Основная статистика
CIK | 1285543 |
SEC Filings
SEC Filings (Chronological Order)
July 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 7, 2025 (June 30, 2025) ZERIFY, INC. (Exact Name of Registrant as Specified in its Charter) Wyoming 000-55012 22-3827597 (State or Other Jurisdiction of Incorporation) (Commissio |
|
December 12, 2024 |
EXHIBIT 10.2 |
|
December 12, 2024 |
Zerify Accounces Settlement of Derivative Lawsuit EXHIBIT 99.1 FOR IMMEDIATE RELEASE Zerify Accounces Settlement of Derivative Lawsuit EDISON, N.J., December 12th, 2024 (EIN Presswire) - Zerify Inc. (OTC PINK: ZRFY), an industry trailblazer in cybersecurity, announces Effective November 20, 2024 (the “Judgment Date”), in a case styled Constantino Zanfardino, Derivatively on Behalf of Nominal Defendant Zerify, Inc., formerly known as Strikeforce T |
|
December 12, 2024 |
EXHIBIT 10.1 |
|
December 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 12, 2024 (November 20, 2024) ZERIFY, INC. (Exact Name of Registrant as Specified in its Charter) Wyoming 000-55012 22-3827597 (State or Other Jurisdiction of Incorporation) ( |
|
September 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 3, 2024 (August 21, 2024) ZERIFY, INC. (Exact Name of Registrant as Specified in its Charter) Wyoming 000-55012 22-3827597 (State or Other Jurisdiction of Incorporation) (Co |
|
August 29, 2024 |
SOCIAL MEDIA POSTS OF ZERIFY, INC. EXHIBIT 99.1 SOCIAL MEDIA POSTS OF ZERIFY, INC. X (Twitter): Zerify Inc. partnered with SIM Tech Licensing LLC (an affiliate of Sauvegarder Investment Management, Inc.) for its worldwide IP licensing & enforcement services, led by Erich Spangenberg. Together, we’ll commercialize and address infringements of our 13 global patents. $Zerify LinkedIn & Facebook: Zerify Inc. partnered with SIM Tech Lic |
|
August 29, 2024 |
EXHIBIT 10.1 August 25, 2024 Zerify, Inc. 1090 King George’s Post Road Suite 603 Edison, NJ 08837 Re: Advisory Services Dear Zerify Team: This letter agreement (“Agreement”) confirms the agreement of Zerify, Inc., a corporation organized under the laws of Wyoming, with a principal place of business at 1090 King George’s Post Road, Suite 603, Edison, NJ 08873 (including its affiliates, subsidiaries |
|
August 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 28, 2024 (August 25, 2024) ZERIFY, INC. (Exact Name of Registrant as Specified in its Charter) Wyoming 000-55012 22-3827597 (State or Other Jurisdiction of Incorporation) (Comm |
|
August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR For |
|
July 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 1, 2024 ZERIFY, INC. (Exact Name of Registrant as Specified in its Charter) Wyoming 000-55012 22-3827597 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I.R |
|
July 26, 2024 |
EXHIBIT 10.1 1 2 3 4 5 |
|
May 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR Fo |
|
May 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) ☒ Definitive Information Statement Zerify, Inc. (Name |
|
April 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 17, 2024 ZERIFY, INC. (Exact Name of Registrant as Specified in its Charter) Wyoming 000-55012 22-3827597 (State or Other Jurisdiction of Incorporation) (Commission File No.) (I |
|
April 17, 2024 |
Zerify’s White Label Marketing Partner, Sevideca has launched EXHIBIT 99.1 FOR IMMEDIATE RELEASE Zerify’s White Label Marketing Partner, Sevideca has launched EDISON, N.J., April 17th,, 2024 (GLOBE NEWSWIRE) - Zerify Inc. (OTC PINK: ZRFY), a leading cybersecurity company specializing in Secure Video Conferencing & Endpoint Security, proudly announces that their white-label marketing partner, Sevideca has launched, marking a significant milestone for both com |
|
April 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) ☐ Definitive Information Statement Zerify, Inc. (Name |
|
April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR |
|
March 11, 2024 |
FORM OF SERIES D EXCHANGE AGREEMENT EXHIBIT 10.2 FORM OF SERIES D EXCHANGE AGREEMENT This Exchange Agreement (this "Agreement") is entered into as of February , 2024 by and between Zerify, Inc., a Wyoming corporation (the "Company") and the undersigned investor (the "Investor" and together with the Company, the "Parties"). WHEREAS, in addition to this Agreement, the Company intends to enter into seven separate similar agreements tha |
|
March 11, 2024 |
ZERIFY, INC. STATEMENT OF PREFERENCES, RIGHTS AND LIMITATIONS SERIES D CONVERTIBLE PREFERRED STOCK EXHIBIT 3.2 ZERIFY, INC. STATEMENT OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES D CONVERTIBLE PREFERRED STOCK Section 1. Definitions. For the purposes hereof, the following terms shall have the following meanings: “Affiliate” means any Person that, directly or indirectly through one or more intermediaries, controls or is controlled by or is under common control with a Person, as such terms are |
|
March 11, 2024 |
ZERIFY, INC. STATEMENT OF PREFERENCES, RIGHTS AND LIMITATIONS SERIES C CONVERTIBLE PREFERRED STOCK EXHIBIT 3.1 ZERIFY, INC. STATEMENT OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES C CONVERTIBLE PREFERRED STOCK Section 1. Definitions. For the purposes hereof, the following terms shall have the following meanings: “Affiliate” means any Person that, directly or indirectly through one or more intermediaries, controls or is controlled by or is under common control with a Person, as such terms are |
|
March 11, 2024 |
FORM OF SERIES C EXCHANGE AGREEMENT EXHIBIT 10.1 FORM OF SERIES C EXCHANGE AGREEMENT This Exchange Agreement (this "Agreement") is entered into as of February , 2024 by and between Zerify, Inc., a Wyoming corporation (the "Company") and the undersigned investor (the "Investor" and together with the Company, the "Parties"). WHEREAS, this Agreement is one of seven separate similar agreements (the "Series C Agreements") that, when cons |
|
March 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 27, 2024 ZERIFY, INC. (Exact Name of Registrant as Specified in its Charter) Wyoming 000-55012 22-3827597 (State or Other Jurisdiction of Incorporation) (Commission File No.) |
|
February 13, 2024 |
Filed Pursuant to Rule 253(g)(1) Post -Qualification Offering Circular Amendment No. |
|
February 5, 2024 |
COMMON STOCK PURCHASE WARRANT Zerify, Inc. EXHIBIT 4.5 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
|
February 5, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EXHIBIT 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the inclusion in the foregoing Post Qualification Amendment No. 2 on Registration Statement Form 1-A (SEC File No. 024-12026) of our report dated April 14, 2023, relating to the consolidated financial statements of Zerify, Inc. as of December 31, 2022 and 2021, and for the years then ended (which report includes an |
|
February 5, 2024 |
