Business Wire

VerifyMe Declares Special Dividend

Business Wire

LAKE MARY, Fla., September 18, 2026--VerifyMe, Inc. (NASDAQ: VRME) ("VerifyMe"), a provider of authentication and precision logistics technologies today announced that its Board of Directors has authorized and declared a special cash dividend of $0.15 per share (the "Dividend"), to be distributed pro-rata per share of the Company's common stock, $0.001 par value per share (the "Common Stock") to (i) holders of Common Stock, and (ii) holders of the Series B Convertible Preferred Stock, par value $0.001 per share, on an as-converted basis. Payment of the Dividend is conditioned upon the closing of the previously announced proposed merger with Open World Ltd., pursuant to the Agreement and Plan of Merger, as amended (the "merger agreement") which remains subject to the approval of the Company's stockholders and other closing conditions.

Subject to closing of the merger, the Company expects the Dividend will be payable on October 2, 2026 to all stockholders of record as of the close of business on September 29, 2026.

Shareholder Vote

VerifyMe encourages shareholders of record to review the Proxy Statement/Prospectus and Registration Statement on Form S-4/A declared effective on August 12, 2026 (the "Registration Statement"), for complete information regarding the merger and the proposals being considered at the Annual Meeting and to submit their votes as soon as possible so they can be counted ahead of the September 24 meeting.

About OpenWorld

OpenWorld is a technology-powered digital assets and blockchain innovation company that co-architects and takes principal positions in enterprise blockchain initiatives alongside sovereign governments, institutional partners, and major enterprises. Since its founding in 2023, OpenWorld has advised on projects representing over $66 billion in aggregate network value and supported more than 20 companies backed by leading global venture firms, including a16z, Multicoin Capital, Dragonfly, and Founders Fund. OpenWorld's capabilities span real-world asset tokenization, stablecoin infrastructure, capital markets advisory, governance structuring, and public markets strategy, with active engagements across the Gulf, Europe, Australia, and Southeast Asia. To learn more, visit openworld.dev

About VerifyMe, Inc.

VerifyMe provides specialized logistics for time and temperature-sensitive products, as well as brand protection and enhancement solutions. To learn more, visit https://www.verifyme.com

No Offer or Solicitation

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.