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Form 4 Ipsidy Inc. For: May 05 Filed by: Kumnick Phillip L

May 7, 2021 4:06 PM EDT
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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OMB Number: 3235-0287
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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 *
Kumnick Phillip L
(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. [ IDTY ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
05/05/2021
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               1,500,000 (1) 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (4) $ 0.24 05/05/2021   A   17,770,522   05/05/2021 05/05/2031 Common Stock, $0.0001 par value per share 17,770,522 $ 0 17,770,522 D  
Stock Options (3) $ 0.07             05/22/2020 05/22/2025 Common Stock, $0.0001 par value per share 33,333,334   33,333,334 D  
Stock Options (2) $ 0.055             12/10/2019 12/10/2029 Common Stock, $0.0001 par value per share 3,000,000   3,000,000 D  
Explanation of Responses:
1. Represents the right to acquire 1,500,000 shares of common stock at par value subject to the certain vesting criteria which shares were granted on March 6, 2020 pursuant to a Restricted Stock Purchase Agreement.
2. On March 6, 2020, the option granted to Mr. Kumnick on December 10, 2019 to purchase 3,000,000 shares of common stock vesting over a three-year period was amended to provide that it will vest in full prior to the occurrence of time-based vesting, in the event of a Change of Control.
3. On May 22, 2020, the Company granted Mr. Kumnick a Non-Statutory Option to acquire 33,333,334 shares of common stock at an exercise price of $0.07 per share with 6,666,667 shares vesting upon the grant of Non-Statutory Option, 10,666,667 shares vesting upon achieving certain performance conditions and 16,000,000 shares vesting upon achieving certain additional performance conditions.
4. On May 5, 2021, the Company granted Mr. Kumnick a Non-Statutory Option to acquire 17,770,522 shares of common stock at an exercise price of $0.24 per share with 270,522 shares vesting upon grant of Non-Statutory Option and 17,500,000 shares of common stock underlying the stock options vesting subject to various performance conditions.
/s/ Phillip Kumnick 05/07/2021
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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