Welcome to our dedicated page for VerifyMe SEC filings (Ticker: VRME), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
VerifyMe, Inc. filings document the regulatory record for an operating company with Precision Logistics and Authentication business segments. The disclosures cover financial results, material-event reports, material agreements, shareholder voting matters, governance items, and capital-structure information tied to the company's common stock.
VRME's recent Form 8-K filings include results of operations, Regulation FD materials, annual meeting vote results, Nasdaq minimum bid price notices, and related compliance disclosures. Transaction-related filings also document material agreements and securities-law communications while preserving formal records of the company's reporting and governance obligations.
VerifyMe, Inc. announced that it has regained compliance with the Nasdaq Capital Market’s minimum bid price requirement. Nasdaq notified the company that its common stock closed at $1.00 per share or higher for 10 consecutive business days, satisfying Nasdaq Listing Rule 5550(a)(2) for continued listing. Nasdaq stated that the bid-price deficiency matter is now closed, meaning VerifyMe’s common stock remains eligible for listing on the Nasdaq Capital Market.
VerifyMe, Inc. disclosed that it received a notice from Nasdaq stating its common stock no longer meets the exchange’s minimum bid price requirement of $1 per share, because the closing bid has been below that level for 30 consecutive business days.
Under Nasdaq Listing Rule 5810(c)(3)(A), VerifyMe has a 180-day grace period, until June 10, 2026, to regain compliance by achieving a closing bid price of at least $1 per share for a minimum of 10 consecutive business days. If the company does not regain compliance by that date, it may qualify for an additional 180-day period if it meets other Nasdaq Capital Market listing standards and notifies Nasdaq of its intent to cure the deficiency.
If VerifyMe ultimately fails to satisfy the continued listing standards, its common stock could be delisted from Nasdaq, although the company would have the right to appeal a delisting determination. The notice does not immediately affect the stock’s current Nasdaq listing, and VerifyMe states it will monitor its share price and consider available options if the bid remains below $1.
VerifyMe, Inc. (VRME) filed a current report announcing it has released financial results for the three and nine months ended September 30, 2025. The company issued a press release and furnished it as Exhibit 99.1, and also posted investor presentation slides as Exhibit 99.2 to accompany an earnings conference call and webcast scheduled for 9:00 a.m. Eastern Time on November 17, 2025.
VerifyMe, Inc. (VRME): Insider equity transaction reported. Officer Fred Volk III reported RSU activity and share withholding. On 11/02/2025, 13,334 restricted stock units vested and converted into common stock on a one-for-one basis, coded “M.” To cover taxes at vesting, 5,305 shares were withheld at $0.9858, coded “F.” Following these transactions, beneficial ownership stands at 64,809 common shares (direct).
Outstanding equity awards include 12,500 RSUs scheduled to vest on 01/01/2026, and 75,000 performance-based RSUs vesting in tranches upon stock price hurdles of $2.21, $2.94, and $3.68 sustained for 20 consecutive trading days prior to June 18, 2027, with continued employment conditions as specified.
VerifyMe (VRME) reported insider equity activity by its SVP, Technology and CIO. On 11/02/2025, 13,334 RSUs vested and converted one-for-one into common stock; 4,293 shares were withheld at $0.9858 to cover taxes.
Following these transactions, the officer directly owns 50,395 common shares. Unvested awards include 11,812 RSUs scheduled to vest on 1/1/2026 and 75,000 performance-based RSUs vesting in three tranches tied to share-price targets of $2.21, $2.94, and $3.68 before 6/18/2027.
VerifyMe, Inc. (VRME) director Marshall S. Geller reported multiple equity transactions and holdings. On 09/19/2025 the reporting person transferred 35,000 common shares to a family trust for which he is trustee, reducing his direct holdings to 52,000 shares. The report shows an indirect holding of 473,344 shares held by the Marshall & Patricia Geller Living Trust, which includes 68,310 vested restricted stock units payable upon separation from board service. On 10/09/2025 the reporting person was granted 35,000 restricted shares under the 2020 Equity Incentive Plan that generally vest on the first anniversary of the grant. Derivative holdings held indirectly by the trust include a warrant for 31,104 shares (exercise price $3.215, expires 10/14/2027) and an 8% convertible promissory note convertible into 152,174 shares at $1.15 due 08/25/2026 with principal $175,000.
The filing shows that Howard Goldberg, a director of VerifyMe, Inc. (VRME), was granted 35,000 shares of restricted common stock on 10/09/2025 at a $0 purchase price under the 2020 Equity Incentive Plan. The award generally vests on the first anniversary of the grant date. Following the grant, the reporting person beneficially owns 373,662 shares in total, which includes 89,310 vested restricted stock units that become payable one-for-one in shares upon separation of service as a director. The Form 4 was signed by an attorney-in-fact on 10/10/2025.
David Bruce Edmonds, a director of VerifyMe, Inc. (VRME), reported a Form 4 disclosing transactions dated 10/09/2025. The filing shows a sale of 119,662 shares of common stock and a grant/acquisition of 35,000 restricted stock units (RSUs) under the VerifyMe 2020 Equity Incentive Plan that convert one‑for‑one into common shares and vest on the first anniversary of the grant date. The filing also notes 50,217 vested RSUs that become payable in shares upon the reporting person's separation from service. The Form 4 was signed by an attorney‑in‑fact on 10/10/2025. The document identifies the reporting person as a director and indicates the transactions are individual (single filer).
Scott N. Greenberg, Executive Chairman and director of VerifyMe, Inc. (VRME), reported changes in his beneficial ownership on 10/09/2025. The filing shows a disposition of 74,011 shares of common stock and reports 175,561 shares beneficially owned indirectly through the Scott Greenberg Revocable Trust. New equity awards and derivative holdings are disclosed: a grant of 35,000 restricted stock units (RSUs) dated 10/09/2025 that convert one-for-one into common shares, an additional 56,819 RSUs, an outstanding warrant for 15,552 shares exercisable through 10/14/2027, and conversion rights from an 8% convertible promissory note due 2026 representing 43,478 shares (note principal shown as $50,000 with a conversion price of $1.15). The filing includes grant/vesting terms: 68,310 vested RSUs payable upon separation of service, and performance/price-triggered vesting for tranches tied to the common stock reaching $2.75 and $3.75 for 20 consecutive trading days, with alternate vesting dates on 3/15/2025 or 3/15/2026.
VerifyMe, Inc. reported the results of its stockholder votes. Shareholders elected four director nominees—Howard Goldberg, Scott Greenberg, Adam H. Stedham and David Edmonds—to one-year terms expiring in 2026, with vote tallies reported for each nominee. On an advisory basis, shareholders approved the compensation of the named executive officers. Shareholders ratified MaloneBailey, LLP as the independent registered public accounting firm for the fiscal year ending 2025. The board was authorized to effect, at its discretion, a reverse stock split of the common stock at a ratio between 1-for-2 and 1-for-10, and approved a corresponding amendment to the company's articles to implement the split if chosen.