ZERIFY, INC SUBSCRIPTION AGREEMENT EXHIBIT 4.1 ZERIFY, INC SUBSCRIPTION AGREEMENT Name of Investor: (Print) Mark L, Kay Zerify, Inc. c/o as agent Attention: Re: ZERIFY, INC. – Units, consisting of 5 shares of Common Stock and 1 common stock purchase warrant (the “Units”) Gentlemen: 1. Subscription. The undersigned hereby tenders this subscription and applies to purchase the number of units in Zerify, Inc., a Wyoming corporation (th |
|
February 5, 2024 |
ADDENDUM TO PLACEMENT AGREEMENT EXHIBIT 1.6 |
|
February 5, 2024 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 2, 2024 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 2, 2024 SEC File No 024-12026 U. |
|
February 5, 2024 |
EXHIBIT 12.1 NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road – Suite 107-762 Flower Mound, Texas 75022 940-367-6154 February 2, 2024 Zerify, Inc. 1090 King Georges Post Road Suite 603 Edison, New Jersey 08837 Re: Offering Statement on Form 1-A Gentlemen: We have been requested by Zerify, Inc., a Wyoming corporation (the “Company”), to furnish you with our opinion as to the matters hereinafter set for |
|
December 27, 2023 |
EXHIBIT 16.1 December 27, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Ladies and Gentlemen: We have read Zerify, Inc.’s statements included under Item 4.01(a) of its Form 8-K dated December 27, 2023, and we agree with such statements, except we are not in a position to agree or disagree with Zerify, Inc.’s statement with regards to the Board of Directors |
|
December 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 27, 2023 ZERIFY, INC. (Exact Name of Registrant as Specified in its Charter) Wyoming 000-55012 22-3827597 (State or Other Jurisdiction of Incorporation) (Commission File No.) |
|
December 22, 2023 |
UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to ZERIFY, INC. (Exact name of registrant as specified in its Charter) |
|
November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SA |
|
October 18, 2023 |
ADDENDUM TO PLACEMENT AGREEMENT EXHIBIT 1.6 |
|
October 18, 2023 |
Frederick M. Lehrer, P.A. 2108 Emil Jahna Road Clermont, Florida 37411 (561) 706-7646 EXHIBIT 12.1 Frederick M. Lehrer, P.A. 2108 Emil Jahna Road Clermont, Florida 37411 (561) 706-7646 [email protected] October 18, 2023 Zerify, Inc. 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 Re: Form 1-A – Post Qualification Ladies and Gentlemen: I am counsel for Zerify, Inc., a Wyoming corporation (the “Company”), in connection with the proposed public offering by the Co |
|
October 18, 2023 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EXHIBIT 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the inclusion in the foregoing Registration Statement on Form 1A, Post Qualification Amendment (SEC File No. 024-12026) of our report dated April 14, 2023, relating to the consolidated financial statements of Zerify, Inc. as of December 31, 2022 and 2021, and for the years then ended (which report includes an expla |
|
October 18, 2023 |
SEC File No 024-12026 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 1-A Post Qualification Amendment TIER II REGULATION A OFFERING CIRCULAR UNDER THE SECURITIES ACT OF 1933 OFFERING CIRCULAR DATED: October 18, 2023 ZERIFY, INC. (Exact name of issuer as specified in its charter) Wyoming (State of other jurisdiction of incorporation or organization) 1090 King Georges Post Road, S |
|
October 18, 2023 |
ZERIFY, INC SUBSCRIPTION AGREEMENT EXHIBIT 4.1 ZERIFY, INC SUBSCRIPTION AGREEMENT Name of Investor: (Print) Mark L, Kay Zerify, Inc. c/o as agent Attention: Re: ZERIFY, INC. – Units, consisting of 3 shares of Common Stock and 1 common stock purchase warrant (the “Units”) Gentlemen: 1. Subscription. The undersigned hereby tenders this subscription and applies to purchase the number of units in Zerify, Inc., a Wyoming corporation (th |
|
October 18, 2023 |
COMMON STOCK PURCHASE WARRANT Zerify, Inc. EXHIBIT 4.5 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
|
October 3, 2023 |
UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to ZERIFY, INC. (Exact name of registrant as specified in its Charter) Wyom |
|
August 14, 2023 |
Zerify, Inc. 990,444,446 Common Stock Purchase Warrants Zerify, Inc. 990,444,446 Common Stock Purchase Warrants PROSPECTUS Filed Pursuant to 424(b)(3) Registration Number 333-272673 Zerify Inc. 940,444,446 Common Stock Purchase Warrants This prospectus relates to the resale of up to 990,444,446 shares of our common stock, par value $0.0001 per share (the “Common Stock”), which consists of the shares of common stock being offered by 7 Selling Shareholde |
|
August 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR For |
|
August 3, 2023 |
BlockSafe Technologies, Inc.: 49% holder. EXHIBIT 21 BlockSafe Technologies, Inc.: 49% holder. |
|
August 3, 2023 |
6/2/23 Warrant Agreement (Arno) (31) EXHIBIT 10.35 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023, between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4( |
|
August 3, 2023 |
3/6/23 Warrant Agreement (Reda) (31) EXHIBIT 10.20 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
Zerify, Inc. 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 (732) 661-9641 Zerify, Inc. 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 (732) 661-9641 August 3, 2023 FILED AS CORRESPONDENCE ON EDGAR Securities and Exchange Commission Division of Corporation Finance Washington, D.C. Attn: SEC Attorney J Woo; [email protected] Re: Request for Effectiveness Notice – Zerify, Inc. (the “Company”) S-1/A (Amendment Number 4) filed on August 3, 2023 (File Number 333-272-673) |
|
August 3, 2023 |
5/3/23 Warrant Agreement (Casteldo) (31) EXHIBIT 10.18 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
4/19,23 Warrant Agreement (Reda) (31) EXHIBIT 10.22 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
10/24/22 Warrant Agreement (Schecter) (31) EXHIBIT 10.31 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
June 9, 2023 Future Receivables Sale and Purchase Agreement (31) (32) EXHIBIT 10.39 Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if disclosed or it otherwise contains personally identifiable information. FUTURE RECEIVABLES SALE AND PURCHASE AGREEMENT This Future Receivables Sale and Purchase Agreement (the " Agreement"), dated 06/09/20 by and between .· . (' ") (the "Pur |
|
August 3, 2023 |
10/21/22 Warrant Agreement (Dawson James) (31) EXHIBIT 10.27 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
3/6/23 Warrant Agreement (Arno) (31) EXHIBIT 10.24 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
5/3/23 Warrant Agreement (Reda) (31) EXHIBIT 10.23 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
3/6/23 Warrant Agreement (Casteldo) (31) EXHIBIT 10.17 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
5/3/23 Warrant Agreement (Arno) (31) EXHIBIT 10.25 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
