Rory Cutaia - Jul 31, 2025 Form 4 Insider Report for Verb Technology Company, Inc. (VERB)

Role: Chairman, President and CEO, Director, 10%+ Owner
Signature: /s/ Rory J. Cutaia
Stock symbol: VERB
Transactions as of: Jul 31, 2025
Transactions value $: $0
Form type: 4
Date filed: 8/4/2025, 09:30 PM
Previous filing: Jul 9, 2025
Next filing: Aug 5, 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
CUTAIA RORY J.	Chairman, President and CEO, Director, 10%+ Owner	C/O VERB TECHNOLOGY COMPANY, INC., 3024 SIERRA JUNIPER COURT, LAS VEGAS	/s/ Rory J. Cutaia	2025-08-04	0001623811

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VERB	Common Stock	Award	$0	+160K	+48.82%	$0.00	488K	Jul 31, 2025	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The restricted stock units (the "RSUs") granted to the Reporting Person on July 31, 2025 (the "grant date") as referenced herein, are issued pursuant to that October 31, 2024 Corporate Action, Change of Control, and Extraordinary Performance Agreement ( the "Extraordinary Performance Agreement") instituted and adopted by the board of directors of the Issuer (the "Board"), pursuant to which the Board determined to grant RSUs to the Reporting Person upon the achievement of certain quarterly revenue-based performance metrics. The RSUs vested on the grant date. The Company's independent board members determined that issuance of the balance of the RSUs contemplated under the Extraordinary Performance Agreement was warranted given the meaningful growth of revenue attributed to the measures and strategies employed and executed by the recipients, well beyond what was reasonably contemplated at the time the Extraordinary Performance Agreement was adopted.
F2	The total reported in Column 5 includes the (i) 160,000 newly awarded restricted stock units, of which all 160,000 have vested (ii) 80,000 restricted stock units, of which all 80,000 have vested, (iii) 60,000 restricted stock units, of which all 60,000 have vested, (iv) 60,000 restricted stock units, of which all 60,000 have vested, (v) 75,873 restricted stock units, of which 0 have vested, (vi) 50,968 restricted stock units, of which 0 have vested, and (vii) 884 shares of common stock.

Content

The restricted stock units (the "RSUs") granted to the Reporting Person on July 31, 2025 (the "grant date") as referenced herein, are issued pursuant to that October 31, 2024 Corporate Action, Change of Control, and Extraordinary Performance Agreement ( the "Extraordinary Performance Agreement") instituted and adopted by the board of directors of the Issuer (the "Board"), pursuant to which the Board determined to grant RSUs to the Reporting Person upon the achievement of certain quarterly revenue-based performance metrics. The RSUs vested on the grant date. The Company's independent board members determined that issuance of the balance of the RSUs contemplated under the Extraordinary Performance Agreement was warranted given the meaningful growth of revenue attributed to the measures and strategies employed and executed by the recipients, well beyond what was reasonably contemplated at the time the Extraordinary Performance Agreement was adopted.

The total reported in Column 5 includes the (i) 160,000 newly awarded restricted stock units, of which all 160,000 have vested (ii) 80,000 restricted stock units, of which all 80,000 have vested, (iii) 60,000 restricted stock units, of which all 60,000 have vested, (iv) 60,000 restricted stock units, of which all 60,000 have vested, (v) 75,873 restricted stock units, of which 0 have vested, (vi) 50,968 restricted stock units, of which 0 have vested, and (vii) 884 shares of common stock.