6-K
Brera Holdings PLC (SLMT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of May, 2026.
Commission File Number 001-41606
BRERA HOLDINGS PLC
(Translation of registrant’s name into English)
Connaught House, 5th Floor
One Burlington Road
Dublin 4
D04 C5Y6
Ireland
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒ Form 40-F ☐
INFORMATION CONTAINEDIN THIS FORM 6-K REPORT
Letter to Shareholders
On May 27, 2026, the Company issued a letter from its Chief Executive Officer and a member of the Board of Directors of the Company to its shareholders.
A copy of the letter to the shareholders is furnished as Exhibit 99.1 to this Report on Form 6-K. The information contained in the letter to the shareholders furnished as Exhibit 99.1 to this Report on Form 6-K shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to any such filing.
| Exhibit No. | Description |
|---|---|
| 99.1 | Letter to Shareholders. |
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: May 27, 2026 | BRERA HOLDINGS PLC | |
|---|---|---|
| By: | /s/ Ron Sade | |
| Ron Sade | ||
| Chief Executive Officer |
2
Exhibit99.1
Letterto Shareholders of Brera Holdings PLC(d/b/a Solmate Infrastructure)
DUBLIN--(BUSINESS WIRE)--Brera Holdings PLC (Nasdaq: SLMT) (the "Company" or "Solmate Infrastructure"), today issued the following letter from Ron Sade, Chief Executive Officer and Keren Maimon, Board Member:
Dear Shareholders,
Last Thursday morning, we announced significant personal investments into Solmate.
We invested because we genuinely believe in where this Company is going and in the opportunity ahead of us.
The financial system is changing. Digital assets, tokenization, and blockchain infrastructure are becoming increasingly integrated into global capital markets, and we believe Solana is positioned to become one of the core technologies behind that shift.
Our goal is simple: to build Solmate into a leading institutional gateway to the Solana ecosystem.
While the Company holds digital assets in connection with its operations, we also intend to build real infrastructure across staking, validation, RPC services, colocation, and digital asset operations designed for institutions that want serious exposure to the ecosystem through a public Company structure.
We believe Solmate is uniquely positioned to execute on this opportunity.
Our base in Abu Dhabi gives us a strong strategic position as the UAE continues establishing itself as a global hub for digital assets and next-generation financial infrastructure. Combined with our growing relationships across the Solana ecosystem and broader institutional market, we believe the foundation we are building is extremely powerful.
As of December 31, 2025, the Company had Total Assets of approximately $193 million^1^, and we believe it is well-positioned to serve as a bridge between institutional capital and one of the fastest-growing regulated digital asset markets globally.
Over the past several weeks, we also made major operational changes inside the Company:
| ● | executive<br> compensation is now directly aligned with shareholder performance, |
|---|---|
| ● | operating<br> costs were significantly reduced, |
| --- | --- |
| ● | and<br> the Company is now fully focused on long-term execution and growth. |
| --- | --- |
Today’s investment reflects our conviction in our ability to execute.
We are actively evaluating additional strategic partnerships, infrastructure opportunities, and SOL treasury initiatives as we continue building the Company.
The next few months are going to be very exciting for Solmate as we continue executing on our roadmap and sharing additional updates with the market.
We’rejust getting started.
Sincerely,
Ron Sade Chief Executive Officer
Keren Maimon, Board Member
Solmate Infrastructure PLC Nasdaq: SLMT
| ^1^ | Total assets of €164,339 (in thousands), as of December<br>31, 2025, using a conversion ratio of €1.00 = $1.1750, were approximately $193,098 (in thousands). |
|---|
AboutBrera Holdings PLC
Brera Holdings PLC (d/b/a Solmate Infrastructure) is a Solana-based crypto infrastructure company with a strategic focus on Abu Dhabi. The company creates value by working with its partners to build infrastructure and real hardware for the crypto revolution. Its cutting-edge Solana staking infrastructure will help drive the adoption of the network in the Middle East. Backed by Ark Invest, RockawayX, Pulsar Group and other UAE and international investors, Solmate Infrastructure expects to process Solana transactions faster, more efficiently and more profitably than other companies. www.solmate.com.
Forward-LookingStatements
This letter contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “expect,” “intend,” “plan,” “anticipate,” “believe,” “will,” and similar expressions. These statements include, but are not limited to, statements regarding the Company’s strategic direction and operating plans; its ability to execute on cost reduction initiatives and maintain capital discipline; its plans to expand institutional infrastructure, including validator, staking, RPC, colocation and related technology services; its ability to strengthen institutional relationships and enhance market understanding of the Company’s value; its ability to develop investor-facing tools and improve transparency; its ability to diversify risk and allocate capital effectively; the Company’s positioning as a preferred gateway for institutional investors across the Middle East and Asia; the anticipated benefits of relationships with strategic partners, including the Pulsar Group and the Solana Foundation; the Company’s expectations regarding its financial performance, asset base, and long-term growth; and the Chief Executive Officer’s and Board member targets and objectives. These forward-looking statements are based on current expectations, estimates, assumptions, and projections and involve known and unknown risks, uncertainties, and other factors—many of which are beyond the Company’s control—that may cause actual results, performance, or achievements to differ materially from those expressed or implied by such statements. Important factors that may affect actual results include, among others, the Company’s ability to execute its growth strategy; the outcome of the Nasdaq Hearings Panel process; market conditions, regulatory changes, operational challenges, and other risks and uncertainties described under “Risk Factors” in the Company’s Annual Report on Form 20-F filed with the SEC on May 15, 2025, as amended on May 28, 2025, and in subsequent filings with the SEC, available at www.sec.gov. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law.
Contacts
InvestorsJohn Ragozzino Jr., CFA