VerifyMe, Inc. (VRME): History, Ownership, Mission, How It Works & Makes Money

VerifyMe, Inc. (VRME): History, Ownership, Mission, How It Works & Makes Money

US | Industrials | Security & Protection Services | NASDAQ

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How does a company like VerifyMe, Inc. carve out a profitable niche in the complex world of supply chain authentication and logistics while facing revenue headwinds? You're looking at a firm that, despite a Q3 2025 revenue dip, managed to boost its gross margin to a strong 41% and deliver $0.8 million in Adjusted EBITDA (Earnings Before Interest, Taxes, Depreciation, and Amortization), showing real operational discipline. Their core business-precision logistics for sensitive products, which drove 99% of Q3 revenue-is where the action is, plus they just secured a new major parcel carrier partnership, defintely setting the stage for 2026 organic growth. The question is, how exactly does a $4.0 million cash position give them the flexibility to capitalize on this pivot and what does that mean for your investment strategy?

VerifyMe, Inc. (VRME) History

You need to understand VerifyMe, Inc.'s trajectory to grasp its current market position; the company is less an overnight startup and more a product of strategic pivots and acquisitions, fundamentally shifting its focus to precision logistics and brand protection since the mid-2010s. This evolution, particularly the recent reliance on the Precision Logistics segment, is the core of their story.

VerifyMe, Inc.'s Founding Timeline

The entity known today as VerifyMe, Inc. has a complicated origin, having emerged from a series of corporate actions rather than a single founding event. The company's modern identity is tied to a strategic pivot toward security technology.

Year established

The current iteration of VerifyMe, Inc. was effectively formed through rebranding and acquisitions, with the critical operational shift toward security technology occurring around 2015-2016.

Original location

During the pivotal shift toward its current business model, key operations and headquarters were located in Rochester, New York. The current corporate headquarters is in Lake Mary, Florida.

Founding team members

The leadership changed significantly over time, but key figures in the transformation and technology development include Sandy Fliderman, who is a co-inventor of the VerifyMe™ technology, and Paul Donahue, who served as CEO during a critical period of transformation.

Initial capital/funding

The initial seed capital for the original entity is not clearly defined in public records due to its complex history involving reverse mergers and name changes. Post-pivot, funding came through public market listings and private placements to fuel its strategic refocus.

VerifyMe, Inc.'s Evolution Milestones

The company's history is best viewed as a series of strategic moves to transition from a pure-play authentication technology provider to a logistics and brand protection solutions firm.

Year Key Event Significance
2016 Acquisition of PeriShip Global LLC assets. Expanded service offerings beyond core authentication by adding logistics and tracking capabilities.
2017 Launch of VeriPAS™ Track and Trace solution. Formalized the company's digital offering, integrating supply chain visibility with brand protection.
2020-2022 Full acquisition of PeriShip Global. Solidified the shift toward specialized logistics for time- and temperature-sensitive products, creating a second core business segment.
2024 Divestiture of the Trust Codes Global business (December). Streamlined the portfolio, focusing resources on the core high-growth, high-margin opportunities in the remaining segments.
2025 Precision Logistics accounted for 99% of Q3 revenue. Confirmed the company's near-total reliance on the logistics segment for revenue generation, a major operational pivot.

VerifyMe, Inc.'s Transformative Moments

The most transformative decision was the strategic pivot to acquire and then fully integrate the precision logistics business. Honestly, this move redefined the company, shifting it from a pure technology licensing model to a service-heavy, B2B logistics and brand protection provider.

This pivot is clear in the 2025 financial results. For example, the company reported Q3 2025 consolidated revenue of $5.0 million, with the Precision Logistics segment driving virtually all of it. This segment's growth helped push the gross margin up to 41% in Q3 2025, a defintely positive sign compared to the 35% in Q3 2024, despite a slight revenue dip.

