SMX Security Matters (Nasdaq: SMX) ups equity plan, grants RSUs
Rhea-AI Filing Summary
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.
Positive
- None.
Negative
- The equity plan expansion and grants of 100,000 RSUs to the CEO and 10,000 RSUs to a consultant increase potential share overhang relative to the 1,088,608 ordinary shares outstanding as of July 23, 2026.
Key Figures
Incentive Plan Authorized Shares Before Amendment: 671,641 shares
Incentive Plan Authorized Shares After Amendment: 781,641 shares
RSUs Granted to CEO: 100,000 restricted stock units
+2 more
5 metrics
Incentive Plan Authorized Shares Before Amendment
671,641 shares
Authorized Ordinary Shares under 2022 Incentive Equity Plan prior to July 23, 2026 amendment
Incentive Plan Authorized Shares After Amendment
781,641 shares
Authorized Ordinary Shares under 2022 Incentive Equity Plan following July 23, 2026 amendment
RSUs Granted to CEO
100,000 restricted stock units
RSUs granted to Chief Executive Officer Haggai Alon upon amendment of the incentive plan
RSUs Granted to Consultant
10,000 restricted stock units
RSUs granted to a consultant for services rendered
Ordinary Shares Outstanding
1,088,608 shares
Issued and outstanding ordinary shares as of July 23, 2026
Key Terms
Foreign Private Issuer, Incentive Equity Plan, restricted stock units, Nasdaq Rule 5615(a)(3), +1 more
5 terms
Foreign Private Issuer regulatory
"As a Foreign Private Issuer, Nasdaq Rule 5615(a)(3) allows the Company"
A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.
Incentive Equity Plan financial
"amended its 2022 Incentive Equity Plan, as amended (the “Incentive Plan”)"
restricted stock units financial
"the Company granted an aggregate of 100,000 restricted stock units to Haggai Alon"
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.
Nasdaq Rule 5615(a)(3) regulatory
"Nasdaq Rule 5615(a)(3) allows the Company to rely on home country"
incorporated by reference regulatory
"The information included in this Report on Form 6-K is hereby incorporated by reference"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What change did SMX (SMX) make to its 2022 Incentive Equity Plan?
SMX amended its 2022 Incentive Equity Plan to raise authorized Ordinary Shares from approximately 671,641 to 781,641. This change expands the pool of shares available for future equity awards under the plan without requiring stockholder approval.
How many restricted stock units did SMX (SMX) grant in this Form 6-K event?
SMX granted 100,000 restricted stock units to CEO Haggai Alon and 10,000 restricted stock units to a consultant. All RSUs vested immediately upon grant, compensating the recipients for services and utilizing the newly expanded incentive plan share pool.
Did SMX (SMX) seek stockholder approval for the incentive plan amendment?
SMX did not seek stockholder approval for the amendment to its 2022 Incentive Equity Plan. As a Foreign Private Issuer, it relied on Nasdaq Rule 5615(a)(3) and applicable home country practices to approve the change at the company level instead.
How does this SMX (SMX) Form 6-K affect its existing registration statements?
The information in this Form 6-K is incorporated by reference into SMX’s Form F-3 and Form S-8 registration statements. This makes the incentive plan amendment and RSU grants part of the disclosure record used in those registered offerings.