Sec Form 4 Filing - Broenniman Philip R @ Ipsidy Inc. - 2022-06-30

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Broenniman Philip R
2. Issuer Name and Ticker or Trading Symbol
Ipsidy Inc. [ AUID]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O IPSIDY INC., 670 LONG BEACH BLVD.
3. Date of Earliest Transaction (MM/DD/YY)
06/30/2022
(Street)
LONG BEACH, NY11561
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Common Stock, $.0001 par value 06/30/2022 M 915( 4 ) A $ 2.99 173,973 D
Common Stock, $.0001 par value 06/30/2022 M 9,149( 5 ) A $ 2.99 353,087 I See footnote( 1 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Senior Secured Convertible Note $ 3.7 03/21/2022 03/21/2025 Common Stock, $0.0001 par value per share 270,270 270,270 I See Footnotes( 1 )
Senior Secured Convertible Note $ 3.7 03/21/2022 03/21/2025 Common Stock, $0.0001 par value per share 27,027 27,027 D
Stock Options( 2 ) $ 15.16 12/29/2021 12/29/2031 Common Stock, $0.0001 par value per share 10,238 10,238 D
Stock Options( 3 ) $ 7.2 05/05/2021 05/05/2031 Common Stock, $0.0001 par value per share 388,744 388,744 D
Warrants $ 4.5 06/30/2020 06/30/2022 Common Stock, $0.0001 par value per share 30,972 30,972 I See Footnotes( 1 )
Stock Options $ 2.1 05/22/2020 05/22/2025 Common Stock, $0.0001 par value per share 555,556 555,556 D
Warrants $ 4.95 08/15/2018 08/15/2023 Common Stock, $0.0001 par value per share 11,667 11,667 D
Warrants $ 2.64 06/24/2019 06/23/2024 Common Stock, $0.0001 par value per share 8,750 8,750 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Broenniman Philip R
C/O IPSIDY INC.
670 LONG BEACH BLVD.
LONG BEACH, NY11561
X
Signatures
/s/ Philip R. Broenniman 07/05/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Mr. Broenniman is the Managing Partner of Varana Capital, LLC ("Varana Capital"), which, in turn, is the investment manager of and has dispositive control over the shares held by Varana Capital Focused, LP ("VCFLP"). By virtue of these relationships, in addition to the shares he holds personally, Mr. Broenniman may be deemed to beneficially own the shares held by Varana Capital Focused, LP.
( 2 )The shares vest monthly in equal amounts over a one-year period.
( 3 )383,334 of the shares vest upon meeting performance criteria.
( 4 )The reporting person received 915 shares of common stock at a per share price of $2.99 as payment of interest for the quarter ended June 30, 2022 associated with the Senior Secured Convertible Note dated March 21, 2022.
( 5 )The reporting person received 9,149 shares of common stock at a per share price of $2.99 as payment of interest for the quarter ended June 30, 2022 associated with the Senior Secured Convertible Note dated March 21, 2022.

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).
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