SMX 424B3: Shelf registration

SMX

Filed with the SEC on · accession 0001493152-26-051138

SMX filed a 424B3 (prospectus (offering)) with the SEC on Nov 12, 2026. SMX filed a prospectus supplement updating its resale registration for up to 9,076,535 ordinary shares issuable to a SEPA investor under a $250 million standby equity purchase agreement, reflecting a 2.8:1 reverse stock split effective November 9, 2026. The stock moved -56.7% by the first close after the filing.

Summary of the filing

SMX filed a prospectus supplement updating its resale registration for up to 9,076,535 ordinary shares issuable to a SEPA investor under a $250 million standby equity purchase agreement, reflecting a 2.8:1 reverse stock split effective November 9, 2026. The company has drawn approximately $4.76 million and issued 508,929 shares under the equity line to date.

Key details

Maximum committed equity line amount under SEPA$250.0M
Amount drawn down under SEPA as of prospectus supplement date$4.8M
Ordinary shares issued to SEPA Investor to dateshares 509K
Maximum ordinary shares registered for resale (post 2.8:1 reverse split)shares 9.1M
Closing price of ordinary shares on November 9, 2026$9
IssuerSMX (Security Matters) Public Limited Company
Selling stockholder / equity line purchaserSEPA Investor

How SMX stock reacted

Close before

$11.19

Nov 11, 2026

First close after

-56.75%

$4.84

5 trading days

—

Since filing

-60.58%

$4.41

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Frequently asked questions

What did SMX file with the SEC on Nov 12, 2026?

SMX filed a 424B3 (Shelf registration). SMX filed a prospectus supplement updating its resale registration for up to 9,076,535 ordinary shares issuable to a SEPA investor under a $250 million standby equity purchase agreement, reflecting a 2.8:1 reverse stock split effective November 9, 2026. The company has drawn approximately $4.76 million and issued 508,929 shares under the equity line to date.

What does a shelf registration mean for SMX stock?

New shares dilute existing holders and are often sold at a discount to the market price.

How do I read a 424B3?

The final terms of an offering of shares or bonds. Look at price, number of shares and the discount to the market price. Large offerings dilute existing shareholders.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A 424B3 (prospectus (offering)): The final terms of an offering of shares or bonds.

How did SMX stock react to this filing?

SMX closed at $11.19 before the filing and $4.84 on Nov 12, 2026 (-56.75%).

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