Welcome to our dedicated page for Verb Technology Co SEC filings (Ticker: VERB), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Searching for growth metrics behind Verb Technology鈥檚 shoppable livestream push? This page brings every SEC disclosure into one place, from the Verb Technology quarterly earnings report 10-Q filing that details subscription revenue trends to the Verb Technology 8-K material events explained within hours of posting. Investors typically dive into these documents for clues on MARKET.live adoption, SaaS churn, and cash burn鈥攜et the language can run hundreds of pages.
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- 10-K Annual Report: Full-year results, MARKET.live strategy, and our Verb Technology annual report 10-K simplified notes.
- 10-Q Quarterly Report: Cash runway, ARR growth, and automated Verb Technology earnings report filing analysis.
- 8-K Current Reports: Contract wins, financings, or leadership changes鈥�Verb Technology 8-K material events explained.
- Form 4: Verb Technology insider trading Form 4 transactions and Verb Technology executive stock transactions Form 4 with trend charts.
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Verb Technology (VERB) executed a Subscription Agreement on 3-Aug-25 to raise approximately $558 million via a private placement of common stock at $9.51 per share and equal-priced pre-funded warrants (the 鈥淧IPE Financing鈥�). Closing is expected on or about 7-Aug-25, pending customary conditions.
The company plans to deploy the majority of the net proceeds to acquire Toncoin (TON): a subsidiary has already contracted to purchase $272.7 million of TON at $1.83 per token, conditional on the PIPE close. Supported by Kingsway Capital and Blockchain.com, management will rebrand as 鈥淭ON Strategy Co.鈥� and position TON as its primary treasury reserve asset while continuing existing business lines.
Roughly one-third of PIPE investors accepted lock-ups of six months or longer. VERB must file a resale registration statement within 30 days post-closing and maintain effectiveness for up to three years. Placement agent Cohen & Co. will earn a 5% cash and 2% equity fee on gross proceeds sourced through the agent.
On 1-Aug-25 the company redeemed all Series D preferred shares鈥攊ncluding the 9% accrued return鈥攊n cash, eliminating that class from the capital structure and simplifying equity ahead of the financing.
Verb Technology Company, Inc. (VERB) has received a Schedule 13D from Lead Director James P. Geiskopf dated 14 July 2025. The filing discloses beneficial ownership of 201,027 shares, representing 12.7 % of the company鈥檚 1,577,955 outstanding common shares as of 11 July 2025. The holding is composed of (i) 80,000 vested RSUs, (ii) 60,000 vested RSUs, (iii) 60,000 vested RSUs, (iv) 169 common shares and (v) 858 option shares exercisable within 60 days. Additional unvested awards (24,279 and 16,310 RSUs) are excluded from the reported total.
The majority of the equity originated from a Corporate Action, Change of Control, and Extraordinary Performance Agreement executed on 31 Oct 2024, which allows Geiskopf to earn 40,000鈥�80,000 fully-vested RSUs for meeting quarterly revenue milestones. Grants tied to this agreement were made on 10 Mar 2025, 10 Apr 2025 and 7 Jul 2025, each vesting immediately. Earlier equity awards relate to compensation adjustments, cost-preservation efforts and prior annual director compensation.
Geiskopf states no current plans or proposals to alter control, capital structure or operations, but reserves the right to act in the future. Ownership above the 10 % threshold subjects the reporting person to heightened disclosure and insider-trading obligations, aligning his interests with shareholders while signaling potential dilution risk from the sizable share issuance.
Verb Technology Company, Inc. (VERB) has received a Schedule 13D from Lead Director James P. Geiskopf dated 14 July 2025. The filing discloses beneficial ownership of 201,027 shares, representing 12.7 % of the company鈥檚 1,577,955 outstanding common shares as of 11 July 2025. The holding is composed of (i) 80,000 vested RSUs, (ii) 60,000 vested RSUs, (iii) 60,000 vested RSUs, (iv) 169 common shares and (v) 858 option shares exercisable within 60 days. Additional unvested awards (24,279 and 16,310 RSUs) are excluded from the reported total.
