0001062993-23-017427.txt : 20230901
0001062993-23-017427.hdr.sgml : 20230901
20230901162928
ACCESSION NUMBER: 0001062993-23-017427
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230830
FILED AS OF DATE: 20230901
DATE AS OF CHANGE: 20230901
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Stedham Adam H
CENTRAL INDEX KEY: 0001723447
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39332
FILM NUMBER: 231232943
MAIL ADDRESS:
STREET 1: GP STRATEGIES CORPORATION
STREET 2: 11000 BROKEN LAND PARKWAY, SUITE 200
CITY: COLUMBIA
STATE: MD
ZIP: 21044
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: VerifyMe, Inc.
CENTRAL INDEX KEY: 0001104038
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373]
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
2023-08-30
0001104038
VerifyMe, Inc.
VRME
0001723447
Stedham Adam H
C/O VERIFYME, INC.
801 INTERNATIONAL PARKWAY, FIFTH FLOOR
LAKE MARY
FL
32746
1
1
0
0
Chief Executive Officer
0
Common Stock, par value $0.001 per share
2023-08-30
4
P
0
1000
1.168
A
108001
D
Common Stock, par value $0.001 per share
2023-08-31
4
P
0
1000
1.15
A
109001
D
8% Convertible Promissory Note due 2026
1.15
2023-08-25
2026-08-25
Common Stock, par value $0.001 per share
152174
175000
D
Restricted Stock Units
0
Common Stock, par value $0.001 per share
204082
204082
D
Restricted Stock Units
0
Common Stock, par value $0.001 per share
550000
550000
D
The price reported is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $1.145 to $1.17, inclusive. Mr. Stedham undertakes to provide VerifyMe, Inc., any security holder of VerifyMe, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
Includes 28,592 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.
The price reported is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $1.1497 to $1.15, inclusive. Mr. Stedham undertakes to provide VerifyMe, Inc., any security holder of VerifyMe, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
These restricted stock units, which convert into common stock on a one-for-one basis, vest in three equal annual installments on each of 6/19/2024, 6/19/2025 and 6/19/2026, except as otherwise provided in the award notice.
These restricted stock units, which convert into common stock on a one-for-one basis, 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 the first anniversary of the grant date 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 the second anniversary of the grant date 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 the fourth anniversary of the grant date if the Issuer's common stock trades at or above $3.68 per share for 20 consecutive trading days.
/s/ Nancy Meyers, Attorney-in-Fact for Adam Stedham
2023-09-01