As filed with the Securities and Exchange Commission on August 3, 2023 As filed with the Securities and Exchange Commission on August 3, 2023 Registration No. |
|
August 3, 2023 |
6/2/23 Warrant Agreement (Schechter) (31) EXHIBIT 10.34 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
August 3, 2023 |
10/26/22 Warrant Agreement (Walley Capital) (31) EXHIBIT 10.29 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
May 10, 2023 Revenue Based Financing Agreement (31) (32) EXHIBIT 10.37 Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if disclosed or it otherwise contains personally identifiable information. REVENUE BASED FINANCING AGREEMENT This Revenue Based Financing Agreement (“Agreement”) dated 05/10/2023, is made by and between (“Purchaser”), the business identified be |
|
August 3, 2023 |
6/2/23 Warrant Agreement (Castaldo) (31) EXHIBIT 10.36 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
August 3, 2023 |
EXHIBIT 107 Security type Security class title Fee calculation or carry forward rule Amount registered(1)(3) Proposed maximum offering price per unit Maximum aggregate offering price Fee rate Amount of registration fee(3) Fees to Be Paid Equity Common shares USD $0. |
|
August 3, 2023 |
10/1/22 Warrant Agreement (Casteldo) (31) EXHIBIT 10.19 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
10.21/22 Warrant Agreement (Reda) (31) EXHIBIT 10.21 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
6/2/23 Warrant Agreement (Reda) (31) EXHIBIT 10.33 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
August 3, 2023 |
July 17, 2023 Securities Purchase Agreement (31) (32) EXHIBIT 10.41 Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if disclosed or it otherwise contains personally identifiable information. NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER |
|
August 3, 2023 |
10/24/22 Warrant Agreement (Arno) (31) EXHIBIT 10.26 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
10/1/22 Warrant Agreement (SEOF) (31) EXHIBIT 10.28 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
5/3/23 Warrant Agreement (Schecter) (31) EXHIBIT 10.32 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
August 3, 2023 |
July 5, 2023 Securities Purchase Agreement (31) (32) EXHIBIT 10.40 Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if disclosed or it otherwise contains personally identifiable information. NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER |
|
August 3, 2023 |
May 30, 2023 Revenue Purchase Agreement (31) (32) EXHIBIT 10.38 Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if disclosed or it otherwise contains personally identifiable information. Tel: REVENUE PURCHASE AGREEMENT Agreement Dated: 5/30/2023 between (“ and the Merchant listed below (“Merchant” or “Seller”) MERCHANT INFORMATION Merchant’s Legal Name: |
|
August 3, 2023 |
3/6/23 Warrant Agreement (Schecter) (31) EXHIBIT 10.30 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
10/21/22 Warrant Agreement (Dawson James) (31) EXHIBIT 10.27 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
6/2/23 Warrant Agreement (Schechter) (31) EXHIBIT 10.34 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
July 28, 2023 |
5/3/23 Warrant Agreement (Reda) (31) EXHIBIT 10.23 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
3/6/23 Warrant Agreement (Casteldo) (31) EXHIBIT 10.17 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
10/26/22 Warrant Agreement (Walley Capital) (31) EXHIBIT 10.29 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
May 10, 2023 Revenue Based Financing Agreement (31) (32) EXHIBIT 10.37 Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if disclosed or it otherwise contains personally identifiable information. |
|
July 28, 2023 |
10.21/22 Warrant Agreement (Reda) (31) EXHIBIT 10.21 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
5/3/23 Warrant Agreement (Schecter) (31) EXHIBIT 10.32 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
4/19,23 Warrant Agreement (Reda) (31) EXHIBIT 10.22 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
BlockSafe Technologies, Inc.: 49% holder. EXHIBIT 21 BlockSafe Technologies, Inc.: 49% holder. |
|
July 28, 2023 |
10/1/22 Warrant Agreement (SEOF) (31) EXHIBIT 10.28 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
3/6/23 Warrant Agreement (Arno) (31) EXHIBIT 10.24 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
As filed with the Securities and Exchange Commission on July 28, 2023 As filed with the Securities and Exchange Commission on July 28, 2023 Registration No. |
|
July 28, 2023 |
June 9, 2023 Future Receivables Sale and Purchase Agreement (31) (32) EXHIBIT 10.39 Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if disclosed or it otherwise contains personally identifiable information. |
|
July 28, 2023 |
5/3/23 Warrant Agreement (Casteldo) (31) EXHIBIT 10.18 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
10/24/22 Warrant Agreement (Schecter) (31) EXHIBIT 10.31 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
EXHIBIT 107 Security type Security class title Fee calculation or carry forward rule Amount registered(1)(3) Proposed maximum offering price per unit Maximum aggregate offering price Fee rate Amount of registration fee(3) Fees to Be Paid Equity Common shares USD $0. |
|
July 28, 2023 |
6/2/23 Warrant Agreement (Reda) (31) EXHIBIT 10.33 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
July 28, 2023 |
5/3/23 Warrant Agreement (Arno) (31) EXHIBIT 10.25 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
10/24/22 Warrant Agreement (Arno) (31) EXHIBIT 10.26 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
6/2/23 Warrant Agreement (Arno) (31) EXHIBIT 10.35 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023, between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4( |
|
July 28, 2023 |
10/1/22 Warrant Agreement (Casteldo) (31) EXHIBIT 10.19 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
3/6/23 Warrant Agreement (Reda) (31) EXHIBIT 10.20 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 28, 2023 |
July 5, 2023 Securities Purchase Agreement (31) (32) EXHIBIT 10.40 Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if disclosed or it otherwise contains personally identifiable information. |
|
July 28, 2023 |
May 30, 2023 Revenue Purchase Agreement (31) (32) EXHIBIT 10.38 Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if disclosed or it otherwise contains personally identifiable information. |
|
July 28, 2023 |
July 17, 2023 Securities Purchase Agreement (31) (32) EXHIBIT 10.41 Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if disclosed or it otherwise contains personally identifiable information. |
|
July 28, 2023 |
6/2/23 Warrant Agreement (Castaldo) (31) EXHIBIT 10.36 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
July 28, 2023 |
