IWSY / ImageWare Systems, Inc. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

ImageWare Systems, Inc.
US ˙ OTCPK ˙ US45245S1087

Grundläggande statistik
CIK 941685
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to ImageWare Systems, Inc.
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
October 5, 2022 15-12G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15/A (Amendment No. 1) CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPOR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15/A (Amendment No. 1) CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-15757 IMAGEWARE SYSTEMS, INC. (Exact name of regist

August 12, 2022 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2022 IMAGEWARE SYSTEMS, INC.

August 12, 2022 EX-99.1

Dear Stakeholders,

Exhibit 99.1 Dear Stakeholders, After 29 months of rebuilding Imageware by creating one unified identity platform that can be leveraged across many different verticals, we are finally driving new revenue. Recently, we won two large contracts in the law enforcement and federal sectors. Our success reflects the fact that our newest products are competitive in our target markets. In this regard, alre

August 12, 2022 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-15757 IMAGEWARE SYSTEMS, INC. (Exact name of registrant as specified in

August 8, 2022 EX-10.1

SECURED PROMISSORY NOTE

Exhibit 10.1 SECURED PROMISSORY NOTE $ , 2022 San Diego, California FOR VALUE RECEIVED, ImageWare Systems, Inc., a Delaware corporation having its principal office at 11440 W. Bernardo Court, Suite 300, San Diego, California, 92127 ("Borrower"), hereby unconditionally promises to pay to the order of having an office at or its assigns ("Lender"), the principal amount of $ (the "Loan Amount") at Len

August 8, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2022 IMAGEWARE SYSTEMS, INC.

August 8, 2022 EX-10.2

PARTIAL RELEASE OF COLLATERAL AND AMENDMENT NO. 3 TO THE LOAN AND SECURITY AGREEMENT

Exhibit 10.2 PARTIAL RELEASE OF COLLATERAL AND AMENDMENT NO. 3 TO THE LOAN AND SECURITY AGREEMENT This PARTIAL RELEASE OF COLLATERAL AND AMENDMENT NO. 3 TO THE LOAN AND SECURITY AGREEMENT (this ?Agreement?) is dated as of August 2, 2022, by and among ImageWare Systems, Inc., a Delaware corporation (the ?Company?), and Nantahala Capital Management, LLC (?Nantahala?), and certain funds and separate

July 20, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [] to [] Commission file number 00

July 15, 2022 SC 13D/A

IWSY / Imageware Systems Inc / Nantahala Capital Management, LLC - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 11) (Rule 13d-101) Under the Securities Exchange Act of 1934 IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45245S108 (CUSIP NUMBER) Taki Vasilakis 130 Main St. 2nd Floor New Canaan, CT 06840 (203) 308-4440 (Name, Address and Telephone Number of Person Author

July 15, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 13, 2022 IMAGEWARE SYSTEMS, INC.

July 15, 2022 EX-10.1

SECOND AMENDMENT TO THE LOAN AND SECURITY AGREEMENT

Exhibit 10.1 SECOND AMENDMENT TO THE LOAN AND SECURITY AGREEMENT This SECOND AMENDMENT TO THE LOAN AND SECURITY AGREEMENT (this ?Agreement?) is dated as of July 13, 2022, by and among ImageWare Systems, Inc., a Delaware corporation (the ?Company?), and Nantahala Capital Management, LLC (?Nantahala Capital?), and certain funds and separate accounts managed by Nantahala Capital (collectively, ?Nanta

June 9, 2022 SC 13D/A

IWSY / Imageware Systems Inc / Nantahala Capital Management, LLC - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 10) (Rule 13d-101) Under the Securities Exchange Act of 1934 IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45245S108 (CUSIP NUMBER) Taki Vasilakis 130 Main St. 2nd Floor New Canaan, CT 06840 (203) 308-4440 (Name, Address and Telephone Number of Person Author

June 8, 2022 EX-10.1

EXCHANGE AGREEMENT, AMENDMENT AND WAIVER

Exhibit 10.1 EXCHANGE AGREEMENT, AMENDMENT AND WAIVER This Exchange Agreement and Waiver (this ?Agreement?) is dated as of June 3, 2022, by and among ImageWare Systems, Inc., a Delaware corporation (the ?Company?), and Nantahala Capital Management, LLC (?Nantahala Capital?), and certain funds and separate accounts managed by Nantahala Capital (collectively, ?Nantahala?). Capitalized terms used her

June 8, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2022 IMAGEWARE SYSTEMS, INC.

May 23, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEMS, INC. (Exact N

May 16, 2022 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For the Period Ended: March 31, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report

April 15, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [] to [] Commission file number 001-15757 IMAGEWARE SY

March 31, 2022 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For the Period Ended: December 31, 2021 ?Transition Report on Form 10-K ?Transition Report on Form 20-F ?Transition Report on Form 11-K ?Transition Report on Form 10-Q ?Transition Report on

January 6, 2022 SC 13D/A

IWSY / Imageware Systems Inc / Nantahala Capital Management, LLC - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 9) (Rule 13d-101) Under the Securities Exchange Act of 1934 IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45245S108 (CUSIP NUMBER) Taki Vasilakis 130 Main St. 2nd Floor New Canaan, CT 06840 (203) 308-4440 (Name, Address and Telephone Number of Person Authori

January 4, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2021 IMAGEWARE SYSTEMS, INC.

January 4, 2022 EX-99.1

Imageware Secures $2.5 Million Bridge Financing as it Continues to Review Strategic Options

Exhibit 99.1 Imageware Secures $2.5 Million Bridge Financing as it Continues to Review Strategic Options San Diego, CA ? January 4, 2022 ? Imageware? (OTCQB: IWSY) (?Imageware? or ?the Company?), a leader in biometric identification and authentication solutions, today announced that it has entered into a bridge facility agreement (the "Agreement") with its largest shareholder. This new facility pr

January 4, 2022 EX-10.1

LOAN AND SECURITY AGREEMENT

Exhibit 10.1 LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT (this ?Agreement?) is entered into as of December 29, 2021, by and between Nantahala Capital Management, LLC and certain funds and separate accounts managed by it (collectively, ?Nantahala?), as lenders, and the other lenders set forth on the signature pages hereto (together with Nantahala, the ?Lenders?), and ImageWare Syst

November 15, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEMS, INC. (Exa

October 18, 2021 8-K

Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 13, 2021 IMAGEWARE SYSTEMS, INC.

October 7, 2021 SC 13D

IWSY / Imageware Systems Inc / Nantahala Capital Management, LLC - SC 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 8) (Rule 13d-101) Under the Securities Exchange Act of 1934 IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45245S108 (CUSIP NUMBER) Paul E. Rehm 130 Main St. 2nd Floor New Canaan, CT 06840 (203) 404-1172 (Name, Address and Telephone Number of Person Authorize

October 5, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 5, 2021 IMAGEWARE SYSTEMS, INC.

September 10, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2021 IMAGEWARE SYSTEMS, INC.

August 23, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEMS, INC. (Exact Na

August 16, 2021 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response .

July 23, 2021 424B3

17,100,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-257125 PROSPECTUS 17,100,000 Shares of Common Stock This prospectus relates to the offer and sale of up to 17,100,000 shares of common stock, par value $0.01 (the ?Common Stock?), of ImageWare Systems, Inc., a Delaware corporation, by Lincoln Park Capital Fund, LLC (?Lincoln Park?) or the selling stockholder. The shares of Common Stock being of

July 22, 2021 CORRESP

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July 22, 2021 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.

July 14, 2021 S-1/A

As filed with the Securities and Exchange Commission on July 13, 2021

As filed with the Securities and Exchange Commission on July 13, 2021 Registration No.

July 13, 2021 CORRESP

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July 13, 2021 VIA EDGAR Mr. Matthew Crispino Ms. Jan Woo United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Imageware Systems Inc. Registration Statement on Form S-1 Filed June 16, 2021 File No. 333-257125 Ladies and Gentlemen: This letter is submitted on behalf of ImageWare Systems, Inc. (the ?Company?) in response to com

June 25, 2021 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2021 IMAGEWARE SYSTEMS, INC.

June 25, 2021 EX-16.1

June 24, 2021

Exhibit 16.1 June 24, 2021 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Commissioners: We have read Item 4.01 of ImageWare Systems, Inc.?s Form 8-K dated June 24, 2021, and we agree with the statements set forth in Item 4.01, insofar as they relate to our firm. We have no basis to agree or disagree with other statements made by the registrant contained in Item 4.01.