Here's the quick math on the recent operational shift:

  • Q1 2025 Revenue Drop: Revenue fell by 22.4% year-over-year to $4.5 million, largely due to losing a significant, high-margin Premium services contract in the Authentication segment.
  • Strategic Divestiture: The sale of the Trust Codes Global business in late 2024 further focused the company, cutting non-core revenue but simplifying operations.
  • Cash Position: The company maintained a strong cash position of $5.7 million as of March 31, 2025, which gives them capital to invest in the core logistics and brand protection platform.

The shift means that while the company's original anti-counterfeit technology remains important, its financial health is now overwhelmingly tied to logistics. You can delve deeper into its financial standing here: Breaking Down VerifyMe, Inc. (VRME) Financial Health: Key Insights for Investors.

VerifyMe, Inc. (VRME) Ownership Structure

VerifyMe, Inc. (VRME) is governed by a diverse ownership structure, where the majority of shares are held by the public, but insiders maintain a significant stake. This balance means that while the company is subject to the demands of the public market, the leadership team and directors have a substantial vested interest in long-term performance.

The company operates with a relatively small market capitalization of approximately $8.31 million as of November 2025, which can lead to higher stock price volatility and makes the influence of large shareholders more defintely pronounced.

Given Company's Current Status

VerifyMe, Inc. is a publicly traded entity, listed on the Nasdaq Capital Market under the ticker symbol VRME. Its status as a micro-cap stock means that its total market value is low, and its stock price, which was trading around $0.668 per share in late November 2025, is subject to sharp movements based on trading volume and news. The company recently reported its Third Quarter 2025 financial results, showing revenue of $5.03 million, which topped analyst estimates, but a net loss of $3.36 million.

Given Company's Ownership Breakdown

The company's ownership is primarily distributed among retail investors, with a notable concentration among insiders. This structure is typical for smaller-cap growth companies, where founders and executives hold a large percentage to align their interests with the company's future. For a deeper dive into who is buying, you can check Exploring VerifyMe, Inc. (VRME) Investor Profile: Who's Buying and Why?

Shareholder Type Ownership, % Notes
Retail/Public Float 73.20% The remaining shares held by individual investors and the general public.
Insiders 18.01% Includes key executives and board members, indicating strong alignment with company performance.
Institutional Investors 8.79% Held by funds like Vanguard Group Inc and LPL Financial LLC, providing a professional oversight layer.

Given Company's Leadership

The leadership team is steering the company through its growth phase, focusing on brand protection and precision logistics. The average tenure of the management team is approximately 2.3 years, suggesting a blend of recent appointments and existing experience.

  • Adam Stedham, Chief Executive Officer (CEO): Appointed in June 2023, his total compensation for the 2025 fiscal year was approximately $312.09K.
  • Jennifer Cola, MBA, CPA, Chief Financial Officer (CFO): Appointed as CFO in July 2025, bringing over 25 years of public accounting and risk management experience.
  • Scott N. Greenberg, Chairman of the Board: A long-term leader with significant experience in the public company space.
  • Fred Volk, III, Vice President of Operations of PeriShip Global LLC: Oversees the precision logistics segment, a key revenue driver.

The board of directors is considered experienced, with an average tenure of 7.2 years, which adds a layer of stability to corporate governance.

VerifyMe, Inc. (VRME) Mission and Values

VerifyMe, Inc.'s core purpose transcends simply processing shipments; it centers on safeguarding brand integrity and ensuring the precise, timely delivery of sensitive goods, a mission underscored by its commitment to creating shareholder value amidst a challenging macro-environment.

VerifyMe, Inc.'s Core Purpose

You're looking for what drives the company beyond the quarterly revenue of $5.0 million reported in Q3 2025, and that's smart. The company's DNA is built around two critical, high-stakes areas: preventing counterfeiting and managing complex logistics for time- and temperature-sensitive products. This focus on security and precision is what truly defines their corporate culture.

Official Mission Statement

While the company doesn't always lead with a one-sentence mission statement in its SEC filings, the consistent description of its business acts as its de facto purpose. It's all about providing brand owners with the tools to control their product's journey and authenticity from end-to-end.

