Business Context and Reporting Period
This Form 6-K filing by SMX (Security Matters) Public Limited Company covers the month of April 2026, with the report dated April 24, 2026. The Company is a Foreign Private Issuer headquartered in Dublin, Ireland, and files annual reports under Form 20-F.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and equity plan amendments rather than financial performance.
Material Changes
- Equity Plan Amendment: The Company amended its 2022 Incentive Equity Plan to increase the number of authorized Ordinary Shares from approximately 2,442,092 to 4,754,592.
- Shareholder Approval: Relying on Nasdaq Rule 5615(a)(3) as a Foreign Private Issuer, the Company approved the Amendment without stockholder approval.
- RSU Grants: Following the amendment, the Company granted an aggregate of 2,300,000 restricted stock units (RSUs) to executive officers, directors, and service providers.
- Vesting Schedule: The earliest vesting date for the newly granted RSUs is January 31, 2027.
- Share Count: As of April 23, 2026, the Company had 7,297,433 ordinary shares issued and outstanding.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or management commentary regarding future business performance. No specific risks or contingencies are detailed in this report, other than the standard incorporation by reference into existing registration statements (Forms F-3 and S-8).
Investor Verification Checklist
- Verify the impact of the 2,300,000 new RSU grants on potential future dilution.
- Confirm the total number of authorized shares under the amended Incentive Plan (4,754,592).
- Review the vesting conditions and performance metrics attached to the RSUs granted on April 24, 2026.
- Check subsequent filings for any updates to the outstanding share count following the RSU grants.