SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

VerifyMe, Inc.

(Last)

(First)

(Middle)

205 LINDA DRIVE

(Street)

DAINGERFIELD

75638

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LASERLOCK TECHNOLOGIES INC [ LLTI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/05/2013

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/05/2013		C		12,222,222	A	$0.03	44,444,444	D
Common Stock	12/31/2013		J⁽¹⁾		44,444,444	D	$0	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Senior Convertible Preferred Stock (Right to Buy)	$0.03	08/05/2013		C			12,222,222	⁽²⁾	⁽²⁾	Common Stock	12,222,222	$0.00	21,111,111	D
Warrant (Right to Buy)	$0.1	12/16/2013		H			5,555,556	⁽³⁾	⁽³⁾	Common Stock	5,555,556	⁽⁴⁾	0	D
Warrant (Right to Buy)	$0.1	12/16/2013		P		5,555,556		⁽⁵⁾	⁽⁵⁾	Common Stock	5,555,556	⁽⁴⁾	5,555,556	D
Warrant (Right to Buy)	$0.1	12/31/2013		J⁽¹⁾			5,555,556	⁽⁵⁾	⁽⁵⁾	Common Stock	5,555,556	$0.00	0	D
Warrant (Right to Buy)	$0.1	12/31/2013		J⁽¹⁾			48,888,503	⁽⁶⁾	⁽⁶⁾	Common Stock	48,888,503	$0.00	385	D
Warrant (Right to Buy)	$0.12	12/31/2013		J⁽¹⁾			33,333,054	⁽⁷⁾	⁽⁷⁾	Common Stock	33,333,054	$0.00	279	D

Explanation of Responses:

1. VerifyMe, Inc. distributed to the holders of its Class B common stock all of its Shares and all of its warrants to purchase Shares, less any fractional amounts. VerifyMe, Inc. did not receive any compensation or other consideration in connection with such distribution.

2. Senior Convertible Preferred Stock is convertible into Common Stock at holder's election.

3. Exercise date is April 2013; expiration date is October 2015.

4. This transaction involved the amendment of an outstanding warrant to amend the exercise and expiration dates. The amendment is reported above as the cancellation of the "old" warrant and the acquisition of a new one.

5. Following the amendment, the new exercise date is July 10, 2013; the new expiration date is December 31, 2017.

6. Exercise date is July 1, 2013; expiration date is December 31, 2017.

7. Exercise date is July 31, 2013; expiration date is January 31, 2018.

	/s/ Shephard Lane, Director and Counsel	01/03/2014
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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