SMX (SMX) CEO Haggai Alon controls 201,485 shares, 18.5% stake

Rhea-AI Filing Summary

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.

Filing Explained

This Schedule 13D amendment states that Haggai Alon currently has no plans or proposals concerning the listed control matters, while retaining the ability to acquire additional securities under the company’s incentive plan.

Key Figures

Beneficial Ownership: 201,485 Ordinary Shares Ownership Percentage: 18.5% Shares Outstanding: 1,088,608 Ordinary Shares +3 more

6 metrics

Beneficial Ownership 201,485 Ordinary Shares Ordinary Shares beneficially owned by Haggai Alon as of the reporting date

Ownership Percentage 18.5% Portion of SMX’s Ordinary Shares class represented by 201,485 shares

Shares Outstanding 1,088,608 Ordinary Shares Ordinary Shares issued and outstanding as of July 23, 2026

Incentive Plan Pool 781,641 Ordinary Shares Authorized for grant under SMX’s 2022 Incentive Equity Plan

Vested RSUs Granted 100,000 RSUs Restricted stock units granted to Haggai Alon that vested upon grant

Unvested RSUs Excluded 75,955 RSUs RSUs granted to Haggai Alon that do not vest within sixty days and are excluded from beneficial ownership

Key Terms

beneficially owns, restricted stock units, Incentive Equity Plan, sole Voting Power, +1 more

5 terms

beneficially owns regulatory

"As of the filing date of this Report, the Reporting Person beneficially owns 201,485 Ordinary Shares"

Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.

restricted stock units financial

"The Company has granted to Mr. Alon 100,000 restricted stock units ("RSUs") under the Incentive Plan"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Incentive Equity Plan financial

"The Company's 2022 Incentive Equity Plan, as amended (the Incentive Plan), authorizes 781,641 Ordinary Shares"

sole Voting Power regulatory

"Number of Shares Beneficially Owned by Each Reporting Person With: Sole Voting Power 201,485.00"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

Rule 13d-3(d)(1)(i) regulatory

"The percentage of ownership reported was calculated in accordance with Rule 13d-3(d)(1)(i) promulgated"

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 07/27/2026 - 08:01 PM Accepted by SEC EDGAR 07/27/2026 - 08:01 PM Learn about SEC filing dates

FAQ

What percentage of SMX (SMX) does Haggai Alon beneficially own?

Haggai Alon beneficially owns 18.5% of SMX’s Ordinary Shares, equal to 201,485 shares out of 1,088,608 shares outstanding as of July 23, 2026, and has sole voting and dispositive power over this entire holding.

How many SMX (SMX) shares does Haggai Alon control through sole voting power?

Haggai Alon has sole voting power over 201,485 Ordinary Shares of SMX and no shared voting power. He also has sole dispositive power over the same 201,485 shares, reflecting direct control over voting and disposition decisions for this stake.

What equity awards has Haggai Alon received from SMX (SMX) under the 2022 Incentive Equity Plan?

Under SMX’s 2022 Incentive Equity Plan, Haggai Alon received 100,000 restricted stock units (RSUs) that vested upon grant. Separately, 75,955 RSUs granted to him do not vest within sixty days and are excluded from his reported beneficial ownership under SEC rules.

How large is SMX’s (SMX) 2022 Incentive Equity Plan share pool?

SMX’s 2022 Incentive Equity Plan authorizes 781,641 Ordinary Shares for grants to officers, directors, employees, advisors and other service providers. Haggai Alon’s RSU awards, including 100,000 vested RSUs, are granted from this overall equity pool established by the company.

Why are some of Haggai Alon’s SMX (SMX) RSUs excluded from his beneficial ownership?

The disclosure excludes 75,955 RSUs from Haggai Alon’s beneficial ownership because they do not vest within the next 60 days. Under Rule 13d-3(d)(1)(i), only securities exercisable or vesting within sixty days are typically counted in beneficial ownership calculations.

What trading restriction applies to Haggai Alon’s 100,000 SMX (SMX) RSUs?

