authID (AUID) Form 4 Ipsidy / Philip R Broenniman ownership change

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^*

Broenniman Philip R

(Last) (First) (Middle)

C/O IPSIDY INC., 670 LONG BEACH BLVD.

(Street)

LONG BEACH, NY 11561

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
11/05/2021

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $.0001 par value								172,747(1)	D
Common Stock, $.0001 par value								340,832	I	See footnote(2)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options(3)	$7.2	11/05/2021		D			200,000	05/05/2021	05/05/2031	Common Stock, $0.0001 par value per share	388,744	(3)	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(2)
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

Explanation of Responses:

1. Includes the right to acquire 50,000 shares of common stock at par value subject to the certain vesting criteria granted to Mr. Broenniman on March 6, 2020 pursuant to a Restricted Stock Purchase Agreement.

2. 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.

3. On November 5, 2021, the Company and Mr. Broenniman entered into a letter agreement pursuant to which Mr. Broenniman agreed to cancel 200,000 shares of common stock under the Non-Statutory Option dated May 5, 2021 in consideration of removing certain service conditions.

	/s/ Philip R. Broenniman	11/09/2021
	** 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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