  • Deliver specialized logistics for time and temperature sensitive products, primarily through its Precision Logistics segment.
  • Offer brand protection and enhancement solutions to combat counterfeiting and diversion.
  • Enhance client brands and lower their operational costs through technology and service.

Here's the quick math: with a Q3 2025 gross margin of 41%, up from 35% in Q3 2024, the mission to deliver high-value, specialized service is clearly translating into better operational efficiency. This focus on margin improvement is a clear, near-term operational goal.

Vision Statement

The vision is less about a grand future state and more about a strategic, actionable growth path, especially given the current economic climate. The executive team is focused on leveraging their strong balance sheet-which held $4.0 million in cash as of September 30, 2025-to drive growth.

  • Create shareholder value through organic revenue growth and strategic acquisitions.
  • Expand the Precision Logistics segment, which accounted for 99% of Q3 2025 revenue, and improve its margin profile.
  • Maintain a strong financial position with positive cash generation, setting the stage for 2026 organic growth.

They are trying to grow the business in a measured way. Honestly, the biggest part of their vision right now is making smart acquisitions that complement their logistics and authentication services, plus setting up for a higher-margin future. You can see more on the strategic direction in Exploring VerifyMe, Inc. (VRME) Investor Profile: Who's Buying and Why?

VerifyMe, Inc. Slogan/Tagline

The company's tagline is a defintely clear, direct statement of the value proposition they offer to brand owners.

  • Protect Your Brand. Grow Your Business.

It's simple, and it cuts right to the two things a client cares about most: security and revenue. That's good marketing, and it maps directly to their two core business segments: brand protection and precision logistics.

VerifyMe, Inc. (VRME) How It Works

VerifyMe, Inc. operates by securing high-value, sensitive supply chains through a dual-pronged approach: providing specialized, time-and-temperature sensitive logistics and offering proprietary brand protection and authentication technology.

The company essentially acts as a critical security layer for both physical goods and their movement, generating the majority of its revenue from managing the complex shipping needs of perishable and high-value items.

Given Company's Product/Service Portfolio

You need to know what they sell, and it breaks down into two core segments. The Precision Logistics segment is the main revenue driver, but the Authentication technology is where the long-term margin potential sits, especially after the divestiture of the Trust Codes Global business in late 2024.

Product/Service Target Market Key Features
Precision Logistics (Proactive/Premium Services) Pharmaceuticals, Biologics, Specialty Foods, Perishables Proprietary software for predictive analytics (e.g., pre-shipment weather analysis, flight-tracking); specialized cold chain management; multi-carrier integration.
Authentication Technology (Secure Inks & Pigments) Global Brand Owners, Consumer Goods, Government/Security Documents Invisible inks and pigments; secure printing; item-level traceability; anti-counterfeit and anti-diversion protection; integrates with VeriPAS™ software.

Given Company's Operational Framework

Honestly, the 2025 operational story is all about strategic streamlining and margin defense. They are working to offset the loss of a major, high-margin contract by getting leaner and expanding their carrier network.

  • Cost Discipline: Operating expenses were cut significantly, dropping 27% year-over-year in Q2 2025, which helped stabilize the bottom line despite revenue pressure.
  • Multi-Carrier Expansion: The company finalized technology integration with a second major U.S. parcel carrier in 2025, moving away from a single-carrier dependency to expand the addressable market for their Precision Logistics services.
  • Asset Divestiture: They sold off the Trust Codes Global business in December 2024 to focus capital and resources on the higher-potential Authentication segment, specifically the ink and pigment products.
  • Cash Generation: Management expects to remain cash flow positive for the full year 2025, demonstrating that the core operations are self-funding, which is defintely a good sign.
  • Treasury Strategy: They are actively managing their balance sheet cash, including executing a $2.0 million short-term loan agreement in Q2 2025 to increase annualized interest income from approximately 4% to more than 8%.

