Item 5.07 Submission of Matters to a Vote of Security Holders.

At the annual meeting of stockholders of VerifyMe, Inc. (the "Company") held on June 6, 2023, the Company's stockholders voted on the matters described below.

Proposal 1. The Company's stockholders elected the following nominees as directors, each to serve for a one-year term expiring in 2024 and until their successors are duly elected and qualified, or until the director's earlier death, resignation or removal.





Director Nominee    Votes For   Authority Withheld   Broker Non-Votes
Marshall Geller     3,646,466        247,906            1,245,532
Howard Goldberg     3,524,591        369,781            1,245,532
Scott Greenberg     3,869,119         25,253            1,245,532
Arthur Laffer       3,659,685        234,687            1,245,532
Adam H Stedham      3,674,554        219,818            1,245,532
David Edmonds       3,661,124        233,248            1,245,532

Proposal 2. The Company's stockholders approved the Second Amendment to the VerifyMe, Inc. 2020 Equity Incentive Plan.

Votes For Votes Against Votes Abstained Broker Non-Votes 3,522,098 355,394 16,880

           1,245,532

Proposal 3. The Company's stockholders ratified the selection of MaloneBailey, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023.





Votes For   Votes Against   Votes Abstained
5,092,441      21,383           26,080

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