June 16, 2021 S-1

As filed with the Securities and Exchange Commission on June 15, 2021

As filed with the Securities and Exchange Commission on June 15, 2021 Registration No.

June 10, 2021 SC 13D/A

IWSY / Imageware Systems Inc / Nantahala Capital Management, LLC - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 7) (Rule 13d-101) Under the Securities Exchange Act of 1934 IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45245S108 (CUSIP NUMBER) Paul E. Rehm 130 Main St. 2nd Floor New Canaan, CT 06840 (203) 404-1172 (Name, Address and Telephone Number of Person Authorize

June 9, 2021 S-8

As filed with the Securities and Exchange Commission on June 8, 2021

As filed with the Securities and Exchange Commission on June 8, 2021 Registration No.

June 8, 2021 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2021 IMAGEWARE SYSTEMS, INC.

June 8, 2021 EX-99.1

Exhibit 99.1

Exhibit 99.1

June 8, 2021 EX-10.1

Amended and Restated Employment Agreement, by and between Kristin Taylor and the Company, dated June 4, 2021 (incorporated by reference to Exhibit 10.1 to the Companys’ Current Report on Form 8-K, filed on June 8, 2021).

Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT, effective as of March 2, 2020 (the ?Agreement?), is made by and between ImageWare Systems, Inc., a Delaware corporation (the ?Company?), and Kristin Taylor (?Executive?). WHEREAS, the Executive and Company are currently parties to an Employment Agreement dated March 2, 2020 (the ?Original Effecti

June 4, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2021 IMAGEWARE SYSTEMS, INC.

June 4, 2021 EX-99.1

ImageWare Systems, Inc. – First Quarter 2021 Financial Results and Corporate Update Conference Call, June 2, 2021

ImageWare Systems, Inc. ? First Quarter 2021 Financial Results and Corporate Update Conference Call, June 2, 2021 C O R P O R A T E P A R T I C I P A N T S Kristin Taylor, President and Chief Executive Officer Mark Blackman, Vice President, Product Management AJ Naddell, Vice President of GTM & Product Strategy C O N F E R E N C E C A L L P A R T I C I P A N T S Stan Caplan, Caplan Company Eliot K

May 21, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2021 IMAGEWARE SYSTEMS, INC.

May 21, 2021 EX-10.1

Purchase Agreement, by and between ImageWare Systems, Inc. and Lincoln Park Capital Fund, LLC, dated May 17, 2021 (incorporated by reference to Exhibit 10.1 to the Companys’ Current Report on Form 8-K, filed on May 21, 2021).*

Exhibit 10.1 PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (this ?Agreement?), dated as of May 17, 2021, by and between IMAGEWARE SYSTEMS, INC., a Delaware corporation (the ?Company?), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the ?Investor?). WHEREAS: Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Investor, and the

May 21, 2021 EX-10.2

Registration Rights Agreement, by and between ImageWare Systems, Inc. and Lincoln Park Capital Fund, LLC, dated May 17, 2021 (incorporated by reference to Exhibit 10.2 to the Companys’ Current Report on Form 8-K, filed on May 21, 2021).*

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of May 17, 2021, by and between IMAGEWARE SYSTEMS, INC., a Delaware corporation (the ?Company?), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the ?Buyer?). Capitalized terms used herein and not otherwise defined herein shall h

May 20, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q


 
 
 
 
 
 
 
 
 
 
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May 17, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2021 IMAGEWARE SYSTEMS, INC.

May 17, 2021 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response .

April 26, 2021 EX-3

Certificate of Amendment to the Amended and Restated Certificate of Incorporation of ImageWare Systems, Inc., dated April 21, 2021 (incorporated by reference to Exhibit 3.1 to the Companys’ Current Report on Form 8-K, filed on April 26, 2021).

Exhibit 3.1

April 26, 2021 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 21, 2021 Commission File Number: 00115757 ImageWare Systems, Inc.

April 12, 2021 SC 13D/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 6) (Rule 13d-101) Under the Securities Exchange Act of 1934 IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) (C

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 6) (Rule 13d-101) Under the Securities Exchange Act of 1934 IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45245S108 (CUSIP NUMBER) Paul E. Rehm 130 Main St. 2nd Floor New Canaan, CT 06840 (203) 404-1172 (Name, Address and Telephone Number of Person Authorize

April 5, 2021 10-K

Annual Report - ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [] to [] Commission file number 001-15757 IMAGEWAR

April 5, 2021 EX-10.62

AMENDMENT TO THE IMAGEWARE SYSTEMS, INC. 2020 OMNIBUS EQUITY INCENTIVE PLAN

Exhibit 10.62 AMENDMENT TO THE IMAGEWARE SYSTEMS, INC. 2020 OMNIBUS EQUITY INCENTIVE PLAN The ImageWare Systems, Inc., 2020 Omnibus Equity Incentive Plan (the ?2020 Plan?) is hereby amended, effective as of the date of adoption of this Amendment by the Board of Directors of ImageWare Systems, Inc. (the ?Company?): 1. Section 4.1 of the 2020 Plan is amended in its entirety: 4.1 Authorized Number of

April 1, 2021 NT 10-K

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OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response .

March 31, 2021 DEF 14C

- DEFINITIVE INFORMATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT PURSUANT TO SECTION 14(c) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: [ ] Preliminary Information Statement [X] Definitive Information Statement [ ] Confidential for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ImageWare Systems, Inc. (Name of Registrant

March 26, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 23, 2021 Commission File Number: 00115757 ImageWare Systems, Inc.

March 16, 2021 PRE 14C

- PRELIMINARY INFORMATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT PURSUANT TO SECTION 14(c) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Definitive Information Statement [ ] Confidential for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ImageWare Systems, Inc. (Name of Registrant

March 8, 2021 SC 13D/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 5) (Rule 13d-101) Under the Securities Exchange Act of 1934 IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) (C

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 5) (Rule 13d-101) Under the Securities Exchange Act of 1934 IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45245S108 (CUSIP NUMBER) Paul E. Rehm 130 Main St. 2nd Floor New Canaan, CT 06840 (203) 404-1172 (Name, Address and Telephone Number of Person Authorize

February 26, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 22, 2021 Commission File Number: 00115757 ImageWare Systems, Inc.

February 18, 2021 424B3

217,027,139 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-251563 PROSPECTUS 217,027,139 Shares of Common Stock This prospectus relates to the offer and sale of up to 217,027,139 shares of common stock, par value $0.01 (“Common Stock”), of ImageWare Systems, Inc., a Delaware corporation, by the selling stockholders identified herein (the “Selling Stockholders”), which amount includes (i) 206,861,063 sh

February 12, 2021 CORRESP

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CORRESP 1 filename1.htm February 12, 2021 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: ImageWare Systems, Inc. Registration Statement on Form S-1 (File No. 333-251563) Ladies and Gentlemen: ImageWare Systems, Inc. (the “Company”) hereby requests acceleration of the effectiveness of the Registration Statement on Form S-1 (File No. 333-2515

February 8, 2021 CORRESP

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February 8, 2021 VIA EDGAR Mr. Edwin Kim Mr. Larry Spirgel United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Imageware Systems Inc. Registration Statement on Form S-1 Filed December 22, 2020 File No. 333-251563 Ladies and Gentlemen: This letter is submitted on behalf of ImageWare Systems, Inc. (the ?Company?) in response

February 8, 2021 S-1/A

- S-1A

As filed with the Securities and Exchange Commission on February 8, 2021 Registration No.

January 8, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 7, 2021 Commission File Number: 00115757 ImageWare Systems, Inc.

January 8, 2021 EX-10.1

January 7, 2021

Exhibit 10.1 January 7, 2021 Mr. Jay B. Lewis, CPA 9503 Silver Spur Lane Highlands Ranch, CO 80130 Dear Jay: ImageWare Systems, Inc. ("ImageWare" or the “Company”) is pleased to offer you the position of Senior Vice President and Chief Financial Officer. We would like your start date to be on Friday, January 8, 2021 and is contingent upon receipt of a satisfactory background check and approval by

January 8, 2021 EX-99.1

ImageWare® Appoints Chief Financial Officer

Exhibit 99.1 ImageWare® Appoints Chief Financial Officer San Diego (January 8, 2021) – ImageWare® Systems, Inc. (OTCQB: IWSY), a leader in biometric identification and authentication, is pleased to announce the appointment of Jay B. Lewis as Chief Financial Officer (CFO) effective today. Lewis brings to ImageWare more than 20 years’ experience as the senior financial officer of high growth public

January 6, 2021 S-8

- REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on January 6, 2021 Registration No.

