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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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SCHEDULE 13D/A 0001641172-25-022317 0001434693 XXXXXXXX LIVE 2 Common Stock, par value $0.0001 08/07/2025 false 0001566610 92337U302 Verb Technology Company, Inc. 3024 SIERRA JUNIPER COURT LAS VEGAS NV 89138 James P. Geiskopf (855) 250-2300 3024 Sierra Juniper Court, Las Vegas NV 89138 0001434693 N Geiskopf James P OO N X1 801616.00 0.00 801616.00 0.00 801616.00 N 1.32 IN The number of securities in Rows 7, 9 and 11 represents beneficial ownership of (i) 400,000 restricted stock units, of which all 400,000 have vested, (ii) 160,000 restricted stock units, of which all 160,000 have vested, (iii) 80,000 restricted stock units, of which all 80,000 have vested (iv) 60,000 restricted stock units, of which all 60,000 have vested, (v) 60,000 restricted stock units, of which all 60,000 have vested, (vi) 169 shares of common stock, (vii) 40,589 restricted stock units, of which 40,589 have vested, and (viii) 858 shares of common stock underlying stock options exercisable within 60 days. This percentage is calculated based upon 60,538,922 shares of common stock issued and outstanding as of August 8, 2025 and 858 shares of common stock issuable upon exercise of the options that are exercisable within 60 days. Common Stock, par value $0.0001 Verb Technology Company, Inc. 3024 SIERRA JUNIPER COURT LAS VEGAS NV 89138 On August 7, 2025, the issuer completed transactions involving the entry into a subscription agreement with certain institutional investors for the issuance of 57,425,254 shares of the Common Stock and 1,276,863 pre-funded warrants to purchase shares of Common Stock. Following the transaction, the Company had 60,538,922 shares of Common Stock outstanding. This Amendment No.2 is being filed to update the number of shares of Common Stock of the issuer, and the aggregate percentage of the common stock of the issuer beneficially owned by the reporting person due to changes in outstanding common stock figures of the issuer resulting from the transactions, and not in connection with a disposition of any common stock by the reporting person. In connection with the transaction described above, the Reporting Person also resigned as a director of the issuer. As a result of the transactions described herein, the filing of this Amendment No. 2 represents the final amendment to the Schedule 13D and constitutes an exit filing for the Reporting Person. James P. Geiskopf 3024 Sierra Juniper Court, Las Vegas, NV 89138 None No No United States The Reporting Person currently beneficially owns 801,616 shares of common stock, including (i) 400,000 restricted stock units, of which all 400,000 have vested, (ii) 160,000 restricted stock units, of which all 160,000 have vested, (iii) 80,000 restricted stock units, of which all 80,000 have vested, (iv) 60,000 restricted stock units, of which all 60,000 have vested, (v) 60,000 restricted stock units, of which all 60,000 have vested, (vi) 169 shares of common stock, (vii) 40,589 restricted stock units, of which 40,589 have vested, and (viii) 858 shares of common stock underlying stock options exercisable within 60 days, which represents 1.32% of the outstanding shares of common stock of the Issuer. Such percentage is calculated based on 60,538,922 shares of common stock outstanding as of August 8, 2025 and 858 shares of common stock issuable upon exercise of the options exercisable within 60 days. The Reporting Person currently beneficially owns 801,616 shares of common stock, including (i) 400,000 restricted stock units, of which all 400,000 have vested, (ii) 160,000 restricted stock units, of which all 160,000 have vested, (iii) 80,000 restricted stock units, of which all 80,000 have vested (iv) 60,000 restricted stock units, of which all 60,000 have vested, (v) 60,000 restricted stock units, of which all 60,000 have vested, (vi) 169 shares of common stock, (vii) 40,589 restricted stock units, of which 40,589 have vested, and (viii) 858 shares of common stock underlying stock options exercisable within 60 days, which represents 1.32% of the outstanding shares of common stock of the Issuer. Such percentage is calculated based on 60,538,922 shares of common stock outstanding as of August 8, 2025 and 858 shares of common stock issuable upon exercise of the options exercisable within 60 days. There have been no transactions in the class of securities reported on that were effected within the past 60 days. The Reporting Person does not know of any other person having the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of the securities described herein. Not applicable. Geiskopf James P /s/ James P. Geiskopf James P. Geiskopf 08/08/2025