VerifyMe Faces Delisting Concerns

TL;DR

VerifyMe might get delisted, filing shows.

AI Summary

VerifyMe, Inc. filed an 8-K on December 18, 2025, reporting a notice of delisting or failure to satisfy a continued listing rule or standard, with the earliest event reported on December 12, 2025. The company, formerly known as LaserLock Technologies Inc., is incorporated in Nevada and headquartered in Lake Mary, Florida.

Why It Matters

This filing indicates potential issues with VerifyMe's continued listing on an exchange, which could impact its stock liquidity and investor confidence.

Risk Assessment

Risk Level: high — A notice of delisting or failure to meet listing standards is a significant negative event that can lead to severe consequences for a company's stock.

Key Players & Entities

• VerifyMe, Inc. (company) — Registrant
• LaserLock Technologies Inc. (company) — Former company name
• December 12, 2025 (date) — Earliest event reported date
• December 18, 2025 (date) — Filing date
• Nevada (jurisdiction) — State of incorporation
• Lake Mary, Florida (location) — Principal executive offices location

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share VRME The Nasdaq Capital M
• $1 — aintain a minimum bid price of at least $1 per share. Nasdaq Listing Rule 5810(c)
• $1 b — any does not regain compliance with the $1 bid price requirement by June 10, 2026, t

Filing Documents

• o12162578k.htm (8-K) — 27KB
• 0001214659-25-018223.txt ( ) — 189KB
• vrme-20251212.xsd (EX-101.SCH) — 3KB
• vrme-20251212_lab.xml (EX-101.LAB) — 33KB
• vrme-20251212_pre.xml (EX-101.PRE) — 22KB
• o12162578k_htm.xml (XML) — 4KB

01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On December 12, 2025, VerifyMe, Inc. (the "Company") received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC ("Nasdaq") indicating that, based upon the closing bid price of the Company's common stock for the last 30 consecutive business days, the Company no longer meets Nasdaq Listing Rule 5550(a)(2), which requires listed companies to maintain a minimum bid price of at least $1 per share. Nasdaq Listing Rule 5810(c)(3)(A) provides a compliance period of 180 calendar days, or until June 10, 2026, in which to regain compliance with the minimum bid price requirement. If the Company evidences a closing bid price of at least $1 per share for a minimum of 10 consecutive business days during the 180-day compliance period, the Company will automatically regain compliance. In the event the Company does not regain compliance with the $1 bid price requirement by June 10, 2026, the Company may be eligible for consideration of a second 180-day compliance period if it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for Nasdaq's Capital Market, other than the minimum bid price requirement. In addition, the Company would also be required to notify Nasdaq of its intent to cure the minimum bid price deficiency. If the Company fails to regain compliance with the Nasdaq continued listing standards, Nasdaq will provide notice that the Company's common stock will be subject to delisting. The Company would then be entitled to appeal that determination to a Nasdaq hearings panel. The notification has no immediate effect on the listing of the Company's common stock on Nasdaq. The Company intends to monitor the closing bid price of its common stock and consider its available options in the event the closing bid price of its common stock remains below $1 per share.

Forward-Looking Statements

Forward-Looking Statements This report contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Words like "believe," "intend," "may," "will," and "would" or the negative thereof or other variations thereon or comparable terminology, are used to identify forward-looking statements, although not all forward-looking statements contain these words. Although the Company believes that it is basing its expectations and beliefs on reasonable assumptions within the bounds of what is currently known about its business and operations, there can be no assurance that actual results will not differ materially from what the Company expects or believes. Some of the factors that could cause the Company's actual results to differ materially from its expectations or beliefs are disclosed in the "Risk Factors" section, as well as other sections, of its reports filed with the Securities and Exchange Commission, which include, without limitation, its ability to regain compliance with the Nasdaq Listing Standards and maintain the listing of its securities on Nasdaq. All forward-looking statements speak only as of the date on which they are made and the Company undertakes no duty to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. VerifyMe, Inc. Date: December 18, 2025 By: /s/ Adam Stedham Adam Stedham Chief Executive Officer and President

View Full Filing

View this 8-K filing on SEC EDGAR