6-K

UNITEDSTATES

SECURITIESAND EXCHANGE COMMISSION

Washington,D.C. 20549

FORM6-K

REPORTOF FOREIGN PRIVATE ISSUER

PURSUANTTO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIESEXCHANGE ACT OF 1934

Forthe month of June 2024

CommissionFile Number: 001-41639

SMX(SECURITY MATTERS) PUBLIC LIMITED COMPANY

(ExactName of Registrant as Specified in Charter)

MespilBusiness Centre, Mespil House

SussexRoad, Dublin 4, Ireland

Tel:+353-1-920-1000

(Address of Principal Executive Offices) (Zip Code)

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 ☐

Terminationof CFO

Ofira Bar, the Chief Financial Officer of SMX (Security Matters) Public Limited Company (the “Company”), and the Company mutually agreed to terminate Ms. Bar’s employment with the Company, effective on June 4, 2024.

As of June 7, 2024, the Board of Directors of the Company (the “Board”), effective immediately, appointed Amir Bader, a member of the Board and its Audit and Compensation Committees, as interim CFO while the Company searches for a permanent replacement for the CFO position.

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: June 7, 2024