VerifyMe, Inc. — Director's Dealing 2026

Jan 5, 2026

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VerifyMe, Inc. (VRME)
CIK: 0001104038
Period of Report: 2026-01-01

Reporting Person: Stedham Adam H (Director, CEO and President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2026-01-01	Common Stock, par value $0.001 per share	M	18750	$1.6	Acquired	427947	Direct
2026-01-01	Common Stock, par value $0.001 per share	F	6937	$0.6008	Disposed	421010	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2026-01-01	Restricted Stock Units	$0	M	18750	Disposed		Common Stock, par value $0.001 per share (18750)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$0		Common Stock, par value $0.001 per share (68028)	68028	Direct
Restricted Stock Units	$0		Common Stock, par value $0.001 per share (550000)	550000	Direct
8% Convertible Promissory Note due 2026	$1.15	2026-08-25	Common Stock, par value $0.001 per share (152174)		Direct

Footnotes

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 1/1/2026.

F2: Includes 28,592 vested RSUs 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.

F3: Shares withheld to cover tax withholding obligations on the vesting of RSUs.

F4: These RSUs will vest on 6/19/2026.

F5: These RSUs 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 6/19/2024 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 6/19/2025 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 6/19/2027 if the issuer's common stock trades at or above $3.68 per share for 20 consecutive trading days.