Have a new SE that locked up (too many bad passwords). Won't restore through iTunes. What do I do now?

Bought a new SE last month, had it two weeks and hadn't loaded much into it. Put the wrong password in too many times and now I'm locked out. Apple made me wait 14 days and then sent me a verification code via text to the phone I'm locked out of! Tried to restore through iTunes without the verification code but it didn't work (hadn't synced it with the phone yet). Keeps asking for my Apple ID password which I can't remember am at a loss as to what to do next. HELP !!! Thanks