Given Company's Strategic Advantages

You're investing in a niche player with a strong focus on high-barrier-to-entry markets. Their edge isn't size; it's proprietary technology and operational efficiency in a specialized area.

  • Niche Market Dominance: They hold a strong position in the high-margin, specialized logistics of time- and temperature-sensitive goods, like pharmaceuticals, where failure is not an option. This is a crucial, underserved market.
  • Proprietary Technology Moat: The combination of physical authentication (secure inks) and their cloud-based track-and-trace software (VeriPAS™) provides an integrated, hard-to-replicate solution for brand protection.
  • Operational Efficiency and Margin Expansion: Aggressive cost-cutting and rate improvements led to a significant gross margin expansion to 41% in Q3 2025, up from 35% in Q3 2024. That's smart management.
  • Liquidity for Strategy: With a cash balance of $4.0 million as of September 30, 2025, and no outstanding borrowings, they have the financial flexibility to pursue strategic acquisitions to complement their services, which is a stated goal.

To understand the long-term direction, you should also review the Mission Statement, Vision, & Core Values of VerifyMe, Inc. (VRME).

VerifyMe, Inc. (VRME) How It Makes Money

VerifyMe, Inc. makes money by providing specialized, high-value logistics services for sensitive shipments and advanced brand protection solutions. Their revenue engine is overwhelmingly driven by a software-enabled service that ensures time- and temperature-sensitive parcels reach their destination safely.

VerifyMe's Revenue Breakdown

As of the third quarter of 2025 (Q3 2025), the company's revenue streams are highly concentrated in one segment, reflecting a strategic focus on their core logistics expertise. Total consolidated revenue for Q3 2025 was $5.0 million, a decrease from the prior year, primarily due to contract losses and a shipping partner transition.

Revenue Stream % of Total (Q3 2025) Growth Trend (Near-Term)
Precision Logistics Segment 99% Decreasing (Due to a major partner transition)
Authentication Segment 1% Stable/Immaterial

Business Economics

The core of VerifyMe's financial health lies in its Precision Logistics Segment, which provides a value-added service for sensitive parcel management, often for time- and temperature-sensitive products. This isn't just shipping; it's a proprietary software platform that uses predictive analytics, like pre-shipment weather analysis and flight-tracking, to manage risk for high-stakes deliveries.

The model is built on high-touch service and technological integration, which is why the company's gross margin has been improving. Honestly, better negotiated rates with a primary supplier are a big part of the story. The goal is a higher margin profile, and management is positioning for organic growth in 2026 after the current shipping partner transition is complete.

  • Margin Expansion: Gross margin improved significantly to 41% in Q3 2025, up from 35% in Q3 2024, showing better cost management in the Precision Logistics segment.
  • Cost Discipline: Operating expenses, excluding a one-time impairment, were reduced to $1.7 million in Q3 2025, down from $2.5 million in Q3 2024, a clear sign of operational efficiency.
  • Strategic Shift: The Authentication segment, which offers item-level traceability and anti-counterfeit protection, is now an immaterial revenue contributor, with the company divesting its Trust Codes business in late 2024 to focus capital on higher-return areas.

VerifyMe's Financial Performance

Looking at the Q3 2025 results, the performance is a mixed bag-revenue is down, but underlying operational efficiency is up. You have to look past the one-time charges to see the true direction of the business.

  • Q3 2025 Revenue: Consolidated revenue was $5.0 million, a decline of $0.4 million year-over-year, mainly due to the loss of two Proactive services customers and the ongoing transition to a new shipping partner.
  • Adjusted EBITDA: This is a key metric for operational health; Adjusted EBITDA (earnings before interest, taxes, depreciation, and amortization) improved to $0.8 million in Q3 2025, up sharply from $0.2 million in Q3 2024, reflecting the improved gross margin and reduced operating expenses.
  • GAAP Net Loss: The reported GAAP net loss was ($3.4) million for the quarter, but this was heavily impacted by a large, non-cash goodwill and intangible asset impairment charge of $3.9 million related to the Precision Logistics segment. That charge is a one-off, not a reflection of core business performance.
  • Liquidity: The company maintains a solid balance sheet, reporting a cash balance of $4.0 million as of September 30, 2025, and generated $0.2 million in cash from operations during the quarter.

