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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Checkbox not checked   Rule 13d-1(b)
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X0202 SCHEDULE 13D/A 0000891839-26-000327 0001723447 XXXXXXXX LIVE 1 Common Stock, par value $0.001 per share 08/25/2026 false 0001104038 92346X2062 VerifyMe, Inc. 801 INTERNATIONAL PARKWAY 801 INTERNATIONAL PARKWAY LAKE MARY FL 32746 Alexander R. McClean, Esq. 585-231-1248 Harter Secrest & Emery LLP 1600 Bausch & Lomb Place Rochester NY 14604 0001723447 N Stedham Adam H PF OO N X1 1019500.00 0.00 1019500.00 0.00 1019500.00 N 7.4 IN The figures included in rows 7, 9 and 11 above include (i) 440,908 shares of VerifyMe, Inc. Common Stock (Shares) held directly by Mr. Stedham, (ii) 550,000 Shares underlying restricted stock units (RSUs) that are convertible within 60 days, and (iii) 28,592 vested RSUs that become payable, on a one-for-one basis, in Shares upon separation of Mr. Stedham's service as a director of VerifyMe, Inc. The percentage in row 13 above is based on (i) 13,165,196 Shares outstanding as of August 25, 2026, (ii) 550,000 shares underlying RSUs that are convertible within 60 days, and (iii) 28,592 vested RSUs that become payable, on a one-for-one basis, in Shares upon separation of Mr. Stedham's service as a director of VerifyMe, Inc. Common Stock, par value $0.001 per share VerifyMe, Inc. 801 INTERNATIONAL PARKWAY 801 INTERNATIONAL PARKWAY LAKE MARY FL 32746 The initial statement on Schedule 13D filed on August 7, 2026 (the Initial Schedule 13D) by Adam H. Stedham (Mr. Stedham), relating to the shares of common stock, par value $0.001 per share (Shares) of VerifyMe, Inc., a Nevada corporation (the Issuer), is hereby amended with respect to the matters set forth below in this Amendment No. 1. Unless otherwise indicated herein, there are no material changes to the information set forth in the Initial Schedule 13D. The 8% Convertible Subordinated Promissory Note in the principal amount of $175,000 (the Note), which was purchased by Mr. Stedham in the Issuer's private placement on August 25, 2023, matured on August 25, 2026. On August 25, 2026, the Issuer paid Mr. Stedham the principal amount of $175,000 plus accrued interest of $7,000, in accordance with the terms of the Note. Therefore, Mr. Stedham no longer beneficially owns the 152,174 Shares into which the Note may have been converted. This has resulted in a change of 1% of Mr. Stedham's beneficial ownership that was reported in the Initial Schedule 13D. As of the date of this Schedule 13D (Amendment No. 1), Mr. Stedham may be deemed to beneficially own, in the aggregate, 1,019,500 Shares of the Issuer, which represents approximately 7.4 percent of the Issuer's outstanding Shares. As of the date of this Schedule 13D (Amendment No. 1), Mr. Stedham has sole voting and sole dispositive power with respect to 1,019,500 Shares of the Issuer. Mr. Stedham does not have shared voting or shared dispositive power with respect to the Shares. Mr. Stedham has not effected any transactions in securities of the Issuer during the past 60 days. Not applicable. Not applicable. As described in Item 3 of this Schedule 13D (Amendment No. 1), the Note matured on August 25, 2026 and was paid in accordance with its terms. Except as disclosed in Item 6 of the Initial Schedule 13D, and this Amendment No. 1, there are no other contracts, arrangements, understandings or relationships between Mr. Stedham and any person with respect to any securities of the Issuer. Stedham Adam H /s/ Adam H. Stedham Adam H. Stedham 08/26/2026