3/6/23 Warrant Agreement (Schecter) (31) EXHIBIT 10.30 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
10/21/22 Warrant Agreement (Dawson James) (31) EXHIBIT 10.27 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
3/6/23 Warrant Agreement (Casteldo) (31) EXHIBIT 10.17 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
10/26/22 Warrant Agreement (Walley Capital) (31) EXHIBIT 10.29 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
3/6/23 Warrant Agreement (Reda) (31) EXHIBIT 10.20 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
5/3/23 Warrant Agreement (Casteldo) (31) EXHIBIT 10.18 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
3/6/23 Warrant Agreement (Schecter) (31) EXHIBIT 10.30 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
10/24/22 Warrant Agreement (Schecter) (31) EXHIBIT 10.31 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
10/1/22 Warrant Agreement (Casteldo) (31) EXHIBIT 10.19 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
BlockSafe Technologies, Inc.: 49% holder. EXHIBIT 21 BlockSafe Technologies, Inc.: 49% holder. |
|
July 25, 2023 |
6/2/23 Warrant Agreement (Castaldo) (31) EXHIBIT 10.36 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
July 25, 2023 |
5/3/23 Warrant Agreement (Schecter) (31) EXHIBIT 10.32 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
10/1/22 Warrant Agreement (SEOF) (31) EXHIBIT 10.28 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
4/19,23 Warrant Agreement (Reda) (31) EXHIBIT 10.22 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
10.21/22 Warrant Agreement (Reda) (31) EXHIBIT 10.21 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
6/2/23 Warrant Agreement (Reda) (31) EXHIBIT 10.33 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
July 25, 2023 |
6/2/23 Warrant Agreement (Schechter) (31) EXHIBIT 10.34 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
July 25, 2023 |
10/24/22 Warrant Agreement (Arno) (31) EXHIBIT 10.26 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
EXHIBIT 107 Security type Security class title Fee calculation or carry forward rule Amount registered(1)(3) Proposed maximum offering price per unit Maximum aggregate offering price Fee rate Amount of registration fee(3) Fees to Be Paid Equity Common shares USD $0. |
|
July 25, 2023 |
3/6/23 Warrant Agreement (Arno) (31) EXHIBIT 10.24 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
As filed with the Securities and Exchange Commission on July 25, 2023 As filed with the Securities and Exchange Commission on July 25, 2023 Registration No. |
|
July 25, 2023 |
6/2/23 Warrant Agreement (Arno) (31) EXHIBIT 10.35 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023, between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4( |
|
July 25, 2023 |
5/3/23 Warrant Agreement (Arno) (31) EXHIBIT 10.25 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 25, 2023 |
5/3/23 Warrant Agreement (Reda) (31) EXHIBIT 10.23 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 18, 2023 ZERIFY, INC. |
|
July 20, 2023 |
Zerify Signs Multi-Million Dollar Licensing Agreement For its Secure Video Conferencing Service EXHIBIT 99.1 FOR IMMEDIATE RELEASE Zerify Signs Multi-Million Dollar Licensing Agreement For its Secure Video Conferencing Service EDISON, N.J. – July 20th 2023 – Zerify Inc., (OTC PINK: ZRFY), the 22-year-old cybersecurity company focused on Secure Video Conferencing & Endpoint Security is pleased to announce the signing of a multi-year multi-million dollar licensing agreement with a prominent in |
|
July 10, 2023 |
Zerify, Inc. 100 King Georges Post Road, Suite 603 Edison, NJ 08837 Zerify, Inc. 100 King Georges Post Road, Suite 603 Edison, NJ 08837 July 10, 2023 FILED AS CORRESPONDENCE ON EDGAR Securities and Exchange Commission Division of Corporation Finance Washington, D.C. Attn: Laura Veator, Senior Staff Accountant Re: Zerify, Inc. (the “Company”), Form 10-K for the Fiscal Year ended December 31, 2022; Filed April 14, 2023; (File Number 000-55012) Dear Sir or Madam: Ple |
|
July 10, 2023 |
10/21/22 Warrant Agreement (Dawson James) (31) EXHIBIT 10.27 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
10/24/22 Warrant Agreement (Arno) (31) EXHIBIT 10.26 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
3/6/23 Warrant Agreement (Reda) (31) EXHIBIT 10.20 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
10/24/22 Warrant Agreement (Schecter) (31) EXHIBIT 10.31 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
As filed with the Securities and Exchange Commission on July 10, 2023 As filed with the Securities and Exchange Commission on July 10, 2023 Registration No. |
|
July 10, 2023 |
10/26/22 Warrant Agreement (Walley Capital) (31) EXHIBIT 10.29 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
6/2/23 Warrant Agreement (Reda) (31) EXHIBIT 10.33 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
July 10, 2023 |
6/2/23 Warrant Agreement (Arno) (31) EXHIBIT 10.35 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023, between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4( |
|
July 10, 2023 |
3/6/23 Warrant Agreement (Schecter) (31) EXHIBIT 10.30 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
5/3/23 Warrant Agreement (Schecter) (31) EXHIBIT 10.32 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
5/3/23 Warrant Agreement (Casteldo) (31) EXHIBIT 10.18 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
3/6/23 Warrant Agreement (Arno) (31) EXHIBIT 10.24 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
5/3/23 Warrant Agreement (Arno) (31) EXHIBIT 10.25 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
6/2/23 Warrant Agreement (Schechter) (31) EXHIBIT 10.34 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
July 10, 2023 |
10.21/22 Warrant Agreement (Reda) (31) EXHIBIT 10.21 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
BlockSafe Technologies, Inc.: 49% holder. EXHIBIT 21 BlockSafe Technologies, Inc.: 49% holder. |
|
July 10, 2023 |
10/1/22 Warrant Agreement (Casteldo) (31) EXHIBIT 10.19 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
3/6/23 Warrant Agreement (Casteldo) (31) EXHIBIT 10.17 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
6/2/23 Warrant Agreement (Castaldo) (31) EXHIBIT 10.36 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
July 10, 2023 |
10/1/22 Warrant Agreement (SEOF) (31) EXHIBIT 10.28 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
EXHIBIT 107 Security type Security class title Fee calculation or carry forward rule Amount registered(1)(3) Proposed maximum offering price per unit Maximum aggregate offering price Fee rate Amount of registration fee(3) Fees to Be Paid Equity Common shares USD $0. |
|
July 10, 2023 |
4/19,23 Warrant Agreement (Reda) (31) EXHIBIT 10.22 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 10, 2023 |
