SMX (Security Matters) Public Ltd Co 6-K, filed Oct 31, 2025
SMX (Security Matters) Public Ltd Co (SMX)
About this 6-K
SMX (Security Matters) Public Ltd Co filed this 6-K on October 31, 2025.
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 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of October 2025
Commission File Number: 001-41639
SMX (SECURITY MATTERS) PUBLIC LIMITED COMPANY
(Exact Name of Registrant as Specified in Charter)
Mespil Business Centre, Mespil House
Sussex Road, 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 ☐
An Annual General Meeting of Shareholders (the “Meeting”) of SMX (Security Matters) Public Limited Company (the “Company”), will be held on Monday, November 24, 2025, at 10:00 a.m. (Eastern time) and 3:00 p.m. (Irish time), at Arthur Cox, Ten Earlsfort Terrace, Dublin 2, D02 T380, Ireland. The Company has distributed a Notice and Proxy Statement and a proxy card to all shareholders of record as of the close of business on October 24, 2025. In connection with the Meeting, the Company hereby furnishes the following documents:
| (i) | Notice and Proxy Statement with respect to the Meeting, which describes the proposals to be voted upon at the Meeting, the procedure for voting in person or by proxy at the Meeting and various other details related to the Meeting; and |
| (ii) | Proxy Card whereby holders of ordinary shares of the Company may vote at the Meeting without attending in person. |
The Notice and Proxy Statement is attached to this Report on Form 6-K as Exhibit 99.1 and the Proxy Card is attached to this Report on Form 6-K as Exhibit 99.2.
EXHIBIT INDEX
The following exhibits are furnished as part of this Form 6-K:
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: October 31, 2025
| SMX (SECURITY MATTERS) PUBLIC LIMITED COMPANY | ||
| By: | /s/ Haggai Alon | |
| Name: | Haggai Alon | |
| Title: | Chief Executive Officer | |
Exhibit 99.1
NOTICE OF ANNUAL GENERAL MEETING
SMX (SECURITY MATTERS) PUBLIC LIMITED COMPANY
(Company Number 722009)
Notice is hereby given that the Annual General Meeting (“AGM”) of SMX (Security Matters) PLC (the “Company”) for the 2025 fiscal year will be held at 3:00 p.m. (Dublin time) on 24 November 2025 at Arthur Cox LLP, Ten Earlsfort Terrace, Dublin 2, Ireland, D02 T380 for the following purposes:
As ORDINARY RESOLUTIONS:
| 1. | To re-elect Haggai Alon as a Class III Director for a three-year term, who retires by rotation in accordance with Regulation 160 of the constitution of the Company (the “Constitution”) and, being eligible, offers himself for re-election. |
| 2. | To re-elect Ophir Sternberg as a Class III Director for a three-year term, who retires by rotation in accordance with Regulation 160 of the Constitution and, being eligible, offers himself for re-election. |
| 3. | To re-appoint BDO Israel as auditor of the Company. |
| 4. | To approve and ratify the remuneration of the auditor fixed by the Directors for the year ending 31 December 2025. |
| 5. | To cancel the 7,999,999,999,999,982,413,677 New Deferred Ordinary Shares with a nominal value of US$0.00000000000001 each in the authorised share capital of the Company, which have not been taken or agreed to be taken by any person, pursuant to Section 83(1)(f)(ii) of the Companies Act 2014 (the “Act”) and to diminish the authorised share capital of the Company accordingly (the “New Deferred Ordinary Shares Cancellation”). |
| 6. | That the directors be and are hereby generally and unconditionally authorised to exercise all powers of the Company to allot and issue relevant securities (within the meaning of Section 1021 of the Act) up to an aggregate nominal amount of the authorised but unissued share capital of the Company as exists immediately following implementation of the New Deferred Ordinary Shares Cancellation, and such authority shall remain in effect notwithstanding any subsequent amendment to the authorised share capital of the Company by way of share consolidation, and the authority conferred by this resolution shall expire on 21 November 2030, unless previously renewed, varied or revoked; provided that the Company may make an offer or agreement before the expiry of this authority, which would or might require any such securities to be allotted after this authority has expired, and in that case, the directors may allot and issue relevant securities in pursuance of any such offer or agreement as if the authority conferred hereby had not expired. |
As SPECIAL RESOLUTIONS:
| 7. | That, subject to the passing of Resolution 6 above, the directors be and are hereby empowered pursuant to Section 1023(3) of the Act to allot and issue equity securities (as defined in Section 1023 of the Act) for cash pursuant to the authority conferred by the directors’ allotment authority proposal (Resolution 6) up to an aggregate nominal amount equal to the authorised but unissued share capital of the Company as exists immediately following the implementation of the New Deferred Ordinary Shares Cancellation, and such authority shall remain in effect notwithstanding any subsequent amendment to the authorised share capital of the Company by way of share consolidation, as if Section 1022 of the Act did not apply to any such allotment, provided that this authority shall expire on 21 November 2030 and provided that the Company may before the expiry of such authority make an offer or agreement which would or might require equity securities to be allotted or issued after such expiry and the Company’s directors may allot or issue equity securities in pursuance of such an offer or agreement as if the power conferred by this resolution had not expired. |