December 31, 2020 EX-3

AMENDED AND RESTATED CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES D CONVERTIBLE PREFERRED STOCK IMAGEWARE SYSTEMS, INC.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES D CONVERTIBLE PREFERRED STOCK OF IMAGEWARE SYSTEMS, INC. The undersigned, the Chief Executive Officer of ImageWare Systems, Inc., a Delaware corporation (the “Company”), does hereby certify as follows: WHEREAS, on August 21, 2020, the Board of Directors of the Company (the “Board of Directors”) duly adop

December 31, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 23, 2020 IMAGEWARE SYSTEMS, INC.

December 30, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 23, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

December 22, 2020 S-1

Registration Statement - S-1

As filed with the Securities and Exchange Commission on December 21, 2020 Registration No.

November 27, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 24, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

November 23, 2020 10-Q

Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEMS, INC.

November 19, 2020 SC 13D/A

IWSY / ImageWare Systems, Inc. / Nantahala Capital Management, LLC - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 4) (Rule 13d-101) Under the Securities Exchange Act of 1934 IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45245S108 (CUSIP NUMBER) Paul E. Rehm 130 Main St. 2nd Floor New Canaan, CT 06840 (203) 404-1172 (Name, Address and Telephone Number of Person Authorize

November 18, 2020 EX-3.5

CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES D CONVERTIBLE PREFERRED STOCK IMAGEWARE SYSTEMS, INC.

Exhibit 3.5 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES D CONVERTIBLE PREFERRED STOCK OF IMAGEWARE SYSTEMS, INC. The undersigned, the Chief Executive Officer of ImageWare Systems, Inc., a Delaware corporation (the “Company”), does hereby certify that, pursuant to the authority conferred upon the Board of Directors of the Company (the “Board”) by the Amended and Restated Certifica

November 18, 2020 EX-3.4

AMENDED AND RESTATED CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES C CONVERTIBLE PREFERRED STOCK IMAGEWARE SYSTEMS, INC.

Exhibit 3.4 AMENDED AND RESTATED CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES C CONVERTIBLE PREFERRED STOCK OF IMAGEWARE SYSTEMS, INC. The undersigned, the Chief Executive Officer of ImageWare Systems, Inc., a Delaware corporation (the “Company”), does hereby certify as follows: WHEREAS, on September 9, 2018, the Board of Directors of the Company (the “Board of Directors”) duly ad

November 18, 2020 EX-10.1

IMAGEWARE SYSTEMS, INC.

Exhibit 10.1 IMAGEWARE SYSTEMS, INC. AMENDED AND RESTATED CONSULTING AGREEMENT This Amended and Restated Consulting Agreement (the “Agreement”) is made and entered into effective as of November 13, 2020 (the “Effective Date”), by and between Mr. S. James Miller, Jr. (the “Consultant”) and ImageWare Systems, Inc., a Delaware corporation (the “Company”). RECITALS WHEREAS, Consultant and the Company

November 18, 2020 EX-3.1

Amended and Restated Certificate of Incorporation IMAGEWARE SYSTEMS, INC.

Exhibit 3.1 Amended and Restated Certificate of Incorporation of IMAGEWARE SYSTEMS, INC. ImageWare Systems, Inc. (the “Corporation”), a Delaware corporation hereby certifies as follows: A. The original Certificate of Incorporation of the Corporation was filed with the Secretary of the State of Delaware on October 26, 2005 (as amended, amended and restated, supplemented or otherwise modified prior

November 18, 2020 EX-10.3

DEBT EXCHANGE AGREEMENT

Exhibit 10.3 DEBT EXCHANGE AGREEMENT This DEBT EXCHANGE AGREEMENT (this “Agreement”) is made as of November 12, 2020 (the “Agreement Date”) between ImageWare Systems, Inc., a Delaware corporation (the “Company”), and S. James Miller (the “Lender”). RECITALS WHEREAS, Lender made certain loans to the Company in the aggregate amount of One Hundred Dollars and No Cents ($100,000.00) (the “Principal”),

November 18, 2020 EX-3.2

AMENDED AND RESTATED CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK IMAGEWARE SYSTEMS, INC.

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK OF IMAGEWARE SYSTEMS, INC. The undersigned, the Chief Executive Officer of ImageWare Systems, Inc., a Delaware corporation (the “Company”), does hereby certify as follows: WHEREAS, on September 15, 2017, the Board of Directors of the Company (the “Board of Directors”) duly a

November 18, 2020 EX-99.1

ImageWare® Poised for Growth with Closing of $11.56 Million Private Placement Restructures Outstanding Capital and Board of Directors

Exhibit 99.1 ImageWare® Poised for Growth with Closing of $11.56 Million Private Placement Restructures Outstanding Capital and Board of Directors San Diego, CA (November 16, 2020) - ImageWare® Systems, Inc. (OTCQB: IWSY), a leader in biometric identification and authentication, today announced that it has closed a $11.56 million private placement of Series D Convertible Preferred Stock. The Compa

November 18, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2020 IMAGEWARE SYSTEMS, INC.

November 18, 2020 EX-3.3

AMENDED AND RESTATED CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A-1 CONVERTIBLE PREFERRED STOCK IMAGEWARE SYSTEMS, INC.

Exhibit 3.3 AMENDED AND RESTATED CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A-1 CONVERTIBLE PREFERRED STOCK OF IMAGEWARE SYSTEMS, INC. The undersigned, the Chief Executive Officer of ImageWare Systems, Inc., a Delaware corporation (the “Company”), does hereby certify as follows: WHEREAS, on July 1, 2020, the Board of Directors of the Company (the “Board of Directors”) duly adopt

November 18, 2020 EX-10.2

DEBT EXCHANGE AGREEMENT

Exhibit 10.2 DEBT EXCHANGE AGREEMENT This DEBT EXCHANGE AGREEMENT (this “Agreement”) is made as of November 12, 2020 (the “Agreement Date”) between ImageWare Systems, Inc., a Delaware corporation (the “Company”), and Neal Goldman (the “Lender”). RECITALS WHEREAS, Lender made certain loans to the Company in the aggregate amount of Four Hundred Fifty Thousand Dollars and No Cents ($450,000.00) (the

November 13, 2020 NT 10-Q

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OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response .

October 28, 2020 SC 14F1/A

- AMENDMENT NO. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14f-1/A (Amendment No. 1) Information Statement Pursuant to Section 14(f) of the Securities Exchange Act of 1934 and Rule 14f-1 Thereunder IMAGEWARE SYSTEMS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 33-0224167 (State or Other Jurisdiction of Incorporation or Organization) (IRS Employer Iden

October 27, 2020 SC 14F1

- SC 14F-1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14f-1 Information Statement Pursuant to Section 14(f) of the Securities Exchange Act of 1934 and Rule 14f-1 Thereunder IMAGEWARE SYSTEMS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 33-0224167 (State or Other Jurisdiction of Incorporation or Organization) (IRS Employer Identification No.) 1350

October 15, 2020 SC 13D/A

IWSY / ImageWare Systems, Inc. / Nantahala Capital Management, LLC - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 3) (Rule 13d-101) Under the Securities Exchange Act of 1934 IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45245S108 (CUSIP NUMBER) Paul E. Rehm 130 Main St. 2nd Floor New Canaan, CT 06840 (203) 404-1172 (Name, Address and Telephone Number of Person Authorize

October 13, 2020 DEF 14C

- INFORMATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT PURSUANT TO SECTION 14(c) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: [ ] Preliminary Information Statement [X] Definitive Information Statement [ ] Confidential for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ImageWare Systems, Inc. (Name of Registrant

October 1, 2020 SC 13D/A

IWSY / ImageWare Systems, Inc. / Nantahala Capital Management, LLC - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 2) (Rule 13d-101) Under the Securities Exchange Act of 1934 IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45245S108 (CUSIP NUMBER) Paul E. Rehm 130 Main St. 2nd Floor New Canaan, CT 06840 (203) 404-1172 (Name, Address and Telephone Number of Person Authorize