5/3/23 Warrant Agreement (Reda) (31) EXHIBIT 10.23 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
July 6, 2023 |
UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment Number 2 UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment Number 2 ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to ZERIFY, INC. (Exact name of registrant as specified in |
|
June 27, 2023 |
UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment Number 1 UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment Number 1 ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to ZERIFY, INC. (Exact name of registrant as specified in |
|
June 15, 2023 |
3/6/23 Warrant Agreement (Reda) (31) EXHIBIT 10.20 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
June 15, 2023 |
As filed with the Securities and Exchange Commission on June 15, 2023 As filed with the Securities and Exchange Commission on June 15, 2023 Registration No. |
|
June 15, 2023 |
3/6/23 Warrant Agreement (Casteldo) (31) EXHIBIT 10.17 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
June 15, 2023 |
4/19,23 Warrant Agreement (Reda) (31) EXHIBIT 10.22 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
June 15, 2023 |
10/24/22 Warrant Agreement (Schecter) (31) EX-10.31 19 sforex1031.htm WARRANT AGREEMENT EXHIBIT 10.31 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED |
|
June 15, 2023 |
5/3/23 Warrant Agreement (Casteldo) (31) EXHIBIT 10.18 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
June 15, 2023 |
6/2/23 Warrant Agreement (Schechter) (31) EXHIBIT 10.34 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
June 15, 2023 |
EXHIBIT 107 Security type Security class title Fee calculation or carry forward rule Amount registered(1)(3) Proposed maximum offering price per unit Maximum aggregate offering price Fee rate Amount of registration fee(3) Fees to Be Paid Equity Common shares USD $0. |
|
June 15, 2023 |
5/3/23 Warrant Agreement (Schecter) (31) EXHIBIT 10.32 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
June 15, 2023 |
6/2/23 Warrant Agreement (Arno) (31) EXHIBIT 10.35 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023, between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4( |
|
June 15, 2023 |
10/1/22 Warrant Agreement (Casteldo) (31) EXHIBIT 10.19 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
June 15, 2023 |
5/3/23 Warrant Agreement (Reda) (31) EXHIBIT 10.23 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
June 15, 2023 |
10/24/22 Warrant Agreement (Arno) (31) EXHIBIT 10.26 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
June 15, 2023 |
6/2/23 Warrant Agreement (Reda) (31) EXHIBIT 10.33 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
June 15, 2023 |
6/2/23 Warrant Agreement (Castaldo) (31) EXHIBIT 10.36 WARRANT PURCHASE AGREEMENT This Warrant Purchase Agreement (this “Agreement”) is dated as of June 1, 2023 between Zerify, Inc., a Wyoming corporation (the “Company”), and the purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser”) WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a |
|
June 15, 2023 |
BlockSafe Technologies, Inc.: 49% holder. EX-21 3 sforex21.htm SUBSIDIARIES EXHIBIT 21 BlockSafe Technologies, Inc.: 49% holder. |
|
June 15, 2023 |
10/26/22 Warrant Agreement (Walley Capital) (31) EXHIBIT 10.29 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
June 15, 2023 |
10/1/22 Warrant Agreement (SEOF) (31) EXHIBIT 10.28 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
June 15, 2023 |
5/3/23 Warrant Agreement (Arno) (31) EXHIBIT 10.25 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
June 15, 2023 |
10.21/22 Warrant Agreement (Reda) (31) EXHIBIT 10.21 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
June 15, 2023 |
3/6/23 Warrant Agreement (Arno) (31) EX-10.24 12 sforex1024.htm WARRANT AGREEMENT EXHIBIT 10.24 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED |
|
June 15, 2023 |
3/6/23 Warrant Agreement (Schecter) (31) EXHIBIT 10.30 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
June 15, 2023 |
10/21/22 Warrant Agreement (Dawson James) (31) EXHIBIT 10.27 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
|
June 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (RULE 14C-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-5(d) (1)) ☒ Definitive Information Statement ZERIFY, |
|
May 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (RULE 14C-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-5(d) (1)) ☐ Definitive Information Statement ZERIFY, |
|
May 15, 2023 |
UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to ZERIFY, INC. (Exact name of registrant as specified in its Charter) Wyo |
|
May 5, 2023 |
Zerify, Inc. EXPLANATORY NOTE This Supplement No. 1 to the December 31, 2022 Qualified Offering Circular (File No. 024-12026) replaces the Company’s filing at the following link to change the SEC coding of the filing to the SEC Rule 253(g)(2) Form Type pursuant to Rule 253g2 of the Securities Act of 1933, as amended: https://www.sec.gov/Archives/edgar/data/1285543/000147793223003031/zrfysuppl.htm |
|
May 2, 2023 |
Zerify, Inc. Supplement No. 1 to the Qualified Offering Circular (File No. 024-12026) as amended Qualified on December 21, 2022 Supplement Dated: May 2, 2023 This Supplement No. 1 dated May 2, 2023 to the Offering Circular qualified on December 21, 2022 (the “Supplement”) supplements the offering circular of Zerify, Inc. (the “Company,” “we,” “us,” or “our”) dated December 21, 2022, as supplemente |
|
April 14, 2023 |
UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to ZERIFY, INC. (Exact name of registrant as specified in its Charter) Wyoming |
|
April 14, 2023 |
EX-21.1 2 zrfyex211.htm LIST OF OWNERSHIP INTERESTS EXHIBIT 21.1 BlockSafe Technologies, Inc.: 49% holder. Cybersecurity Risk Solutions, LLC: 100% holder. |
|
March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR |
|
January 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 20, 2023 ZERIFY, INC. |
|
December 21, 2022 |
Filed pursuant to rule 253(g)(2) File Number: 024-12026 OFFERING CIRCULAR DATED DECEMBER 21, 2022 Zerify, Inc. |
|
December 20, 2022 |
December 20, 2022 Via EDGAR Securities and Exchange Commission Division of Corporate Finance Washington, D. |
|
December 15, 2022 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EXHIBIT 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors Zerify, Inc. We consent to the inclusion in the foregoing Registration Statement on Form 1-A/A, Amendment Six, Tier II (Registration number 024-12026) of our report dated April 14, 2022, relating to the consolidated financial statements of Zerify, Inc. as of December 31, 2021 and 2020, and for the years |
|
December 15, 2022 |