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| 8. | That, in connection with the New Deferred Ordinary Shares Cancellation the Constitution existing at the date of this notice be and is hereby amended by: |
| 8.1 | the deletion of the existing clause 5 of the memorandum of association and the substitution therefor with the following new clause 5: |
| “5. | The authorised share capital of the Company is US$99,920,000,000.000000170122249 divided into 31,935,507,945,570,360,650,000 Ordinary Shares with a nominal value of US$0.00000000000312817946 each and 200,000,000,000 Preferred Shares with a nominal value of US$0.0001 each and €25,000 divided into 25,000 Deferred Ordinary Shares with a nominal value of €1.00 each.”; |
| 8.2 | the deletion of the existing Article 2.34 in its entirety, with all subsequent articles to be renumbered accordingly; |
| 8.3 | the deletion of the existing Article 3 (which was numbered Article 7 in the Constitution due to a typographical error) and the substitution therefor with the following new Article 3: |
| “3. | The authorised share capital of the Company is US$99,920,000,000.000000170122249 divided into 31,935,507,945,570,360,650,000 Ordinary Shares with a nominal value of US$0.00000000000312817946 each and 200,000,000,000 Preferred Shares with a nominal value of US$0.0001 each and €25,000 divided into 25,000 Deferred Ordinary Shares with a nominal value of €1.00 each.”; |
| 8.4 | the deletion of the existing Article 13 in its entirety, with all subsequent articles to be renumbered accordingly; and |
| 8.5 | the deletion of the existing Article 14 in its entirety, with all subsequent articles to be renumbered accordingly. |
| 9. | That the Constitution existing at the date of this notice be amended by inserting the following new Article 52 immediately after the existing Article 51 (which is to be renumbered from Article 52, subject to the passing of Resolution 8), with all subsequent articles to be renumbered accordingly: |
| “52. | The Directors may from time to time subdivide all or any of the Company’s classes of shares as they see fit.” |
| 10. | That the Constitution existing at the date of this notice be amended by inserting the following new Article 53 immediately after the new Article 52 (which is to be inserted pursuant to the passing of Resolution 9), with all subsequent articles to be renumbered accordingly: |
| “53. | The Directors may from time to time increase the nominal value of the Company’s shares by the addition of undenominated capital as they see fit.” |
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| 11. | That the Constitution existing at the date of this notice be amended by inserting the following new Article 54 immediately after the new Article 53 (which is to be inserted pursuant to the passing of Resolution 10), with all subsequent articles to be renumbered accordingly: |
| “54. | The Directors may from time to time reduce the nominal value of the Company’s shares by crediting that deduction to undenominated capital as they see fit.” |
| 12. | That the Constitution existing at the date of this notice be amended by inserting the following new Article 55 immediately after the new Article 54 (which is to be inserted pursuant to the passing of Resolution 11), with all subsequent articles to be renumbered accordingly: |
| “55. | The Directors may from time to time convert undenominated capital into shares for allotment as bonus shares as they see fit.” |
| 13. | That the Constitution existing at the date of this notice be amended by inserting the following new Article 56 immediately after the new Article 55 (which is to be inserted pursuant to the passing of Resolution 12), with all subsequent articles to be renumbered accordingly: |
| “56. | The Directors may from time to time increase the share capital of the Company by new shares as they see fit.” |
| 14. | That the Constitution existing at the date of this notice be amended by inserting the following new Article 57 immediately after the new Article 56 (which is to be inserted pursuant to the passing of Resolution 13), with all subsequent articles to be renumbered accordingly: |
| “57. | The Directors may from time to time cancel shares which have not been taken or agreed to be taken by any person and diminish the amount of its share capital by the amount of shares so cancelled as they see fit.” |
| 15. | That the Constitution existing at the date of this notice be amended by the deletion of the existing Article 121 (which is to be renumbered from Article 116, subject to the passing of Resolutions 8 – 15 above) and the substitution therefor with the following new Article 121: |
| “121. | Two members present in person or by proxy and having the right to attend and vote at the meeting shall be a quorum at a general meeting; provided, however, that at any time when the Company is a single-member company, one member of the Company present in person or by proxy at a general meeting of it shall be a quorum.” |
| 16. | That, subject to the passing of Resolutions 8 – 15 above, the Constitution in the form attached hereto (marked for identification purposes with the letter “A”) be and is hereby adopted as the new Constitution of the Company in substitution and to the exclusion of the existing Constitution of the Company and that the directors of the Company be and are hereby authorised to take all such actions as they see fit to give effect to this resolution. |
In addition to the above proposals, the annual meeting will also receive and consider the Company’s audited financial statements for the fiscal year ending 31 December 2024, which have been audited by BDO Israel.
