Marshall S. Geller - Aug 31, 2022 Form 4 Insider Report for VerifyMe, Inc. (VRME)

Role
Director
Signature
/s/ Margaret Gezerlis, Attorney-in-Fact for Marshall S. Geller
Stock symbol
VRME
Transactions as of
Aug 31, 2022
Transactions value $
$9,600
Form type
4
Date filed
9/2/2022, 04:16 PM
Previous filing
Aug 24, 2022
Next filing
Sep 29, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VRME Common Stock, par value $0.001 Award $9.6K +8K +3.55% $1.20 233K Aug 31, 2022 By Marshall & Patricia Geller Living Trust F2
holding VRME Common Stock, par value $0.001 81K Aug 31, 2022 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 Warrant (Right to Buy) 31.1K Aug 31, 2022 Common Stock, par value $0.001 31.1K $3.22 By Marshall & Patricia Geller Living Trust
holding VRME Restricted Stock Units 30K Aug 31, 2022 Common Stock, par value $0.001 30K $0.00 Direct F3, F4
holding VRME Restricted Stock Units 39.3K Aug 31, 2022 Common Stock, par value $0.001 39.3K $0.00 Direct F5
holding VRME Stock Option (Right to Buy) 3K Aug 31, 2022 Common Stock, par value $0.001 3K $5.30 By Marshall & Patricia Geller Living Trust F6
holding VRME Stock Option (Right to Buy) 10K Aug 31, 2022 Common Stock, par value $0.001 10K $3.51 By Marshall & Patricia Geller Living Trust F6
holding VRME Stock Option (Right to Buy) 10K Aug 31, 2022 Common Stock, par value $0.001 10K $3.51 By Marshall & Patricia Geller Living Trust F6
holding VRME Warrant (Right to Buy) 7K Aug 31, 2022 Common Stock, par value $0.001 7K $4.60 Direct
holding VRME Warrant (Right to Buy) 31.9K Aug 31, 2022 Common Stock, par value $0.001 31.9K $4.60 By Marshall & Patricia Geller Living Trust
holding VRME Warrant (Right to Buy) 14.3K Aug 31, 2022 Common Stock, par value $0.001 14.3K $7.50 By Marshall & Patricia Geller Living Trust F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Includes 29,002 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.
F2 These shares were acquired under the VerifyMe, Inc. 2021 Stock Purchase Plan in a transaction exempt under Rule 16b-3(d).
F3 These restricted stock units, which convert into common stock on a one-for-one basis, vest on 4/7/2024 in two equal tranches, except as otherwise provided in the award notice. Tranch 1 will vest on the second anniversary of the date of grant 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, Tranch 1 will vest on the third anniversary of the date of grant if the issuer's common stock during such period was at or above $5.00 for 20 consecutive trading days.
F4 (Continued from footnote 3) Tranch 2 will vest on the second anniversary of the date of grant 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, Tranch 2 will vest on the third anniversary of the date of grant if the issuer's common stock during such period was at or above $7.00 for 20 consecutive trading days.
F5 These restricted stock units, which convert into common stock on a one-for-one basis, vest on 1/1/2023, except as otherwise provided in the award notice, subject to continuous service as a member of the board of directors, and become payable upon separation of the Reporting Person's service as a director.
F6 This option is fully exercisable as of the date of this report.
F7 This warrant is fully exercisable as of the date of this report.