Adam Stedham - 30 Dec 2024 Form 4 Insider Report for VerifyMe, Inc. (VRME)

Role
CEO and President, Director
Signature
/s/ Nancy Meyers, Attorney-in-Fact for Adam Stedham
Issuer symbol
VRME
Transactions as of
30 Dec 2024
Transactions value $
$15,620
Form type
4
Filing time
30 Dec 2024, 16:30:35 UTC
Previous filing
17 Dec 2024
Next filing
03 Jan 2025
SEC
View on sec.gov

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 $15,620 +22,000 +8.98% $0.7100 267,004 30 Dec 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 9,375 30 Dec 2024 Common Stock, par value $0.001 per share 9,375 $0.000000 Direct F2, F3
holding VRME Restricted Stock Units 136,055 30 Dec 2024 Common Stock, par value $0.001 per share 136,055 $0.000000 Direct F2, F4
holding VRME Restricted Stock Units 550,000 30 Dec 2024 Common Stock, par value $0.001 per share 550,000 $0.000000 Direct F2, F5
holding VRME 8% Convertible Promissory Note due 2026 $175,000 30 Dec 2024 Common Stock, par value $0.001 per share 152,174 $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.