Form 4: Verb Technology CEO Acquires 80,000 Performance-Vested Shares

Rory J. Cutaia, Chairman, President, and CEO of Verb Technology Company, Inc., reported the acquisition of 80,000 shares of common stock through a performance-based restricted stock unit grant that vested on July 7, 2025.

Summary

• Rory J. Cutaia, Chairman, President, and CEO of Verb Technology Company, Inc. (VERB), acquired 80,000 shares of common stock on July 7, 2025.
• The acquisition was a grant of restricted stock units (RSUs) at a price of $0 per share.
• These RSUs were granted pursuant to an October 31, 2024 Corporate Action, Change of Control, and Extraordinary Performance Agreement adopted by the Board of Directors.
• The 80,000 RSUs vested immediately on the grant date, July 7, 2025, upon the achievement of certain quarterly revenue-based performance metrics.
• Following this transaction, Mr. Cutaia's total beneficial ownership stands at 327,725 shares of common stock.
• The total beneficial ownership includes the newly vested 80,000 RSUs, two prior grants of 60,000 vested RSUs each, 75,873 unvested restricted stock units, 50,968 unvested restricted stock units, and 884 shares of common stock.

Sentiment

Score: 7

Explanation: The document reports a performance-based equity grant to the CEO that vested due to achieved revenue metrics, which is generally a positive indicator of management alignment and operational success.

Positives

• The grant of 80,000 restricted stock units to the CEO is performance-based, aligning management's incentives with company revenue goals.
• The immediate vesting of these RSUs indicates that the company successfully achieved the specified quarterly revenue-based performance metrics.
• An increase in insider ownership, even through grants, can signal confidence in the company's future prospects.

Future Outlook

The restricted stock units were granted upon the achievement of certain quarterly revenue-based performance metrics, indicating a focus on future revenue generation, though no specific forward-looking revenue targets or guidance are provided in this filing.

Management Comments

• The Board determined to grant RSUs to the Reporting Person upon the achievement of certain quarterly revenue-based performance metrics.

Industry Context

This Form 4 filing details an insider transaction, specifically a performance-based equity grant to the CEO. Such grants are common compensation practices across various industries, aiming to align executive interests with shareholder value creation through performance incentives.

Corporate Governance

Related Party Transactions

• The grant of 80,000 restricted stock units to Rory J. Cutaia, the Chairman, President, and CEO, constitutes a transaction between the company and a related party (executive management).

Stakeholder Impact

• Shareholders: The performance-based vesting of RSUs for the CEO aligns management's interests with shareholder value creation, as it is tied to revenue performance. This could be viewed positively.
• Employees: While not directly mentioned, a focus on revenue performance for executive compensation may indirectly influence company-wide goals and incentives.

Key Dates

Keywords

Verb Technology Company, VERB, Rory J. Cutaia, Restricted Stock Units, RSU, Insider Ownership, CEO, Performance Agreement, Stock Grant, Beneficial Ownership