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SMX (Security Matters) Public Ltd Co (SMX) announced the plastics application of its four-layer Digital Material Passport Platform, designed to connect physical plastic to a persistent digital identity, verified lifecycle data, trading markets and plastic circularity credits. The platform’s four layers are Material, Passport, Market and Credit, aiming to turn plastic into a verifiable real-world asset with traceable provenance and recycled content. SMX is also opening a global client experience program and offering a free trial that lets companies mark, verify and certify their own plastic using the platform.
SMX (Security Matters) Public Limited Company is registering up to 25,414,300 Ordinary Shares for resale by a selling stockholder tied to a Standby Equity Purchase Agreement (SEPA) equity line. The SEPA provides a commitment of up to $250,000,000 of Ordinary Shares, with Advances priced at 94% of the lowest VWAP over three trading days, or 98% of the lowest intraday traded price for intraday Advances, subject to volume and 4.99% ownership caps.
The company has already drawn about $50.5 million and issued 463,035 shares under earlier registrations; this prospectus covers the remaining commitment. SMX receives no proceeds from stockholder resales but may obtain additional capital from future SEPA draws for working capital, general corporate purposes and debt reduction. A shareholder rights agreement (poison pill) triggers at 10% ownership and allows purchase of preferred shares with a $250 million liquidation preference and an 18.5% cumulative dividend. The company’s auditors included a going concern explanatory paragraph, it reports total liabilities of about $8.7 million, has effected numerous reverse stock splits, and warns of significant risks including future financing needs, Nasdaq listing compliance, dilution, and operational challenges.
SMX (Security Matters) Public Limited Company filed a Form F-1 to register for resale up to 25,414,300 Ordinary Shares that may be issued to a standby equity investor under a $250,000,000 equity line (SEPA). These are being registered for the selling stockholder’s account; SMX does not receive proceeds from their resale.
As of July 24, 2026, 1,088,608 Ordinary Shares were outstanding; if all registered shares are issued, total would rise to 26,502,908. SMX has already drawn about $50.5 million net under the SEPA and issued 463,035 shares. The purchase price for future advances is set at a discount to market VWAP, and individual drawdowns are capped by recent trading volume and a 4.99% ownership limit.
The company reports total liabilities of about $8.7 million, no revenues to date and an explanatory going-concern paragraph in its 2025 financial statements. Extensive reverse stock splits and a shareholder rights plan with high-dividend preferred shares are in place, and SMX flags significant risks including dilution, funding needs, Nasdaq listing compliance and complex tax and cross-border regulatory exposures.
SMX (Security Matters) Public Limited Company amended its 2022 Incentive Equity Plan to increase the number of authorized Ordinary Shares under the plan from approximately 671,641 to 781,641. As a Foreign Private Issuer relying on Nasdaq Rule 5615(a)(3), the company approved this amendment without stockholder approval.
Following the amendment, SMX granted 100,000 restricted stock units to Chief Executive Officer Haggai Alon and 10,000 restricted stock units to a consultant, all of which vested upon grant. As a condition, the underlying ordinary shares may not be registered for trading before January 22, 2027. As of July 23, 2026, SMX had 1,088,608 ordinary shares issued and outstanding, and the report is incorporated by reference into the company’s existing Form F-3 and Form S-8 registration statements.
Haggai Alon, Chairman of the Board and Chief Executive Officer of SMX (Security Matters) Public Limited Company, beneficially owns 201,485 Ordinary Shares, representing 18.5% of the 1,088,608 Ordinary Shares outstanding as of July 23, 2026. He holds sole voting and sole dispositive power over this entire stake.
This position includes equity compensation under the company’s 2022 Incentive Equity Plan, which authorizes 781,641 Ordinary Shares for grants. Alon has been granted 100,000 restricted stock units that vested upon grant, subject to a condition that the underlying shares will not be registered for trading before January 22, 2027. An additional 75,955 RSUs that do not vest within sixty days are excluded from his reported beneficial ownership.
Alon Haggai reported acquisition or exercise transactions in this Form 4 filing.
SMX (Security Matters) Public Ltd Co reported that Chairman and CEO Alon Haggai received a grant of 100,000 restricted stock units representing ordinary shares, which vested immediately on July 23, 2026.
After this award he beneficially owns 277,440 ordinary shares; the shares from this grant are scheduled to become registered for trading on January 22, 2027.
SMX (Security Matters) Public Limited Company reports unaudited results for the six months ended June 30, 2026 and details significant financing activities. The company generated no recurring revenue and recorded an operating loss of $30,206 thousand and a net loss of $45,450 thousand, compared with $23,751 thousand and $24,621 thousand a year earlier.
Cash and cash equivalents rose to $33,540 thousand from $12,201 thousand as the company drew $50,523 thousand net under its Standby Equity Purchase Agreement, increasing total equity to $54,354 thousand while liabilities declined to $8,717 thousand. Ordinary shares outstanding grew to 978,608, reflecting SEPA issuances, conversions of $20,625 principal of convertible notes, and share-based compensation.
The SEPA commitment was increased to $250,000 and remains a key liquidity source, alongside a new shareholder rights plan that issues preferred share purchase rights if any holder exceeds 10% ownership. Management discloses accumulated losses of $295,552 thousand, ongoing arbitration over a $5 million contract with R&I Trading, and states that continued operations will require additional external financing despite current cash resources.
SMX (Security Matters) PLC files a Form F-3 to register up to 25,414,300 Ordinary Shares for resale by selling stockholders. The registration covers Ordinary Shares tied to a Standby Equity Purchase Agreement (SEPA) under which a SEPA Investor committed up to $250,000,000 in an equity line; the prospectus covers the remaining $199,476,841 of the commitment. The Company states it has drawn down $50,523,159 and issued 463,035 Ordinary Shares under the SEPA. Ordinary Shares outstanding were 978,608 as of June 30, 2026 and would be 26,392,908 after giving effect to the registered issuance assumptions. The prospectus is a shelf-style resale registration; proceeds from resales by the selling stockholders will go to those holders, while future draws under the Equity Line would provide proceeds to the Company if and when the Company elects to sell shares to the SEPA Investor.