ZERIFY, INC SUBSCRIPTION AGREEMENT EXHIBIT 4.1 ZERIFY, INC SUBSCRIPTION AGREEMENT Name of Investor: (Print) Mark L, Kay Zerify, Inc. c/o as agent Attention: Re: ZERIFY, INC. – Units, consisting of 3 shares of Common Stock and 1 common stock purchase warrant (the “Units”) Gentlemen: 1. Subscription. The undersigned hereby tenders this subscription and applies to purchase the number of units in Zerify, Inc., a Wyoming corporation (th |
|
December 15, 2022 |
COMMON STOCK PURCHASE WARRANT Zerify, Inc. EXHIBIT 4.5 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
|
December 15, 2022 |
SEC File No 024-12026 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 1-A/A Amendment Six TIER II REGULATION A OFFERING CIRCULAR UNDER THE SECURITIES ACT OF 1933 OFFERING CIRCULAR DATED: December 15, 2022 ZERIFY, INC. (Exact name of issuer as specified in its charter) Wyoming (State of other jurisdiction of incorporation or organization) 1090 King Georges Post Road, Suite 603 Edi |
|
December 15, 2022 |
JOSEPH I. EMAS ATTORNEY AT LAW 525 93 Street Surfside, Florida 33154 (305) 531-1174 EXHIBIT 12.1 JOSEPH I. EMAS ATTORNEY AT LAW 525 93 Street Surfside, Florida 33154 (305) 531-1174 [email protected] December 15, 2022 Zerify, Inc. 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 Re: Form 1-A Ladies and Gentlemen: I am counsel for Zerify, Inc., a Wyoming corporation (the ?Company?), in connection with the proposed public offering by the Company under the Securities Ac |
|
December 15, 2022 |
ADDENDUM TO PLACEMENT AGREEMENT EX1A-1 UNDR AGMT.6 3 sforex16.htm ADDENDUM TO PLACEMENT AGREEMENT EXHIBIT 1.6 |
|
December 6, 2022 |
ZERIFY, INC SUBSCRIPTION AGREEMENT EXHIBIT 4.1 ZERIFY, INC SUBSCRIPTION AGREEMENT Name of Investor: (Print) Mark L, Kay Zerify, Inc. c/o as agent Attention: Re: ZERIFY, INC. – Units, consisting of 3 shares of Common Stock and 1 common stock purchase warrant (the “Units”) Gentlemen: 1. Subscription. The undersigned hereby tenders this subscription and applies to purchase the number of units in Zerify, Inc., a Wyoming corporation (th |
|
December 6, 2022 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EXHIBIT 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors Zerify, Inc. We consent to the inclusion in the foregoing Registration Statement on Form 1-A/A, Amendment Five, Tier II (Registration number 024-12026) of our report dated April 14, 2022, relating to the consolidated financial statements of Zerify, Inc. as of December 31, 2021 and 2020, and for the year |
|
December 6, 2022 |
EXHIBIT 1.4 Spencer Clarke Investment Banking MEMBER FINRA • SIPC 1111 Lincoln Road, Suite 500 Miami Beach, FL33139 (P) 212-446-6100 • (F) 212-446-6191 www.spencerclarke.com October 17, 2022 ZERIFY, INC Attn: Mark L. Kay -Chief Executive Officer 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 RE: Addendums to July 7 2020 Letter Of Engagement between Spencer Clarke LLC and Zerify, Inc. Spec |
|
December 6, 2022 |
COMMON STOCK PURCHASE WARRANT Zerify, Inc. EXHIBIT 4.5 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
|
December 6, 2022 |
SEC File No 024-12026 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 1-A/A Amendment Five TIER II REGULATION A OFFERING CIRCULAR UNDER THE SECURITIES ACT OF 1933 OFFERING CIRCULAR DATED: December 6, 2022 ZERIFY, INC. (Exact name of issuer as specified in its charter) Wyoming (State of other jurisdiction of incorporation or organization) 1090 King Georges Post Road, Suite 603 Edi |
|
December 6, 2022 |
EXHIBIT 1.5 Exhibit 1.5 Spencer Clarke Investment Banking MEMBER FINRA • SIPC 1111 Lincoln Road, Suite 500 Miami Beach, FL33139 (P) 212-446-6100 • (F) 212-446-6191 www.spencerclarke.com November 4, 2022 This version supersedes the October 17, 2022 addendum ZERIFY, INC Attn: Mark L. Kay -Chief Executive Officer 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 RE: October 17, 2022 Addendum to |
|
December 6, 2022 |
JOSEPH I. EMAS ATTORNEY AT LAW 525 93 Street Surfside, Florida 33154 (305) 531-1174 EXHIBIT 12.1 JOSEPH I. EMAS ATTORNEY AT LAW 525 93 Street Surfside, Florida 33154 (305) 531-1174 [email protected] December 6, 2022 Zerify, Inc. 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 Re: Form 1-A Ladies and Gentlemen: I am counsel for Zerify, Inc., a Wyoming corporation (the “Company”), in connection with the proposed public offering by the Company under the Securities Act |
|
December 6, 2022 |
COMMON STOCK PURCHASE WARRANT ZERIFY, INC. EXHIBIT 4.6 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
|
December 5, 2022 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EX1A-11 CONSENT.1 8 sforex111.htm CONSENT EXHIBIT 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors Zerify, Inc. We consent to the inclusion in the foregoing Registration Statement on Form 1-A/A, Amendment Four, Tier II (Registration number 024-12026) of our report dated April 14, 2022, relating to the consolidated financial statements of Zerify, Inc. as of De |
|
December 5, 2022 |
SEC File No 024-12026 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 1-A/A Amendment Four TIER II REGULATION A OFFERING CIRCULAR UNDER THE SECURITIES ACT OF 1933 OFFERING CIRCULAR DATED: December 2, 2022 ZERIFY, INC. (Exact name of issuer as specified in its charter) Wyoming (State of other jurisdiction of incorporation or organization) 1090 King Georges Post Road, Suite 603 Edi |
|
December 5, 2022 |
JOSEPH I. EMAS ATTORNEY AT LAW 525 93 Street Surfside, Florida 33154 (305) 531-1174 EXHIBIT 12.1 JOSEPH I. EMAS ATTORNEY AT LAW 525 93 Street Surfside, Florida 33154 (305) 531-1174 [email protected] December 2, 2022 Zerify, Inc. 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 Re: Form 1-A Ladies and Gentlemen: I am counsel for Zerify, Inc., a Wyoming corporation (the “Company”), in connection with the proposed public offering by the Company under the Securities Act |
|
December 5, 2022 |
COMMON STOCK PURCHASE WARRANT Zerify, Inc. EXHIBIT 4.5 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
|
December 5, 2022 |
ZERIFY, INC SUBSCRIPTION AGREEMENT EXHIBIT 4.1 ZERIFY, INC SUBSCRIPTION AGREEMENT Name of Investor: (Print) Mark L, Kay Zerify, Inc. c/o as agent Attention: Re: ZERIFY, INC. – Units, consisting of 3 shares of Common Stock and 1 common stock purchase warrant (the “Units”) Gentlemen: 1. Subscription. The undersigned hereby tenders this subscription and applies to purchase the number of units in Zerify, Inc., a Wyoming corporation (th |
|
December 5, 2022 |
COMMON STOCK PURCHASE WARRANT ZERIFY, INC. EXHIBIT 4.6 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
|
December 5, 2022 |
EXHIBIT 1.4 Spencer Clarke Investment Banking MEMBER FINRA • SIPC 1111 Lincoln Road, Suite 500 Miami Beach, FL33139 (P) 212-446-6100 • (F) 212-446-6191 www.spencerclarke.com October 17, 2022 ZERIFY, INC Attn: Mark L. Kay -Chief Executive Officer 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 RE: Addendums to July 7 2020 Letter Of Engagement between Spencer Clarke LLC and Zerify, Inc. Spec |
