4//SEC Filing
Wang Jack 4
Accession 0001062993-25-000190
CIK 0001104038other
Filed
Jan 2, 7:00 PM ET
Accepted
Jan 3, 4:35 PM ET
Size
17.0 KB
Accession
0001062993-25-000190
Insider Transaction Report
Form 4
VerifyMe, Inc.VRME
Wang Jack
SVP, Technology and CIO
Transactions
- Tax Payment
Common Stock, par value $0.001 per share
2025-01-01$1.36/sh−1,579$2,147→ 41,354 total - Exercise/Conversion
Common Stock, par value $0.001 per share
2025-01-01$1.60/sh+5,906$9,450→ 42,933 total - Exercise/Conversion
Restricted Stock Units
2025-01-01$1.60/sh−5,906$9,450→ 0 totalExercise: $0.00→ Common Stock, par value $0.001 per share (5,906 underlying) - Award
Restricted Stock Units
2025-01-01$1.60/sh+11,812$18,899→ 11,812 totalExercise: $0.00→ Common Stock, par value $0.001 per share (11,812 underlying)
Holdings
- 13,334
Restricted Stock Units
Exercise: $0.00→ Common Stock, par value $0.001 per share (13,334 underlying) - 59,248
Restricted Stock Units
Exercise: $0.00→ Common Stock, par value $0.001 per share (59,248 underlying) - 75,000
Restricted Stock Units
Exercise: $0.00→ Common Stock, par value $0.001 per share (75,000 underlying)
Footnotes (6)
- [F1]These restricted stock units, which convert into common stock on a one-for-one basis (the "RSUs"), were granted pursuant to the issuer's salary reduction program, pursuant to which the number of RSUs was determined by dividing the amount of the reporting person's salary reduction by $1.60, and vested on 1/1/2025.
- [F2]Shares withheld to cover tax withholding obligations upon the vesting of RSUs.
- [F3]These RSUs were granted pursuant to the issuer's salary reduction program in a transaction exempt under Rule 16b-3, pursuant to which the number of RSUs was determined by dividing the amount of the reporting person's salary reduction by $1.60. These RSUs will vest on 1/1/2026.
- [F4]Two-thirds of the original grant of these RSUs vested on each of 11/2/2023 and 11/2/2024 and, except as otherwise provided in the award notice, the balance vests on 11/2/2025.
- [F5]These RSUs vest in three tranches, except as otherwise provided in the award notice. Tranche 1 will vest 20,000 shares of common stock after the reporting person's continued employment on or after June 18, 2024 if the price of the issuer's common stock increases to $2.21 per share and trades at or above that price for 20 consecutive trading days prior to June 18, 2027. Tranche 2 will vest 25,000 shares after the reporting person's continued employment on or after June 18, 2025 if the price of the issuer's common stock increases to $2.94 per share and trades at or above that price for 20 consecutive trading days prior to June 18, 2027. Tranche 3 will vest 30,000 shares after the reporting person's continued employment on June 18, 2027 if the price of the issuer's common stock increases to $3.68 per share and trades at or above that price for 20 consecutive trading days prior to June 18, 2027.
- [F6]These RSUs vest in two equal tranches, except as otherwise provided in the award notice. Tranche 1 will vest on 4/22/2024 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 4/22/2025 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 4/22/2024 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 4/22/2025 if the issuer's common stock during such period was at or above $7.00 for 20 consecutive trading days.
Issuer
VerifyMe, Inc.
CIK 0001104038
Entity typeother
Related Parties
1- filerCIK 0001926218
Filing Metadata
- Form type
- 4
- Filed
- Jan 2, 7:00 PM ET
- Accepted
- Jan 3, 4:35 PM ET
- Size
- 17.0 KB