The majority of the equity originated from a Corporate Action, Change of Control, and Extraordinary Performance Agreement executed on 31 Oct 2024, which allows Geiskopf to earn 40,000鈥�80,000 fully-vested RSUs for meeting quarterly revenue milestones. Grants tied to this agreement were made on 10 Mar 2025, 10 Apr 2025 and 7 Jul 2025, each vesting immediately. Earlier equity awards relate to compensation adjustments, cost-preservation efforts and prior annual director compensation.
Geiskopf states no current plans or proposals to alter control, capital structure or operations, but reserves the right to act in the future. Ownership above the 10 % threshold subjects the reporting person to heightened disclosure and insider-trading obligations, aligning his interests with shareholders while signaling potential dilution risk from the sizable share issuance.
Verb Technology Company, Inc. (VERB) 鈥� Form 4 filing dated July 9, 2025 details an insider equity award to long-time director and 10 % owner James P. Geiskopf. On July 7, 2025 he received 80,000 restricted stock units (RSUs) that vested immediately under a Board-approved October 31, 2024 performance agreement tied to quarterly revenue targets. The transaction was coded 鈥淎鈥� (acquisition) with a zero dollar price, reflecting a compensatory grant rather than an open-market purchase.
Following the award, Geiskopf鈥檚 total beneficial ownership increased to 240,758 shares/units, comprising: 80,000 newly granted RSUs; two prior RSU grants totaling 120,000 units (all vested); two unvested RSU tranches of 24,279 and 16,310 units; and 169 common shares. Ownership is reported as direct. No derivative securities were reported.
The filing signals that revenue-based performance metrics were achieved for the quarter, triggering the grant, and modestly increases the company鈥檚 fully-diluted share count. No cash consideration changed hands and no sales were disclosed.
Verb Technology Company, Inc. (VERB) 鈥� Form 4 filing dated July 9, 2025 details an insider equity award to long-time director and 10 % owner James P. Geiskopf. On July 7, 2025 he received 80,000 restricted stock units (RSUs) that vested immediately under a Board-approved October 31, 2024 performance agreement tied to quarterly revenue targets. The transaction was coded 鈥淎鈥� (acquisition) with a zero dollar price, reflecting a compensatory grant rather than an open-market purchase.
Following the award, Geiskopf鈥檚 total beneficial ownership increased to 240,758 shares/units, comprising: 80,000 newly granted RSUs; two prior RSU grants totaling 120,000 units (all vested); two unvested RSU tranches of 24,279 and 16,310 units; and 169 common shares. Ownership is reported as direct. No derivative securities were reported.
The filing signals that revenue-based performance metrics were achieved for the quarter, triggering the grant, and modestly increases the company鈥檚 fully-diluted share count. No cash consideration changed hands and no sales were disclosed.
Verb Technology Company, Inc. (VERB) has filed Amendment No. 1 to its April 17, 2025 Form 8-K to include Lyvecom, Inc.鈥檚 historical and pro forma financial information associated with VERB鈥檚 April 11, 2025 acquisition of the privately held live-commerce platform.
The 8-K/A supplies two key exhibits:
- Exhibit 99.1: Audited consolidated financial statements of Lyvecom for the fiscal years ended December 31, 2024 and 2023, plus unaudited condensed statements for the quarter ended March 31, 2025 (with comparative 2024 quarter).
- Exhibit 99.2: Unaudited pro forma condensed combined financial statements illustrating how the transaction would have affected VERB鈥檚 results as if the deal had closed on January 1, 2024 and March 31, 2025.
Additional exhibits referenced but previously filed include the binding term sheet (Ex. 10.1), the stock purchase agreement (Ex. 10.2), and the consent of Grassi & Co., CPAs (Ex. 23.1). The filing is signed by CEO Rory J. Cutaia on June 25, 2025.
This amendment fulfills SEC Rule 3-05 and Article 11 requirements by providing investors with audited target financials and a combined pro forma view, enhancing transparency around the strategic acquisition.