September 30, 2020 PRE 14C

- PRELIMINARY INFORMATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT PURSUANT TO SECTION 14(c) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Definitive Information Statement [ ] Confidential for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ImageWare Systems, Inc. (Name of Registrant

September 30, 2020 EX-10.4

ESCROW AGREEMENT

Exhibit 10.4 ESCROW AGREEMENT THIS ESCROW AGREEMENT (together with any amendments or supplements hereto, this “Agreement”) is made and entered into as of September 23, 2020, by and among ImageWare Systems, Inc., a Delaware Corporation, (the “Company”), and Citibank, N.A., as escrow agent (the “Escrow Agent”, and together with the Company, each a “Party” and, collectively, the “Parties”). Capitaliz

September 30, 2020 EX-10.5

LOAN AND SECURITY AGREEMENT

Exhibit 10.5 LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of September 28, 2020, by and between funds and separate accounts under the management of Nantahala Capital Management, LLC (collectively, “Nantahala”), as lenders, and the other lenders set forth on the signature pages (each a “Signature Page”) hereto (together with Nantahala, the “Lend

September 30, 2020 EX-99.1

ImageWare® Propels Business Plan with Closing a $2.2 Million Equity Advance, Representing First Tranche of Capital Raise Advance is Part of $10.9 Million Proposed Private Placement

Exhibit 99.1 ImageWare® Propels Business Plan with Closing a $2.2 Million Equity Advance, Representing First Tranche of Capital Raise Advance is Part of $10.9 Million Proposed Private Placement San Diego (September 30, 2020) – ImageWare® Systems, Inc. (OTCQB: IWSY), a leader in biometric identification and authentication, today announced it has closed a $2,187,000 senior secured bridge loan, repre

September 30, 2020 EX-10.2

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 28th day of September, 2020 by and among ImageWare Systems, Inc., a Delaware corporation (the “Company”), and the “Purchasers” named in that certain Securities Purchase Agreement, dated as of September 28, 2020, by and among the Company and the Purchasers (the “Purcha

September 30, 2020 EX-10.3

EXCHANGE AGREEMENT

Privileged and Confidential Exhibit 10.3 EXCHANGE AGREEMENT This Exchange Agreement (together with all schedules hereto, this “Agreement”) is dated as of September [], 2020, by and among ImageWare Systems, Inc., a Delaware corporation (the “Company”), and each undersigned holder of the Company’s Series C Convertible Preferred Stock (“Series C Preferred”) (“Holder”). RECITALS WHEREAS, each Holder i

September 30, 2020 EX-10.1

IMAGEWARE SYSTEMS, INC. SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 IMAGEWARE SYSTEMS, INC. SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of September 28, 2020 (the “Effective Date”), is made by and among ImageWare Systems, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and each of the purchasers (individually, a “Purchaser” and collectively the “Purchasers”) set f

September 30, 2020 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events, Financial Statements and Exhibits - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2020 IMAGEWARE SYSTEMS, INC.

August 28, 2020 SC 13D/A

IWSY / ImageWare Systems, Inc. / Nantahala Capital Management, LLC - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 1) (Rule 13d-101) Under the Securities Exchange Act of 1934 IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45245S108 (CUSIP NUMBER) Paul E. Rehm 130 Main St. 2nd Floor New Canaan, CT 06840 (203) 404-1172 (Name, Address and Telephone Number of Person Authorize

August 21, 2020 EX-99

ImageWare® Reports Second Quarter and Six-Months Results and Reviews Continued Progress to Build ImageWare 2.0

Exhibit 99.2 ImageWare® Reports Second Quarter and Six-Months Results and Reviews Continued Progress to Build ImageWare 2.0 San Diego (August 19, 2020) – ImageWare® Systems, Inc. (OTCQB: IWSY), a leader in biometric identification and authentication, today reported financial results for the second quarter and six-months ended June 30, 2020. Q2 Highlights: ● Mark Blackman named VP of Product Manage

August 21, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 19, 2020 IMAGEWARE SYSTEMS, INC.

August 21, 2020 EX-99

ImageWare Systems, Inc. (OTCQB:IWSY) Q2 2020 Earnings Conference Call August 19, 2020 4:30 PM ET

Exhibit 99.1 ImageWare Systems, Inc. (OTCQB:IWSY) Q2 2020 Earnings Conference Call August 19, 2020 4:30 PM ET Company Participants Terri MacInnis - Vice President, Investor Relations with Bibicoff & Macinnis, Inc. Jonathan Morris - Chief Financial Officer Kristin Taylor - President & Chief Executive Officer Chris Dickson - Vice President of Sales Conference Call Participants Terri MacInnis Good af

August 19, 2020 10-Q

Quarterly Report - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEMS, INC. (Exac

August 14, 2020 NT 10-Q

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OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response .

July 29, 2020 8-K/A

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No.

July 28, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 21, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

July 15, 2020 EX-99.1

JOINT FILING AGREEMENT

EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) (1) (iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D dated July 15, 2020 (including amendments thereto, which shall not require any additional joint filing agreement) with respect to the Common Stock, $0. 01 par

July 15, 2020 EX-99

ImageWare® Restructures Certain Senior Securities Restructuring Results in the Cancellation of Certain Dividend Payments and Paves the Way to Obtain Necessary Working Capital

Exhibit 99.1 ImageWare® Restructures Certain Senior Securities Restructuring Results in the Cancellation of Certain Dividend Payments and Paves the Way to Obtain Necessary Working Capital San Diego, CA (July 15, 2020) – ImageWare® Systems, Inc. (OTCQB: IWSY), a leader in biometric identification and authentication software, today announced that it has reached an agreement with holders of over 90%

July 15, 2020 8-K

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2020 IMAGEWARE SYSTEMS, INC.

July 15, 2020 EX-10

EXCHANGE AGREEMENT, CONSENT AND WAIVER

Exhibit 10.1 EXCHANGE AGREEMENT, CONSENT AND WAIVER This Exchange Agreement, Consent and Waiver (this “Agreement”) is dated as of July 9, 2020, by and among ImageWare Systems, Inc., a Delaware corporation (the “Company”), and each of the signatories to this Agreement (each, a “Stockholder” and, collectively, the “Stockholders”). RECITALS WHEREAS, the Stockholders previously purchased shares of the

July 15, 2020 SC 13D

IWSY / ImageWare Systems, Inc. / Nantahala Capital Management, LLC - SC 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45245S108 (CUSIP NUMBER) Paul E. Rehm 130 Main St. 2nd Floor New Canaan, CT 06840 (203) 404-1172 (Name, Address and Telephone Number of Person Authorized to Receive Notic

July 15, 2020 EX-3

CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A-1 CONVERTIBLE PREFERRED STOCK OF IMAGEWARE SYSTEMS, INC.

Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A-1 CONVERTIBLE PREFERRED STOCK OF IMAGEWARE SYSTEMS, INC. The undersigned, the Chief Executive Officer of ImageWare Systems, Inc., a Delaware corporation (the “Company”), does hereby certify that, pursuant to the authority conferred upon the Board of Directors by the Certificate of Incorporation of the Company, as amended,

July 10, 2020 424B3

8,200,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-239173 PROSPECTUS 8,200,000 Shares of Common Stock This prospectus relates to the offer and sale of up to 8,200,000 shares of common stock, par value $0.01, of ImageWare Systems, Inc., a Delaware corporation, by Lincoln Park Capital Fund, LLC (“Lincoln Park”) or the selling stockholder. The shares of common stock being offered by the selling st

July 6, 2020 S-1/A

- AMENDMENT NO. 1 TO FORM S-1

As filed with the Securities and Exchange Commission on July 2, 2020 Registration No.

July 6, 2020 EX-10

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.2 THIS PROMISSORY NOTE HAS BEEN ACQUIRED FOR INVESTMENT AND HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, OR QUALIFIED UNDER ANY STATE SECURITIES LAWS. THIS PROMISSORY NOTE MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR QUALIFICATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. CONVERTIBLE PROMISSORY NOTE $100,000

July 6, 2020 CORRESP

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July 6, 2020 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.

July 6, 2020 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 29, 2020 IMAGEWARE SYSTEMS, INC.

