VRME Restricted Stock Units 550K Nov 13, 2024 Common Stock, par value $0.001 per share 550K $0.00 Direct F2, F5
holding VRME 8% Convertible Promissory Note due 2026 $175K Nov 13, 2024 Common Stock, par value $0.001 per share 152K $1.15 Direct
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Includes 28,592 vested restricted stock units ("RSUs") 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.
F2 These RSUs convert into common stock on a one-for-one basis.
F3 These RSUs were granted pursuant to the issuer's salary reduction program and vest on 1/1/2025, except as otherwise provided in the award notice.
F4 One-third of the original grant of these RSUs vested on 6/19/2024 and, except as otherwise provided in the award notice, the balance vests in substantially equal installments on each of 6/19/2025 and 6/19/2026.
F5 These RSUs 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 6/19/2024 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 6/19/2025 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 6/19/2027 if the issuer's common stock trades at or above $3.68 per share for 20 consecutive trading days.