VerifyMe sets $0.15 special dividend, merger‑tied
VerifyMe declares a $0.15 per share special cash dividend, payable only if its proposed merger with Open World Ltd. successfully closes.
Rhea-AI Filing Summary
VerifyMe, Inc. (VRME) announced that its Board of Directors declared a special cash dividend of $0.15 per share on its common stock. The dividend will be distributed pro rata to holders of common stock and to holders of Series B Convertible Preferred Stock on an as-converted basis.
Payment of the dividend is conditioned on the closing of the previously announced proposed merger with Open World Ltd., which remains subject to VerifyMe stockholder approval and other closing conditions. Subject to the merger closing, the dividend is expected to be payable on October 2, 2026 to stockholders of record as of the close of business on September 29, 2026.
Positive
- Special cash dividend of $0.15 per share has been declared for common stock and Series B preferred (on an as-converted basis), providing a direct cash return to equity holders if the merger closes.
Negative
- None.
Insights
Analyzing...
Key Figures
Special cash dividend per share: $0.15 per share
Dividend payment date: October 2, 2026
Dividend record date: September 29, 2026
+2 more
5 metrics
Special cash dividend per share
$0.15 per share
Declared by VerifyMe’s Board of Directors, contingent on merger closing
Dividend payment date
October 2, 2026
Expected payment date for the special dividend, subject to merger closing
Dividend record date
September 29, 2026
Stockholders of record at close of business eligible for the special dividend
Common Stock par value
$0.001 per share
Par value of VerifyMe’s common stock on which the dividend is declared
Series B Convertible Preferred Stock par value
$0.001 per share
Par value for preferred shares receiving the dividend on an as-converted basis
Key Terms
special cash dividend, pro-rata, Series B Convertible Preferred Stock, as-converted basis, +1 more
5 terms
special cash dividend financial
"the Board of Directors declared a special cash dividend of $0.15 per share"
A special cash dividend is a one-time, extra cash payment a company gives to its shareholders in addition to its regular dividends, like a bonus check sent out when a business has more cash than usual. It matters to investors because it delivers immediate cash value, can signal that the company has strong short-term cash or limited opportunities to reinvest, and typically reduces the company’s cash reserves and may affect the stock price and tax treatment for recipients.
pro-rata financial
"to be distributed pro-rata per share of the Company’s common stock"
Pro-rata means an amount is allocated to each party in proportion to their existing share or stake — each person receives the same percentage of the total as they already hold. For investors this matters because pro-rata rules determine how much additional stock, dividends, or voting power someone gets during new issuances or distributions, helping protect an investor’s relative ownership; think of it as slicing a cake so everyone keeps the same-sized slice relative to others.
Series B Convertible Preferred Stock financial
"holders of the Series B Convertible Preferred Stock, par value $0.001 per share"
Series B convertible preferred stock is a class of shares sold during a later-stage private financing that combines features of a loan and common stock: it usually pays priority dividends or has a priority claim if the company is sold, and it can be converted into common shares under predefined rules. Investors care because these shares affect ownership stakes and payout order—like having a reserved place in line and a ticket that can turn into regular ownership—so they influence potential returns and dilution for other shareholders.
as-converted basis financial
"Series B Convertible Preferred Stock, par value $0.001 per share, on an as-converted basis"
As-converted basis means counting securities that can become common stock—like convertible bonds or preferred shares—as if they already were common shares when calculating totals such as shares outstanding, ownership percentages, or per-share metrics. Investors use it to see the potential dilution and the “what-if” size of the shareholder base; it’s like imagining all restaurant coupons have been redeemed so you know how crowded the table could become and how slices of the pie would shrink.
record as of the close of business financial
"to all stockholders of record as of the close of business on September 29, 2026"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What special dividend did VerifyMe (VRME) announce?
VerifyMe announced a special cash dividend of $0.15 per share on its common stock, also payable to Series B Convertible Preferred Stock holders on an as-converted basis, contingent on the closing of its proposed merger with Open World Ltd.
When will VerifyMe’s $0.15 special dividend be paid?
The special dividend is expected to be payable on October 2, 2026, but only if the proposed merger with Open World Ltd. closes. The payment date is therefore contingent on completion of that transaction and satisfaction of its closing conditions.
Who is eligible to receive VerifyMe’s special cash dividend?
Eligible holders include (i) holders of VerifyMe common stock and (ii) holders of Series B Convertible Preferred Stock, in each case on an as-converted basis, as of the September 29, 2026 record date, assuming the merger with Open World Ltd. closes.
Is VerifyMe’s special dividend guaranteed to be paid?
No. VerifyMe explains that payment of the $0.15 per share dividend is conditioned on the closing of its proposed merger with Open World Ltd., which remains subject to stockholder approval and other closing conditions.
AI-generated analysis. How Rhea-AI works. Not financial advice.