July 6, 2020 EX-10

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.1 THIS PROMISSORY NOTE HAS BEEN ACQUIRED FOR INVESTMENT AND HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, OR QUALIFIED UNDER ANY STATE SECURITIES LAWS. THIS PROMISSORY NOTE MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR QUALIFICATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. CONVERTIBLE PROMISSORY NOTE $450,000

July 1, 2020 EX-99

ImageWare® Reports Q1 Results and Updates Progress to Build ImageWare 2.0

Exhibit 99.2 ImageWare® Reports Q1 Results and Updates Progress to Build ImageWare 2.0 San Diego (June 25, 2020) – ImageWare® Systems, Inc. (OTCQB: IWSY), a leader in biometric identification and authentication, today reported financial results for the first quarter ended March 31, 2020. Q1 Highlights: ● Signed +$1 million in multiple agreements – expanding ImageWare’s presence in financial servic

July 1, 2020 EX-99

ImageWare® Names New VP of Engineering

Exhibit 99.4 ImageWare® Names New VP of Engineering San Diego, CA (June 25, 2020) – ImageWare® Systems, Inc. (OTCQB: IWSY), a leader in biometric identification and authentication is pleased to announce the appointment of Sudheer Koganti as Vice President of Engineering effective June 22, 2020. Koganti has led, built and managed a wide variety of successful products across embedded, mobile and clo

July 1, 2020 EX-99

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6-25-20 Q1 2020 Financial Results and Update Call Script OPERATOR: Please standby, we are about to begin.

July 1, 2020 EX-99

ImageWare® Appoints Chris Dickson as Vice President of Sales

Exhibit 99.5 ImageWare® Appoints Chris Dickson as Vice President of Sales San Diego (July 1, 2020) – ImageWare® Systems, Inc. (OTCQB: IWSY), a leader biometric identification and authentication, is pleased to announce the appointment of Christopher (Chris) D. Dickson, as Vice President of Sales, effective June 30, 2020. Dickson joins ImageWare with over 25 years of sales and business development e

July 1, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 25, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

July 1, 2020 EX-99

ImageWare® Launches IP Licensing Monetization Program And Engages ipCapital Group

ImageWare® Launches IP Licensing Monetization Program And Engages ipCapital Group San Diego (June 30, 2020) – ImageWare® Systems, Inc.

June 26, 2020 10-Q/A

Quarterly Report - 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWAR

June 26, 2020 8-K/A

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No.

June 26, 2020 10-Q

Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEMS, INC. (Exa

June 15, 2020 S-1

Registration Statement - REGISTRATION STATEMENT ON FORM S-1

As filed with the Securities and Exchange Commission on June 15, 2020 Registration No.

June 12, 2020 EX-3

CERTIFICATE OF AMENDMENT CERTIFICATE OF INCORPORATION IMAGEWARE SYSTEMS, INC.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION OF IMAGEWARE SYSTEMS, INC. ImageWare System, Inc., a Delaware corporation (the "Corporation"), does hereby certify that: FIRST: This Certificate of Amendment amends the provisions of the Corporation's Certificate of Incorporation, as amended (the "Certificate of Incorporation"). SECOND: The terms and provisions of this Certificat

June 12, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 9, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

June 8, 2020 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 5, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

May 27, 2020 EX-99

Kristin A. Taylor Named to ImageWare Board of Directors

Kristin A. Taylor Named to ImageWare Board of Directors San Diego, CA (May 27, 2020) - ImageWare® Systems, Inc. (OTCQB: IWSY), a leader in identity management software, announces today that Kristin A. Taylor has been elected to the board of directors effective May 26, 2020. Taylor was appointed as the new President and CEO of ImageWare as of March 2, 2020 and has already infused the company with n

May 27, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 26, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

May 19, 2020 10-K/A

Annual Report - 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [] to [] Commission file numbe

May 15, 2020 10-K

Annual Report - ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [] to [] Commission file number 001-15757 IMAGEWAR

May 11, 2020 EX-10

SBA Loan #

NOTE SBA Loan # XXXXXXXX-XX SBA Loan Name ImageWare Systems, Inc. Date April 30, 2020 Loan Amount $1,570,600.00 Interest Rate One percent (1.0%) fixed rate note Borrower ImageWare Systems, Inc. Operating Company ImageWare Systems, Inc. Lender COMERICA BANK 1. PROMISE TO PAY: In return for the Loan, Borrower promises to pay to the order of Lender the amount of One Million Five Hundred Seventy Thous

May 11, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 30, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

May 7, 2020 EX-99

ImageWare® Systems Names New Chief Financial Officer

ImageWare® Systems Names New Chief Financial Officer San Diego, CA (May 1st, 2020) - ImageWare® Systems, Inc.

May 7, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 1, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

May 1, 2020 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 28, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

May 1, 2020 DEFR14A

- DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the SEC Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive Proxy St

May 1, 2020 424B5

10,000,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(5) Registration No. 333-225935 PROSPECTUS SUPPLEMENT NO. 2 (To Prospectus dated July 10, 2018) 10,000,000 Shares of Common Stock We entered into a Common Stock Purchase Agreement (“Agreement”) with Triton Funds LP, a Delaware limited partnership (“Triton”) relating to the sale to Triton of shares of our common stock, par value $0.01 per share (“Common Stock”) offered

May 1, 2020 EX-10

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 28, 2020, by and between IMAGEWARE SYSTEMS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall

May 1, 2020 EX-10

PURCHASE AGREEMENT

Exhibit 10.1 PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (this “Agreement”), dated as of April 28, 2020, by and between IMAGEWARE SYSTEMS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). WHEREAS: Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Investor, and th

April 30, 2020 NT 10-K

-

OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response .

April 30, 2020 DEF 14A

- DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the SEC Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive Proxy St

April 29, 2020 PRER14A

- PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the SEC Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive Proxy St

April 20, 2020 SC 13G

IWSY / ImageWare Systems, Inc. / TRITON FUNDS LP - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ImageWare Systems, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 45245S108 (CUSIP Number) TRITON FUNDS LP 8910 University Center Fourth Floor La Jolla, CA 92122 Telephone: 858-255-0469 (Name, Address and Tele

April 17, 2020 PRE 14A

IWSY / ImageWare Systems, Inc. PRE 14A - - PRELIMINARY PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the SEC Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive Proxy St

April 15, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 10, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

April 15, 2020 EX-99

EMPLOYMENT AGREEMENT

Exhibit 99.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT, effective as of March 2, 2020 (the “Agreement”), between ImageWare Systems, Inc., a Delaware corporation (the “Company”), and Kristin Taylor (“Executive”). WHEREAS, the Executive and Company intend for the Agreement to be legally binding as of the date hereof; WHEREAS, the Company, its subsidiaries and affiliates (collectively the “Affil

April 6, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 1, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

March 16, 2020 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 16, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

March 3, 2020 EX-99.1

ImageWare® Systems Appoints Kristin A. Taylor as President and Chief Executive Officer Jim Miller Appointed as Executive Chairman of the Board

ImageWare® Systems Appoints Kristin A. Taylor as President and Chief Executive Officer Jim Miller Appointed as Executive Chairman of the Board SAN DIEGO, CA - February 26, 2020 - ImageWare® Systems, Inc. (OTCQB: IWSY), a leading patent holder of multi-modal biometric authentication and developer of identity management solutions, today announced that Kristin A. Taylor has been appointed as Presiden

March 3, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 26, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

February 27, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 20, 2020 Commission File Number: 00115757 ImageWare Systems, Inc.

February 27, 2020 EX-10

COMMON STOCK PURCHASE AGREEMENT

COMMON STOCK PURCHASE AGREEMENT This Common Stock Purchase Agreement (the “Agreement”), dated as of February 20, 2020 (the “Execution Date”), is entered into by and between ImageWare Systems, Inc.

February 21, 2020 424B5

[______] Shares of Common Stock

The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed.

February 14, 2020 SC 13G/A

IWSY / ImageWare Systems, Inc. / Nantahala Capital Management, LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45245S108 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

November 14, 2019 EX-99

ImageWare Systems, Inc. Third Quarter 2019 Results Conference Call November 12, 2019

ImageWare Systems, Inc. Third Quarter 2019 Results Conference Call November 12, 2019 C O R P O R A T E P A R T I C I P A N T S Wayne Wetherell, Chief Financial Officer Jim Miller, Chairman and Chief Executive Officer C O N F E R E N C E C A L L P A R T I C I P A N T S Stan Kaplan, Private Investor Jae Kim, Alpine Global Management Elliot Knight, Knight Advisors P R E S E N T A T I O N Operator: Go

November 14, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 12, 2019 Commission File Number: 00115757 ImageWare Systems, Inc.