Although all 100,000 RSUs granted to Haggai Alon vested upon grant, a condition requires that the underlying Ordinary Shares not be registered for trading before January 22, 2027, limiting when those shares can be registered for public trading despite full vesting.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

SMX (Security Matters) Public Limited Company

(Name of Issuer)

Ordinary Shares, par value $0.00000000558603475 par value per share

(Title of Class of Securities)

G8267K406

(CUSIP Number)

Haggai Alon
Mespil Business Centre,, Mespil House, Sussex Road
Dublin 4, L2, D04 T4A6
353-1-920-1000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

07/23/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): G8267K406

1

Name of reporting person

Haggai Alon

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

ISRAEL

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 201,485.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 201,485.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

201,485.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

18.5 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

See Item 5(a) below. All numbers reflect all reverse stock splits of the Issuer on a retroactive basis.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary Shares, par value $0.00000000558603475 par value per share
(b)	Name of Issuer: SMX (Security Matters) Public Limited Company
(c)	Address of Issuer's Principal Executive Offices: Mespil Business Centre, Mespil House, Sussex Road, Dublin 4, IRELAND , D04 T4A6.
Item 2.	Identity and Background
(a)	This Report is being filed pursuant to Rule 13d-1 under the Securities Exchange Act of 1934, as amended, by Haggai Alon (the "Reporting Person").
(b)	The business address for the Reporting Person is located at Mespil Business Centre, Mespil House, Sussex Road, Dublin 4, D04 T4A6 Ireland.
(c)	The Reporting Person's principal occupation is Chairman of the Board and Chief Executive Officer of the Company.
(d)	During the past five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)	During the past five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction where as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to federal or state securities laws or finding any violation with respect to such laws.
(f)	Israel
Item 3.	Source and Amount of Funds or Other Consideration
	The Company's 2022 Incentive Equity Plan, as amended (the "Incentive Plan"), authorizes 781,641 Ordinary Shares for grant under the Incentive Plan to officers, directors, employees, advisors and other service providers of the Company. The Company has granted to Mr. Alon 100,000 restricted stock units ("RSUs") under the Incentive Plan, each of which represents a contingent right to receive one (1) Ordinary Share. All of the RSUs vested upon grant and it was a condition to grant that the Reporting Person shall not have the underlying Ordinary Shares register for trading before January 22, 2027.
Item 4.	Purpose of Transaction
	See Item 3 above. The Reporting Person acquired the securities described Item 3 for compensatory purposes pursuant to the Incentive Plan. Subject to applicable law and the Company's Articles of Association, the Reporting Person may acquire additional securities in the Company pursuant to the Incentive Plan. Other than as described above, the Reporting Person as of the date of the event requiring filing of Report does not currently have any plans or proposals that relate to, or would result in, any of the matters listed in Item 4(a)-(j) of Schedule 13D, although, depending on the factors discussed herein, the Reporting Person may change its purpose or formulate different plans or proposals with respect thereto at any time.
Item 5.	Interest in Securities of the Issuer
(a)	As of the filing date of this Report, the Reporting Person beneficially owns 201,485 Ordinary Shares, which number of shares represents approximately 18.5% of the 1,088,608 outstanding Ordinary Shares issued and outstanding as of July 23, 2026. It does not include 75,955 RSUs granted to the Reporting Person which do not vest within the next sixty (60) days. The percentage of ownership reported in this Item 5 was calculated in accordance with Rule 13d-3(d)(1)(i) promulgated under the Securities Exchange Act of 1934, as amended.
(b)	See rows (7) through (10) of the cover page to this Report for the number of Ordinary Shares as to which the Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.
(c)	Except as described elsewhere in this Item 5 and in Item 3, which is hereby incorporated by reference, the Reporting Person has not effected any transaction in Ordinary Shares or other voting securities of the Company in the past 60 days from the date of the event requiring filing of this Report.
(d)	The Reporting Person has the right to receive the dividends from and proceeds of sales from the Ordinary Shares beneficially owned by him.
(e)	See Item 5(a) above.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Reference is made to Items 3 and 4, which are hereby incorporated by reference.
Item 7.	Material to be Filed as Exhibits.
	2022 Incentive Equity Plan (incorporated by reference to Exhibit 4.33 to the Company's Report on Form 20-F for the fiscal year ended December 31, 2022, filed with the SEC on April 28, 2023).

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Haggai Alon

Signature:	/s/ Haggai Alon
Name/Title:	Haggai Alon
Date:	07/27/2026