|
December 5, 2022 |
EXHIBIT 1.5 Exhibit 1.5 Spencer Clarke Investment Banking MEMBER FINRA • SIPC 1111 Lincoln Road, Suite 500 Miami Beach, FL33139 (P) 212-446-6100 • (F) 212-446-6191 www.spencerclarke.com November 4, 2022 This version supersedes the October 17, 2022 addendum ZERIFY, INC Attn: Mark L. Kay -Chief Executive Officer 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 RE: October 17, 2022 Addendum to |
|
November 28, 2022 |
SCHEDULE 14A Information Required in Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☒ Definitive Information Statement ZERIFY, INC. |
|
November 21, 2022 |
UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to ZERIFY, INC. (Exact name of registrant as specified in its Charter) |
|
November 14, 2022 |
NT 10-Q 1 sfornt10q.htm NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q |
|
November 4, 2022 |
JOSEPH I. EMAS ATTORNEY AT LAW 525 93 Street Surfside, Florida 33154 (305) 531-1174 EXHIBIT 12.1 JOSEPH I. EMAS ATTORNEY AT LAW 525 93 Street Surfside, Florida 33154 (305) 531-1174 [email protected] November 4, 2022 StrikeForce Technologies, Inc. 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 Re: Form 1-A Ladies and Gentlemen: I am counsel for StrikeForce Technologies, Inc., a Wyoming corporation (the “Company”), in connection with the proposed public offering by |
|
November 4, 2022 |
SEC File No 024-12026 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 1-A/A Amendment Three TIER II REGULATION A OFFERING CIRCULAR UNDER THE SECURITIES ACT OF 1933 OFFERING CIRCULAR DATED: November 4, 2022 ZERIFY, INC. (Exact name of issuer as specified in its charter) Wyoming (State of other jurisdiction of incorporation or organization) 1090 King Georges Post Road, Suite 603 Ed |
|
November 4, 2022 |
ADDENDUM TO PLACEMENT AGREEMENT EXHIBIT 1.5 |
|
November 4, 2022 |
EXHIBIT 1.4 Spencer Clarke Investment Banking MEMBER FINRA • SIPC 1111 Lincoln Road, Suite 500 Miami Beach, FL33139 (P) 212-446-6100 • (F) 212-446-6191 www.spencerclarke.com October 17, 2022 ZERIFY, INC Attn: Mark L. Kay -Chief Executive Officer 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 RE: Addendums to July 7 2020 Letter Of Engagement between Spencer Clarke LLC and Zerify, Inc. Spec |
|
November 4, 2022 |
COMMON STOCK PURCHASE WARRANT ZERIFY, INC. EXHIBIT 4.6 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
|
November 4, 2022 |
COMMON STOCK PURCHASE WARRANT Zerify, Inc. EXHIBIT 4.5 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
|
November 4, 2022 |
ZERIFY, INC SUBSCRIPTION AGREEMENT EXHIBIT 4.1 ZERIFY, INC SUBSCRIPTION AGREEMENT Name of Investor: (Print) Mark L, Kay Zerify, Inc. c/o as agent Attention: Re: ZERIFY, INC. – Units, consisting of 3 shares of Common Stock and 1 common stock purchase warrant (the “Units”) Gentlemen: 1. Subscription. The undersigned hereby tenders this subscription and applies to purchase the number of units in Zerify, Inc., a Wyoming corporation (th |
|
November 4, 2022 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EXHIBIT 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors Zerify, Inc. We consent to the inclusion in the foregoing Registration Statement on Form 1-A, Amendment Three, Tier II (Registration number 024-12026) of our report dated April 14, 2022, relating to the consolidated financial statements of Zerify, Inc. as of December 31, 2021 and 2020, and for the years |
|
November 2, 2022 |
EXHIBIT 10.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
|
November 2, 2022 |
EXHIBIT 10.4 SUBSIDIARY GUARANTEE SUBSIDIARY GUARANTEE, dated as of October 21, 2022 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchaser signatory (together with its permitted assigns, the “Buyer”) to that certain Securities Purchase Agreement, dated as of the date |
|
November 2, 2022 |
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of October 26, 2022, and is being made by and between ZERIFY, INC., a Wyoming corporation (the “Company”) and the buyer identified on the signature page hereto (the “Buyer”). WHEREAS: A. The Company and the Buyer are executing and delivering this Agreement in reliance upon the exemption from |
|
November 2, 2022 |
SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2022 ZERIFY, INC. |
|
November 2, 2022 |
EXHIBIT 10.3 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of October [24], 2022 (this “Agreement”), is among ZERIFY, INC., a Wyoming corporation (together with its successors and assigns, the “Company”), BLOCKSAFE TECHNOLOGIES, INC., a Wyoming corporation (together with its successors and assigns, “BlockSafe”) and CYBERSECURITY RISK SOLUTIONS LLC, a New Jersey limited liability company (to |
|
November 2, 2022 |
Form of Common Stock Purchase Warrant dated October 26, 2022.(1) EXHIBIT 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
|
October 21, 2022 |
COMMON STOCK PURCHASE WARRANT Zerify, Inc. EXHIBIT 4.5 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
|
October 21, 2022 |
SEC File No 024-12026 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 1-A/A Amendment Two, TIER II REGULATION A OFFERING CIRCULAR UNDER THE SECURITIES ACT OF 1933 OFFERING CIRCULAR DATED: October 21, 2022 ZERIFY, INC. (Exact name of issuer as specified in its charter) Wyoming (State of other jurisdiction of incorporation or organization) 1090 King Georges Post Road, Suite 603 Edi |
|
October 21, 2022 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EX1A-11 CONSENT.1 6 sforex111.htm CONSENT EXHIBIT 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors Zerify, Inc. We consent to the inclusion in the foregoing Registration Statement on Form 1-A, Amendment One, Tier II (Registration number 024-12026) of our report dated April 14, 2022, relating to the consolidated financial statements of Zerify, Inc. as of Decem |
|
October 21, 2022 |
EXHIBIT 1.4 Spencer Clarke Investment Banking MEMBER FINRA • SIPC 1111 Lincoln Road, Suite 500 Miami Beach, FL33139 (P) 212-446-6100 • (F) 212-446-6191 www.spencerclarke.com October 17, 2022 ZERIFY, INC Attn: Mark L. Kay -Chief Executive Officer 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 RE: Addendums to July 7 2020 Letter Of Engagement between Spencer Clarke LLC andZerify, Inc. Speci |
|
October 21, 2022 |
ZERIFY, INC SUBSCRIPTION AGREEMENT EXHIBIT 4.1 ZERIFY, INC SUBSCRIPTION AGREEMENT Name of Investor: (Print) Mark L, Kay Zerify, Inc. c/o as agent Attention: Re: ZERIFY, INC. – Units, consisting of 3 shares of Common Stock and 1 common stock purchase warrant (the “Units”) Gentlemen: 1. Subscription. The undersigned hereby tenders this subscription and applies to purchase the number of units in Zerify, Inc., a Wyoming corporation (th |
|
October 21, 2022 |