November 12, 2019 10-Q

IWSY / ImageWare Systems, Inc. 10-Q - Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEMS, INC.

August 14, 2019 10-Q

IWSY / ImageWare Systems, Inc. 10-Q - Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEMS, INC. (Exac

August 9, 2019 NT 10-Q

IWSY / ImageWare Systems, Inc. NT 10-Q - -

NT 10-Q 1 form12b25-08092019040802.htm OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 001-15757 CUSIP NUMBER UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ x ] Form 10-Q [ ] Form 10-D [ ] Form N-

May 13, 2019 EX-99.1

-1-

Exhibit 99.1 -1- C O R P O R A T E P A R T I C I P A N T S Wayne Wetherell, Senior Vice President of Administration and Chief Financial Officer Jim Miller, Chairman and Chief Executive Officer David Somerville, Senior Vice President of Sales and Marketing C O N F E R E N C E C A L L P A R T I C I P A N T S Stan Kaplan, Private Investor P R E S E N T A T I O N Operator: Good afternoon, everyone, an

May 13, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2019 IMAGEWARE SYSTEMS, INC.

May 13, 2019 EX-99.2

ImageWare Systems Reports 2019 First Quarter Financial Results Update on Partners’ Biometric Sales and Marketing

Exhibit 99.2 ImageWare Systems Reports 2019 First Quarter Financial Results Update on Partners’ Biometric Sales and Marketing San Diego (May 9, 2019) – ImageWare® Systems, Inc. (OTCQB: IWSY), a leader in mobile and cloud-based, multi-modal biometric identity management solutions, reported financial results for the first quarter ended March 31, 2019. Q1 Summary of Results ● Revenue for the quarter

May 9, 2019 8-K/A

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No.

May 9, 2019 10-Q

IWSY / ImageWare Systems, Inc. 10-Q Quarterly Report QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEMS, INC. (Exa

May 6, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2019 IMAGEWARE SYSTEMS, INC.

May 6, 2019 EX-99.1

ImageWare® Systems Announces Closing of $6.55 Million Registered Direct Offering of its Common Stock

Exhibit 99.1 ImageWare® Systems Announces Closing of $6.55 Million Registered Direct Offering of its Common Stock San Diego (May 1, , 2019) – ImageWare® Systems, Inc. (OTCQB: IWSY), a leader in mobile and cloud-based two-factor, multi-factor, and biometric multi-modal authentication and identity management solutions today announced the closing of its previously announced registered direct offering

May 1, 2019 424B5

5,954,545 Shares

Filed Pursuant to Rule 424(b)(5) Registration No. 333-225935 PROSPECTUS SUPPLEMENT (To Prospectus dated July 10, 2018) 5,954,545 Shares We are offering 5,954,545 shares of our common stock, $0.01 par value per share, at a public offering price of $1.10 per share pursuant to this prospectus supplement and the accompanying prospectus. Our common stock is currently listed for quotation on the OTCQB M

April 3, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 1, 2019 Commission File Number: 00115757 ImageWare Systems, Inc.

April 3, 2019 EX-99.1

C O R P O R A T E P A R T I C I P A N T S

C O R P O R A T E P A R T I C I P A N T S Jim Miller, Chairman and Chief Executive Officer Wayne Wetherell, Senior Vice President of Administration and Chief Financial Officer C O N F E R E N C E C A L L P A R T I C I P A N T S Paul Penney , Northland Capital Market Harvey Kohn, HRK Strategic Advisory Eliot Knight, Knight Advisors Jeffrey Link, Invemed Associates Brad Watson, Watson Company John Gruberg, Gruber McBain Capital Management, LLC Stan Caplan, Private Investor P R E S E N T A T I O N Operator: Good afternoon, everyone, and thank you for participating in ImageWare Systems, Inc.

April 1, 2019 424B3

ImageWare Systems, Inc. 11,031,000 SHARES COMMON STOCK

PROSPECTUS SUPPLEMENT NO. 1 (TO PROSPECTUS DATED OCTOBER 26, 2018) Filed pursuant to Rule 424(b)(3) Registration No. 333-227778 ImageWare Systems, Inc. 11,031,000 SHARES COMMON STOCK This prospectus supplement supplements and amends the prospectus dated October 26, 2018 (the “Prospectus”) related to the sale from time to time of up to 11,031,000 shares of common stock, par value $0.01 per share, o

March 28, 2019 10-K

IWSY / ImageWare Systems, Inc. ANNUAL REPORT (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [] to [] Commission file number 001-15757 IMAGEWAR

March 18, 2019 NT 10-K

IWSY / ImageWare Systems, Inc.

OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response .

March 18, 2019 8-K

Regulation FD Disclosure, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 18, 2019 Commission File Number: 00115757 ImageWare Systems, Inc.

February 22, 2019 8-K

Regulation FD Disclosure, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 8, 2019 Commission File Number: 00115757 ImageWare Systems, Inc.

February 16, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 14, 2019 Commission File Number: 00115757 ImageWare Systems, Inc.

February 14, 2019 SC 13G

IWSY / ImageWare Systems, Inc. / Nantahala Capital Management, LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* IMAGEWARE SYSTEMS, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45245S108 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua

February 1, 2019 8-K

Entry into a Material Definitive Agreement, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2019 IMAGEWARE SYSTEMS, INC.

February 1, 2019 EX-10.2

Sixth Amendment Employment Agreement

Exhibit 10.2 Sixth Amendment to Employment Agreement This Sixth Amendment to Employment Agreement (the “Sixth Amendment”), is being entered into effective January 30, 2019 by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”) and Mr. David Harding (the “Executive”). WHEREAS the Company and Executive entered into an Employment Agreement dated as of January 1, 2013 and subse

February 1, 2019 EX-10.1

Employment Agreement

Exhibit 10.1 Eleventh Amendment to Employment Agreement This Eleventh Amendment to Employment Agreement (the "Eleventh Amendment"), is being entered into effective January 30, 2019 by and between ImageWare Systems, Inc., a Delaware corporation (the "Company") and Mr. S. James Miller, Jr. (the "Executive"). WHEREAS, the Company and Executive entered into an Employment Agreement dated as of Septembe

November 19, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 14, 2018 Commission File Number: 00115757 ImageWare Systems, Inc.

November 19, 2018 EX-99.1

-1-

Exhibit 99.1 ImageWare Systems, Inc. – third Quarter 2018 Results Conference Call, November 14, 2018 C O R P O R A T E P A R T I C I P A N T S Wayne Wetherell, Chief Financial Officer Jim Miller, Chairman & Chief Executive Officer C O N F E R E N C E C A L L P A R T I C I P A N T S WHO ASKED QUESTIONS Gregg, Northland Securities Harvey Cone, HRK Strategic Advisory Jeffrey Link, Invemed P R E S E N

November 14, 2018 10-Q

IWSY / ImageWare Systems, Inc. CURRENT REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEMS, INC.

November 9, 2018 NT 10-Q

IWSY / ImageWare Systems, Inc. NT 10-Q

OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response .

October 26, 2018 424B3

PROSPECTUS 11,031,000 SHARES COMMON STOCK

Filed Pursuant to Rule 424(b)(3) Registration No. 333-227778 PROSPECTUS 11,031,000 SHARES COMMON STOCK This prospectus relates to the sale from time to time of up to 11,031,000 shares of our common stock, par value $0.01 per share (“Common Stock”) by the selling stockholders identified in this prospectus, which amount includes (i) 10,000,000 shares of Common Stock that that may be issued to them f

October 19, 2018 S-1/A

IWSY / ImageWare Systems, Inc. AMENDMENT NO. 1 TO FORM S-1

As filed with the Securities and Exchange Commission on October 19, 2018 Registration No.

October 19, 2018 CORRESP

IWSY / ImageWare Systems, Inc. CORRESP

October 19, 2018 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.

October 11, 2018 S-1

IWSY / ImageWare Systems, Inc. REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on October 10, 2018 Registration No.

October 2, 2018 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 28, 2018 Commission File Number: 00115757 ImageWare Systems, Inc.

September 24, 2018 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 21, 2018 IMAGEWARE SYSTEMS, INC.

September 13, 2018 EX-3.1

CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES C CONVERTIBLE PREFERRED STOCK IMAGEWARE SYSTEMS, INC.

Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES C CONVERTIBLE PREFERRED STOCK OF IMAGEWARE SYSTEMS, INC. The undersigned, the Chief Executive Officer of ImageWare Systems, Inc., a Delaware corporation (the “Company”), does hereby certify that, pursuant to the authority conferred upon the Board of Directors by the Certificate of Incorporation of the Company, as amended, th

September 13, 2018 EX-3.2

AMENDMENT TO THE CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF THE SERIES A CONVERTIBLE PREFERRED STOCK IMAGEWARE SYSTEMS, INC., A Delaware corporation Pursuant to Section 228(a) of the Delaware General Corporation Law

Exhibit 3.2 AMENDMENT TO THE CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF THE SERIES A CONVERTIBLE PREFERRED STOCK OF IMAGEWARE SYSTEMS, INC., A Delaware corporation Pursuant to Section 228(a) of the Delaware General Corporation Law On behalf of ImageWare Systems, Inc., a Delaware corporation (the “Company”), in accordance with the provisions of the Delaware General Corporation Law (the

September 13, 2018 EX-10.4

EXCHANGE AGREEMENT

Exhibit 10.4 EXCHANGE AGREEMENT This Exchange Agreement (this “Agreement”) is dated as of September , 2018 (the “Closing Date”), by and among ImageWare Systems, Inc., a Delaware corporation (the “Company”), and (“”). RECITALS WHEREAS, the Company and Crocker are currently parties to that certain Convertible Promissory Note, dated , as amended (as amended, the “Note”), which Note provides for maxim

September 13, 2018 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 10, 2018 IMAGEWARE SYSTEMS, INC.

September 13, 2018 EX-3.3

WARRANT TO PURCHASE COMMON STOCK IMAGEWARE SYSTEMS, INC.

Exhibit 3.3 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS. Dated: , 2018 Warrant Number: CSW- W

September 13, 2018 EX-10.3

890 shares of Series C Convertible Preferred Stock ImageWare Systems, Inc. PLACEMENT AGENCY AGREEMENT

Exhibit 10.3 890 shares of Series C Convertible Preferred Stock ImageWare Systems, Inc. PLACEMENT AGENCY AGREEMENT September 10, 2018 NORTHLAND SECURITIES, INC. 150 South Fifth Street, Suite 3300 Minneapolis, Minnesota 55402 Ladies and Gentlemen: ImageWare Systems, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this Placement Agency Agreement

September 13, 2018 EX-99.1

ImageWare® Systems Closes $8.9 Million Preferred Stock Private Placement and Approximately $6.9 Million Debt Conversion into Equity

Exhibit 99.1 ImageWare® Systems Closes $8.9 Million Preferred Stock Private Placement and Approximately $6.9 Million Debt Conversion into Equity San Diego, CA, September 12, 2018 – ImageWare® Systems, Inc. (OTCQB: IWSY), a leader in mobile and cloud-based, multi-factor, multi-modal biometric identity management solutions, today announced that it has completed a private placement of $8.9 million of

September 13, 2018 EX-10.1

IMAGEWARE SYSTEMS, INC. SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 IMAGEWARE SYSTEMS, INC. SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of September 10, 2018, is made by and among ImageWare Systems, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and each of the purchasers (individually, a “Purchaser” and collectively the “Purchasers”) set forth on the signature p

September 13, 2018 EX-10.2

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 10th day of September, 2018 by and among ImageWare Systems, Inc., a Delaware corporation (the “Company”), and the “Purchasers” named in that certain Securities Purchase Agreement by and among the Company and the Purchasers (the “Purchase Agreement”). Capitalized terms

August 9, 2018 10-Q

IWSY / ImageWare Systems, Inc. QUARTERLY REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEMS, INC. (Exac

July 7, 2018 S-3/A

IWSY / ImageWare Systems, Inc. AMENDMENT NO. 1

As filed with the Securities and Exchange Commission on July 6, 2018 Registration No.

July 6, 2018 CORRESP

IWSY / ImageWare Systems, Inc. CORRESP

July 6, 2018 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.

June 28, 2018 S-3

IWSY / ImageWare Systems, Inc. REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on June 27, 2018 Registration No.

May 10, 2018 10-Q

IWSY / ImageWare Systems, Inc. FORM 10Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEMS, INC. (Exa

April 19, 2018 EX-99.1

AMENDED AND RESTATED 1999 STOCK PLAN AWARD Imageware Systems, Inc. 1999 Stock Award Plan amended and restated as of February 9, 2018 Imageware Systems, Inc. 1999 Stock Award Plan

Exhibit 99.1 AMENDED AND RESTATED 1999 STOCK PLAN AWARD Imageware Systems, Inc. 1999 Stock Award Plan amended and restated as of February 9, 2018 Imageware Systems, Inc. 1999 Stock Award Plan 1. Purpose. The purpose of this 1999 Stock Award Plan (the “Plan”) is to assist Imageware Systems, Inc., a Delaware corporation (the “Company”) and its Related Entities in attracting, motivating, retaining an

April 19, 2018 S-8

IWSY / ImageWare Systems, Inc. REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on April 19, 2018 Registration No.

March 19, 2018 10-K

IWSY / ImageWare Systems, Inc. ANNUAL REPORT (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [] to [] Commission file number 001-15757 IMAGEWAR

March 16, 2018 NT 10-K

IWSY / ImageWare Systems, Inc. NT 10-K

OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response .

February 13, 2018 EX-3.1

CERTIFICATE OF AMENDMENT CERTIFICATE OF INCORPORATION IMAGEWARE SYSTEMS, INC.

Blueprint Exhibit 3.1 CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION OF IMAGEWARE SYSTEMS, INC. ImageWare System, Inc., a Delaware corporation (the ?Corporation?), does hereby certify that: FIRST: This Certificate of Amendment amends the provisions of the Corporation?s Certificate of Incorporation, as amended (the ?Certificate of Incorporation?). SECOND: The terms and provisions of this

February 13, 2018 EX-10.1

Fifth Amendment Employment Agreement

Blueprint Exhibit 10.1 Fifth Amendment to Employment Agreement This Fifth Amendment to Employment Agreement (the “Fifth Amendment”), is being entered into effective December 31, 2017 by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”) and Mr. David Harding (the “Executive”). Whereas, the Company and Executive entered into an Employment Agreement dated as of January 1, 20

February 13, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

Blueprint UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2018 IMAGEWARE SYSTEMS, INC.

February 13, 2018 EX-10.2

TENTH AMENDMENT Employment Agreement

Blueprint Exhibit 10.2 TENTH AMENDMENT to Employment Agreement This Tenth Amendment to Employment Agreement (the "Tenth Amendment"), is being entered into effective September 12, 2017 by and between ImageWare Systems, Inc., a Delaware corporation (the "Company") and Mr. S. James Miller, Jr. (the "Executive"). WHEREAS, the Company and Executive entered into an Employment Agreement dated as of Septe

February 6, 2018 EX-24

POWER OF ATTORNEY

ex24-02062018100221.htm POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Wayne Wetherell, Jeff Hotze, signing singly, the undersigned?s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of ImageWare Systems, Inc. (the ?Company?), Forms 3, 4 and

January 4, 2018 DEF 14A

IWSY / ImageWare Systems, Inc. DEFINITIVE PROXY STATEMENT

SEC Connect UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the SEC Only (as permitted by Rule 14a-6(e)(2)) [X] Definit

December 18, 2017 PRE 14A

IWSY / ImageWare Systems, Inc. PRELIMINARY PROXY STATEMENT

pre14a UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the SEC Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive P

November 14, 2017 EX-99.1

EX-99.1

Exhibit 99.1 Exhibit 99.1

November 14, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2017 IMAGEWARE SYSTEMS, INC.

November 9, 2017 10-Q

IWSY / ImageWare Systems, Inc. FORM 10Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEMS, INC.

October 19, 2017 EX-3

CERTIFICATE OF ELIMINATION OF THE SERIES E CONVERTIBLE PREFERRED STOCK SERIES F CONVERTIBLE PREFERRED STOCK SERIES G CONVERTIBLE PREFERRED STOCK IMAGEWARE SYSTEMS INC.

ex3-10192017121034.htm CERTIFICATE OF ELIMINATION OF THE SERIES E CONVERTIBLE PREFERRED STOCK SERIES F CONVERTIBLE PREFERRED STOCK SERIES G CONVERTIBLE PREFERRED STOCK OF IMAGEWARE SYSTEMS INC. Pursuant to the provisions of Section 151(g) of the General Corporation Law of the State of Delaware (the ?DGCL?), it is hereby certified that: 1. The name of the corporation is ImageWare Systems Inc. (the

October 19, 2017 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2017 IMAGEWARE SYSTEMS, INC.