The company expects to remain cash flow positive for the full year of 2025, which provides a strong cash cushion to navigate the revenue headwinds from the shipping partner transition. If you want a deeper dive into their long-term strategy, you can read the Mission Statement, Vision, & Core Values of VerifyMe, Inc. (VRME).

VerifyMe, Inc. (VRME) Market Position & Future Outlook

VerifyMe, Inc. is fundamentally a specialized logistics company now, having strategically pivoted to focus on its high-margin Precision Logistics Segment, which generated 99% of its revenue in Q3 2025. This focus is positioning the company as a critical niche player in the rapidly growing global cold chain logistics market, despite near-term revenue headwinds from customer transitions.

Competitive Landscape

The company's primary competition is not other small brand protection firms, but the in-house capabilities of major freight carriers and specialized divisions of global logistics giants. VerifyMe, Inc. operates in a high-touch, proprietary software-driven niche that serves as a critical, value-added service (PeriShip) for time- and temperature-sensitive parcels.

Company Market Share, % Key Advantage
VerifyMe, Inc. (VRME) <1% (Niche Specialist) Proprietary predictive analytics software for time-sensitive, high-value parcels.
United Parcel Service (UPS) Healthcare Large Segment Share Massive global network, integrated end-to-end cold chain infrastructure.
DHL Global Forwarding Large Segment Share Extensive international reach, strong presence in pharmaceutical and life sciences logistics.

Opportunities & Challenges

The strategic shift to Precision Logistics, while causing short-term revenue dips, is a smart move toward a higher-margin business. Gross margin in Q3 2025 hit 41%, up from 35% a year prior, showing the underlying profitability of this focus. Still, you have to be mindful of the transition risks.

Opportunities Risks
Expand market reach via new major US parcel carrier partnership. Material revenue impact in Q4 2025 and Q1 2026 due to shipping partner transition.
Capture growth in the $436.30 billion global Cold Chain Logistics Market. Reliance on a few large customers within the Precision Logistics segment.
Strategic acquisitions to complement Precision Logistics services. Macroeconomic slowdowns affecting shipping volumes in core sectors.
Leverage $4.0 million cash balance for technology investment and M&A. Continued GAAP net loss, including the Q3 2025 $3.9 million goodwill impairment.

Industry Position

VerifyMe, Inc. is positioned as a specialized technology and service layer on top of the massive freight infrastructure. The company is not a major carrier, but a 'best-in-class' solution for complex, time-and-temperature sensitive products like pharmaceuticals and high-end perishables.

  • Focus on high-growth niche: The global cold chain logistics market is projected to grow at a CAGR of 13.46% through 2034.
  • Operational discipline: The company achieved positive Adjusted EBITDA of $0.8 million in Q3 2025, demonstrating cost control despite a revenue decrease. [cite: 16 (from first search)]
  • Strategic flexibility: The multi-carrier integration, including a new partnership with the 'other major parcel carrier in the US,' reduces single-carrier risk and expands the addressable market for its PeriShip service. [cite: 8 (from first search), 16 (from first search)]
  • Authentication segment: This segment is defintely being de-emphasized, with the divestiture of Trust Codes Global and a potential exit from the Amazon Transparency partnership, confirming the logistics-first strategy. [cite: 5 (from first search), 6 (from first search)]

To understand the foundation of this strategic shift, you should review the Mission Statement, Vision, & Core Values of VerifyMe, Inc. (VRME).

Here's the quick math on the pivot: a higher gross margin of 41% in logistics, even on lower revenue, is more sustainable than chasing low-margin, high-volume contracts. The next step is to monitor Q4 2025 and Q1 2026 revenue to see how quickly the new carrier partnership offsets the loss of the old one. That's the key action item for any investor or business strategist.

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