JOSEPH I. EMAS ATTORNEY AT LAW 525 93 Street Surfside, Florida 33154 (305) 531-1174 EXHIBIT 12.1 JOSEPH I. EMAS ATTORNEY AT LAW 525 93 Street Surfside, Florida 33154 (305) 531-1174 [email protected] October 21, 2022 StrikeForce Technologies, Inc. 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 Re: Form 1-A Ladies and Gentlemen: I am counsel for StrikeForce Technologies, Inc., a Wyoming corporation (the ?Company?), in connection with the proposed public offering by |
|
October 19, 2022 |
COMMON STOCK PURCHASE WARRANT Zerify, Inc. EXHIBIT 4.5 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
|
October 19, 2022 |
ZERIFY, INC SUBSCRIPTION AGREEMENT EXHIBIT 4.1 ZERIFY, INC SUBSCRIPTION AGREEMENT Name of Investor: (Print) Mark L, Kay Zerify, Inc. c/o as agent Attention: Re: ZERIFY, INC. ? Units, consisting of 3 shares of Common Stock and 1 common stock purchase warrant (the ?Units?) Gentlemen: 1. Subscription. The undersigned hereby tenders this subscription and applies to purchase the number of units in Zerify, Inc., a Wyoming corporation (th |
|
October 19, 2022 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EXHIBIT 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors Zerify, Inc. We consent to the inclusion in the foregoing Registration Statement on Form 1-A, Amendment One, Tier II (Registration number 024-12026) of our report dated April 14, 2022, relating to the consolidated financial statements of Zerify, Inc. as of December 31, 2021 and 2020, and for the years t |
|
October 19, 2022 |
EXHIBIT 1.4 Spencer Clarke Investment Banking MEMBER FINRA • SIPC 1111 Lincoln Road, Suite 500 Miami Beach, FL33139 (P) 212-446-6100 • (F) 212-446-6191 www.spencerclarke.com October 17, 2022 ZERIFY, INC Attn: Mark L. Kay -Chief Executive Officer 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 RE: Addendums to July 7 2020 Letter Of Engagement between Spencer Clarke LLC andZerify, Inc. Speci |
|
October 19, 2022 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 1-A/A PART II AND III 2 sfor1a.htm FORM 1-A/A SEC File No 024-12026 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 1-A/A Amendment One, TIER II REGULATION A OFFERING CIRCULAR UNDER THE SECURITIES ACT OF 1933 OFFERING CIRCULAR DATED: October 19, 2022 ZERIFY, INC. (Exact name of issuer as specified in its charter) Wyoming (State of other jurisdiction of incorporation or organization) 10 |
|
October 19, 2022 |
JOSEPH I. EMAS ATTORNEY AT LAW 525 93 Street Surfside, Florida 33154 (305) 531-1174 EXHIBIT 12.1 JOSEPH I. EMAS ATTORNEY AT LAW 525 93 Street Surfside, Florida 33154 (305) 531-1174 [email protected] October 19, 2022 StrikeForce Technologies, Inc. 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 Re: Form 1-A Ladies and Gentlemen: I am counsel for StrikeForce Technologies, Inc., a Wyoming corporation (the ?Company?), in connection with the proposed public offering by |
|
October 12, 2022 |
ADDENDUM TO PLACEMENT AGREEMENT EXHIBIT 1.4 |
|
October 12, 2022 |
COMMON STOCK PURCHASE WARRANT Zerify, Inc. EXHIBIT 4.5 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
|
October 12, 2022 |
JOSEPH I. EMAS ATTORNEY AT LAW 525 93 Street Surfside, Florida 33154 (305) 531-1174 EXHIBIT 12.1 JOSEPH I. EMAS ATTORNEY AT LAW 525 93 Street Surfside, Florida 33154 (305) 531-1174 [email protected] October 12, 2022 StrikeForce Technologies, Inc. 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 Re: Form 1-A Ladies and Gentlemen: I am counsel for StrikeForce Technologies, Inc., a Wyoming corporation (the ?Company?), in connection with the proposed public offering by |
|
October 12, 2022 |
ZERIFY, INC SUBSCRIPTION AGREEMENT EXHIBIT 4.1 ZERIFY, INC SUBSCRIPTION AGREEMENT Name of Investor: (Print) Mark L, Kay Zerify, Inc. c/o as agent Attention: Re: ZERIFY, INC. – Units, consisting of 3 shares of Common Stock and 1 common stock purchase warrant (the “Units”) Gentlemen: 1. Subscription. The undersigned hereby tenders this subscription and applies to purchase the number of units in Zerify, Inc., a Wyoming corporation (th |
|
October 12, 2022 |
SEC File No. U.S. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 1-A, TIER II REGULATION A OFFERING CIRCULAR UNDER THE SECURITIES ACT OF 1933 OFFERING CIRCULAR DATED: October 12, 2022 ZERIFY, INC. (Exact name of issuer as specified in its charter) Wyoming (State of other jurisdiction of incorporation or organization) 1090 King Georges Post Road, Suite 603 Edison, NJ 08837 (732) 661-9 |
|
October 12, 2022 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EXHIBIT 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors Zerify, Inc. We consent to the inclusion in the foregoing Registration Statement on Form 1-A, Tier II of our report dated April 14, 2022, relating to the consolidated financial statements of Zerify, Inc. as of December 31, 2021 and 2020, and for the years then ended (which report includes an explanatory |
|
August 26, 2022 |
424B3 1 zrfy424b3.htm 424B3 Filed Pursuant to Rule 424(b)(3) Registration No. 333-266577 Prospectus Supplement No. 1 (to Prospectus dated August 15, 2022) Zerify, Inc. 50,000,000 Common Shares This Prospectus Supplement No. 1, dated August 26, 2022 (“Supplement No. 1”), filed by Zerify, Inc. (the “Company”), modifies and supplements certain information contained in the Company’s prospectus, dated |
|
August 26, 2022 |
SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 23, 2022 Zerify, INC. |
|
August 26, 2022 |
EXHIBIT 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
|
August 26, 2022 |
Inducement Offer to Exercise Common Stock Purchase Warrants, dated August 23, 2022(1) EX-10.1 3 zrfyex101.htm INDUCEMENT OFFER EXHIBIT 10.1 ZERIFY, INC. August 23, 2022 Holder of Common Stock Purchase Warrant Re: Inducement Offer to Exercise Common Stock Purchase Warrants Dear Holder: Zerify, Inc. (the “Company”) is pleased to offer to you the opportunity to exercise all of the Common Stock Purchase Warrants set forth on the signature page hereto hereto (the “Existing Warrants”) cu |
|
August 22, 2022 |
UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended June 30, 2022 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to ZERIFY, INC. (Exact name of registrant as specified in its Charter) Wyom |
|
August 15, 2022 |
NT 10-Q 1 sfornt10q.htm NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Tra |
|
August 15, 2022 |
Zerify Inc. 50,000,000 Common Shares 424B3 1 sfor424b3.htm 424B3 Zerify Inc. 50,000,000 Common Shares PROSPECTUS Filed Pursuant to 424(b)(2) Registration Number 333-266577 Zerify, Inc. 50,000,000 Common Shares This prospectus relates to the resale of up to 50,000,000 shares of our common stock, par value $0.0001 per share (the “Common Stock”), which consists of: (a) 30,000,000 shares of Common Stock, which may be offered by Selling t |
|
August 11, 2022 |
August 11, 2022 Via EDGAR Securities and Exchange Commission Division of Corporate Finance Washington, D. |