Statement of Changes in Beneficial Ownership (4)
January 12 2021 - 9:00AM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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CUTAIA RORY J. |
2. Issuer Name and Ticker or Trading Symbol
Verb Technology Company, Inc.
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VERB
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CEO |
(Last)
(First)
(Middle)
782 S. AUTO MALL DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/10/2021 |
(Street)
AMERICAN FORK, UT 84003
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 1/10/2021 | | M | | 189645 | A | $1.1337 | 5032262 | D | |
Common Stock | 1/10/2021 | | M | | 143085 | A | $1.1337 | 5175347 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Employee Stock Option (Right to Buy) | $1.1337 | 1/10/2021 | | M | | | 189645 | 1/10/2021 | 1/10/2021 | Common Stock | 189645 | $0.00 | 0 | D | |
Employee Stock Option (Right to Buy) | $1.1337 | 1/10/2021 | | M | | | 143085 | 1/10/2021 | 1/10/2021 | Common Stock | 143085 | $0.00 | 0 | D | |
Explanation of Responses: |
Remarks: The Reporting Person has exercised stock options to acquire 332,730 shares of the common stock of the Issuer for a total exercise price of $377,216. 189,645 of these stock options were awarded to the Reporting Person in 2019 as an annual incentive award for the 2019 calendar year and 143,085 of these stock options were awarded to the Reporting Person in 2019 in connection with the Issuer's 2019 uplisting to The NASDAQ Capital Market. These stock option awards are further discussed in the Issuer's Form 8-K filed with the Securities and Exchange Commission on December 27, 2019. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
CUTAIA RORY J. 782 S. AUTO MALL DRIVE AMERICAN FORK, UT 84003 | X | X | CEO |
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Signatures
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/s/ Rory J. Cutaia | | 1/12/2021 |
**Signature of Reporting Person | Date |
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