September 22, 2017 EX-24

POWER OF ATTORNEY

ex24-09212017060904.htm POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Wayne Wetherell, Jeff Hotze, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of ImageWare Systems, Inc. (the "Company"), Forms 3, 4 and

September 22, 2017 EX-24

POWER OF ATTORNEY

ex24-09212017060938.htm POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Wayne Wetherell, Jeff Hotze, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of ImageWare Systems, Inc. (the "Company"), Forms 3, 4 and

September 19, 2017 EX-3.1

CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK IMAGEWARE SYSTEMS, INC.

SEC Connect Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK OF IMAGEWARE SYSTEMS, INC. The undersigned, the Chief Executive Officer of ImageWare Systems, Inc., a Delaware corporation (the ?Company?), does hereby certify that, pursuant to the authority conferred upon the Board of Directors by the Certificate of Incorporation of the Company, as

September 19, 2017 EX-10.1

ImageWare Systems, Inc. Subscription Form Series A Convertible Preferred Stock Liquidation Preference $1,000 per Share

Ex 10-1 Exhibit 10.1 ImageWare Systems, Inc. Subscription Form Series A Convertible Preferred Stock Liquidation Preference $1,000 per Share Investor?s Name: Investor?s Address Investor?s Social Security or Federal Tax Identification Number: Brokerage Firm (for delivering shares): Account Number at Brokerage Firm: DTC Participant Number: Number of Shares Subscribed for: Amount Owed for Shares: ($ p

September 19, 2017 EX-10.2

EXCHANGE AGREEMENT

EX-10.2 5 ex10-2.htm FORM OF EXCHANGE AGREEMENT Exhibit 10.2 EXCHANGE AGREEMENT This Exchange Agreement (this “Agreement”) is dated as of September , 2017, by and among ImageWare Systems, Inc., a Delaware corporation (the “Company”), and each of the signatories to this Agreement (each, a “Stockholder”). RECITALS WHEREAS, as of the date hereof, the Stockholder beneficially owns that number of share

September 19, 2017 EX-99.1

ImageWare Systems Secures $11 Million in New Funding

EX-99.1 6 ex99-1.htm PRESS RELEASE Exhibit 99.1 ImageWare Systems Secures $11 Million in New Funding SAN DIEGO, CA – September 19, 2017 – ImageWare Systems, Inc. (ImageWare or IWS) (OTCQB: IWSY), a leader in mobile and cloud-based, multi-modal biometric identity management solutions, has completed an $11 million registered direct offering to certain accredited investors. ImageWare sold an aggregat

September 19, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

SEC Connect UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 15, 2017 IMAGEWARE SYSTEMS, INC.

September 18, 2017 424B5

11,000 of Shares of Series A Convertible Preferred Stock 10,600,000 shares of Common Stock

SEC Connect PROSPECTUS SUPPLEMENT (to Prospectus Dated May 4, 2017) Filed Pursuant to Rule 424(b)(5) Commission File No.

August 16, 2017 EX-99.1

IMAGEWARE SYSTEMS, INC. FQ2 2017 EARNINGS CALL

EX-99.1 2 ex99-1.htm EARNINGS CALL TRANSCRIPT, DATED AUGUST 14, 2017 IMAGEWARE SYSTEMS, INC. FQ2 2017 EARNINGS CALL AUG 14, 2017 Call Participants EXECUTIVES S. James Miller Chairman and Chief Executive Officer ANALYSTS Harvey R. Kohn Robert London Robert Warren Stone Cowen and Company, LLC, Research Division IMAGEWARE SYSTEMS, INC. FQ2 2017 EARNINGS CALL AUG 14, 2017 Presentation Operator Good af

August 16, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

SEC Connect UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 14, 2017 Commission File Number: 00115757 ImageWare Systems, Inc.

August 14, 2017 10-Q

IWSY / ImageWare Systems, Inc. FORM 10-Q (Quarterly Report)

DRAFT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEMS, INC.

August 9, 2017 NT 10-Q

ImageWare Systems 0-Q

ImageWare Systems, Inc. - FORM form12b-25 OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 00115757 CUSIP NUMBER UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ x ] Form 10-Q [ ] Form 10-D [ ] Form

May 16, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

SEC Connect UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 10, 2017 Commission File Number: 00115757 ImageWare Systems, Inc.

May 16, 2017 EX-99.1

IMAGEWARE SYSTEMS, INC. FQ1 2017 EARNINGS CALL

SEC Connect IMAGEWARE SYSTEMS, INC. FQ1 2017 EARNINGS CALL MAY 10, 2017 Exhibit 99.1 Call Participants EXECUTIVES S. James Miller Chairman and Chief Executive Officer Wayne G. Wetherell Chief Financial Officer, Senior Vice President of Administration, Treasurer and Secretary ANALYSTS Harvey R. Kohn Michael Fawzy Malouf Craig-Hallum Capital Group LLC, Research Division Robert T. Clutterbuck Clutter

May 11, 2017 EX-10.2

AMENDMENT NO. 6 TO CONVERTIBLE PROMISSORY NOTE

EX-10.2 3 ex10-2.htm AMENDMENT NO. 6 TO CONVERTIBLE PROMISSORY NOTE Exhibit 10.2 AMENDMENT NO. 6 TO CONVERTIBLE PROMISSORY NOTE This Amendment No. 6 to Convertible Promissory Note (the “Amendment”) is entered into as of May 10, 2017, by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”), and Neal I. Goldman, or his registered assigns (“Holder”). Unless otherwise specified

May 11, 2017 EX-10.1

AMENDMENT NO. 2 TO CONVERTIBLE PROMISSORY NOTE

SEC Connect Exhibit 10.1 AMENDMENT NO. 2 TO CONVERTIBLE PROMISSORY NOTE This Amendment No. 2 to Convertible Promissory Note (the “Amendment”) is entered into as of May 10, 2017 by and between ImageWare Systems, Inc., a Delaware corporation (the “Company”), and Charles Crocker, or his registered assigns (“Holder”). Unless otherwise specified herein, all capitalized terms set forth in this Amendment

May 11, 2017 10-Q

ImageWare Systems QUARTERLY REPORT (Quarterly Report)

SEC Connect UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-15757 IMAGEWARE SYSTEM

May 10, 2017 NT 10-Q

ImageWare Systems 0-Q

ImageWare Systems, Inc. - FORM form12b-25 OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 00115757 CUSIP NUMBER UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ x ] Form 10-Q [ ] Form 10-D [ ] Form

May 4, 2017 424B3

COMMON STOCK PREFERRED STOCK 6,021 SHARES OF SERIES G CONVERTIBLE PREFERRED STOCK AND 6,111,238 SHARES OF COMMON STOCK OFFERED BY SELLING STOCKHOLDERS

SEC Connect Filed Pursuant to Rule 424(b)(3) Registration No. 333-214124 PROSPECTUS $15,000,000 COMMON STOCK PREFERRED STOCK WARRANTS RIGHTS 6,021 SHARES OF SERIES G CONVERTIBLE PREFERRED STOCK AND 6,111,238 SHARES OF COMMON STOCK OFFERED BY SELLING STOCKHOLDERS By this prospectus and accompanying prospectus supplements, we may, from time to time, offer and sell, in one or more offerings, shares o

April 27, 2017 CORRESP

ImageWare Systems ESP

Blueprint April 27, 2017 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.

April 21, 2017 10-K/A

ImageWare Systems AMENDMENT NO. 1 TO FORM 10-K (Annual Report)

SEC Connect UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-15757

March 31, 2017 S-3/A

ImageWare Systems S-3/A

SEC Connect As filed with the Securities and Exchange Commission on March 30, 2017 Registration No.

March 30, 2017 10-K

ImageWare Systems FORM 10-K (Annual Report)

SEC Connect UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-15757 IM

March 30, 2017 CORRESP

ImageWare Systems ESP

SEC Connect March 30, 0217 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

March 15, 2017 NT 10-K

ImageWare Systems 0-K

ImageWare Systems, Inc. - FORM form12b-25 OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 00115757 CUSIP NUMBER UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): [ x ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form

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