0001062993-24-012067.txt : 20240606
0001062993-24-012067.hdr.sgml : 20240606
20240606163816
ACCESSION NUMBER: 0001062993-24-012067
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240605
FILED AS OF DATE: 20240606
DATE AS OF CHANGE: 20240606
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GREENBERG SCOTT N
CENTRAL INDEX KEY: 0001018206
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39332
FILM NUMBER: 241026045
MAIL ADDRESS:
STREET 1: 9 WEST 57 STREET
STREET 2: SUITE 4170
CITY: NEW YORK
STATE: NY
ZIP: 10019
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: VerifyMe, Inc.
CENTRAL INDEX KEY: 0001104038
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373]
ORGANIZATION NAME: 06 Technology
IRS NUMBER: 233023677
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 801 INTERNATIONAL PARKWAY
STREET 2: FIFTH FLOOR
CITY: LAKE MARY
STATE: FL
ZIP: 32746
BUSINESS PHONE: 585-736-9400
MAIL ADDRESS:
STREET 1: 801 INTERNATIONAL PARKWAY
STREET 2: FIFTH FLOOR
CITY: LAKE MARY
STATE: FL
ZIP: 32746
FORMER COMPANY:
FORMER CONFORMED NAME: LASERLOCK TECHNOLOGIES INC
DATE OF NAME CHANGE: 20001004
4
1
form4.xml
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
X0508
4
2024-06-05
0001104038
VerifyMe, Inc.
VRME
0001018206
GREENBERG SCOTT N
C/O VERIFYME, INC.
801 INTERNATIONAL PARKWAY, FIFTH FLOOR
LAKE MARY
FL
32746
1
1
0
0
Executive Chairman
0
Common Stock, par value $0.001
2024-06-05
4
A
0
35000
0
A
249572
D
Restricted Stock Units
0
Common Stock, par value $0.001
56819
56819
D
Restricted Stock Units
0
Common Stock, par value $0.001
30000
30000
D
Stock Option (Right to Buy)
3.505
2025-01-07
Common Stock, par value $0.001
10000
10000
D
Warrant (Right to Buy)
3.215
2022-10-14
2027-10-14
Common Stock, par value $0.001
15552
15552
D
Warrant (Right to Buy)
4.6
2020-06-22
2025-06-22
Common Stock, par value $0.001
6403
6403
D
8% Convertible Promissory Note due 2026
1.15
2023-08-25
2026-08-25
Common Stock, par value $0.001
43478
50000
D
This restricted stock award was granted under the VerifyMe, Inc. 2020 Equity Incentive Plan in a transaction exempt under Rule 16b-3 and, except as otherwise provided in the award notice, vests on 6/5/2025, subject to the reporting person's continuous service as a member of the board of directors.
Includes (i) 35,000 shares of restricted stock that vest on 6/5/2025, (ii) 86,806 shares of restricted stock that vest on 6/7/2024 and (iii) 68,310 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.
These restricted stock units convert into common stock on a one-for-one basis.
These restricted stock units vest in two equal tranches, except as otherwise provided in the award notice. Tranche 1 will vest on 3/15/2025 if the issuer's common stock during such period was at or above $2.75 for 20 consecutive trading days. In the event that the issuer's common stock during such period does not reach $2.75 for 20 consecutive trading days, Tranche 1 will vest on 3/15/2026 if the issuer's common stock during such period was at or above $2.75 for 20 consecutive trading days. Tranche 2 will vest on 3/15/2025 if the issuer's common stock during such period was at or above $3.75 for 20 consecutive trading days. In the event that the issuer's common stock during such period does not reach $3.75 for 20 consecutive trading days, Tranche 2 will vest on 3/15/2026 if the issuer's common stock during such period was at or above $3.75 for 20 consecutive trading days.
These restricted stock units vest in two equal tranches, except as otherwise provided in the award notice. Tranche 1 will vest on 4/7/2024 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, Tranche 1 will vest on 4/7/2025 if the issuer's common stock during such period was at or above $5.00 for 20 consecutive trading days. Tranche 2 will vest on 4/7/2024 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, Tranche 2 will vest on 4/7/2025 if the issuer's common stock during such period was at or above $7.00 for 20 consecutive trading days.
This option is fully exercisable as of the date of this report.
/s/ Nancy Meyers, Attorney-in-Fact for Scott Greenberg
2024-06-06