SMX 424B3: Shelf registration

SMX

Filed with the SEC on · accession 0001493152-26-051568

SMX filed a 424B3 (prospectus (offering)) with the SEC on Nov 13, 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, and disclosed an amendment to its 2022 Incentive Equity Plan increasing authorized shares and granting RSUs to… The stock moved -8.9% 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, and disclosed an amendment to its 2022 Incentive Equity Plan increasing authorized shares and granting RSUs to executives, directors, and service providers.

Key details

Maximum ordinary shares registered for resale under the prospectus$9.1M
Commitment amount under the Standby Equity Purchase Agreement$250.0M
Amount drawn down under the SEPA as of November 9, 2026$4.8M
Ordinary shares issued to SEPA Investor as of November 9, 2026$509K
Increase in shares authorized under the 2022 Incentive Equity Plan$622K
RSUs granted to CEO Haggai Alon$188K
RSUs granted to Interim CFO Amir Bader$25K
RSUs granted to EVP and Chief Strategy Officer Zeren Browne$25K
Aggregate RSUs granted to other directors$77K
Aggregate RSUs granted to advisory board members, employees, and service providers$307K
IssuerSMX (Security Matters) Public Limited Company
Selling stockholder / equity line purchaserSEPA Investor
Chief executive officerHaggai Alon
Interim chief financial officerAmir Bader
Executive vice president and chief strategy officerZeren Browne

How SMX stock reacted

Close before

$4.84

Nov 12, 2026

First close after

-8.86%

$4.41

5 trading days

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Since filing

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Frequently asked questions

What did SMX file with the SEC on Nov 13, 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, and disclosed an amendment to its 2022 Incentive Equity Plan increasing authorized shares and granting RSUs to executives, directors, and service providers.

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 $4.84 before the filing and $4.41 on Nov 13, 2026 (-8.86%).

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