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Your Board believes that the proposals to be put forward at the AGM are in the best interests of the Company and its shareholders. Accordingly, your Directors unanimously recommend you vote in favour of the proposals. Registered shareholders of the Company at the close of business on the record date (i.e. October 24, 2025) (the “Record Date”) are eligible to vote at the meeting.
Your vote is important. To make sure your shares are represented, please cast your vote as soon as possible in one of the following ways:
| - | Online: At www.cstproxyvote.com; |
| - | Mail: If you received a proxy card in the mail, mark, sign and date your proxy card and return it in the postage-paid envelope; or |
| - | In person: You may attend the AGM in person at the above address. |
The latest time for receipt of online proxies is 11:59pm (Eastern time) on November 23, 2025. Mail-in proxies must be received by the start of the AGM. The notice is available at https://smx.tech/.
By order of the board of directors of the Company
/s/ Haggai Alon
Haggai Alon
Chief Executive Officer and Director
SMX (Security Matters) PLC,
Mespil Business Centre,
Mespil House,
Sussex Road, Dublin 4,
Ireland,
D04 T4A6
28 October 2025
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Schedule 1
SMX (SECURITY MATTERS) PUBLIC LIMITED COMPANY
(the “Company”)
(Company Number 722009)
QUESTIONS AND ANSWERS ABOUT THE 2025 ANNUAL GENERAL MEETING
Why did I receive this notice?
We are providing this notice in connection with the solicitation by the Board of proxies to be voted at the Annual General Meeting. You received this notice because you were a shareholder of record as of the close of business on October 24, 2025.
What is the date, time and location of the Annual General Meeting?
We will hold the Annual General Meeting at 3pm (Dublin time) on November 24, 2025, at the offices of our Irish counsel, Arthur Cox LLP at Ten Earlsfort Terrace, Dublin 2, Ireland, D02 T380, subject to any adjournments or postponements. For directions to the meeting, you may contact our Company Secretary, Bradwell Limited c/o SMX (Security Matters) PLC, Mespil Business Centre, Mespil House, Sussex Road, Dublin 4, Ireland, D04 T4A6.
Who is entitled to vote?
The Board has set October 24, 2025 as the record date for the Annual General Meeting. All persons who were registered holders of SMX (Security Matters) PLC’s Ordinary Shares of US$0.00000000000312817946 par value each (“Ordinary Shares”) at the close of business on that date are shareholders of record for the purposes of the Annual General Meeting and will be entitled to receive notice of, and to attend and vote at, the Annual General Meeting. Beneficial owners who, at the close of business on the record date, held their shares in an account with a broker, bank or other holder of record generally cannot vote their shares directly and instead must instruct the record holder how to vote their shares.
As of the close of business on the record date, there were 1,432,001 Ordinary Shares outstanding. Each shareholder of record is entitled to one vote per Ordinary Share on each matter submitted to a vote of shareholders. Your shares will be represented if you attend and vote at the Annual General Meeting or if you submit a completed proxy by the voting deadlines set forth below.
How do I vote?
Registered shareholders (that is, shareholders who hold their shares directly with our transfer agent, Continental Stock Transfer & Trust Company) can vote in any of the following ways:
Online: Go to www.cstproxyvote.com to vote your proxy online using the control number that you were provided with on your proxy card or Notice of Internet Availability. You will need to follow the instructions on the website.
Phone: At the phone number proved on your proxy card;
Mobile Voting: As instructed on your proxy card;
By Mail: You may mark, sign, date and return your proxy card in the enclosed postage paid envelope. Proxies must be received by the deadlines set forth below. If you vote online, your electronic vote authorizes the named proxies in the same manner as if you signed, dated and returned a proxy card by mail.
In Person: Attend the Annual General Meeting in Dublin or send a personal representative with an appropriate proxy to vote at the meeting. Please contact our Company Secretary, Bradwell Limited c/o SMX (Security Matters) PLC, Mespil Business Centre, Mespil House, Sussex Road, Dublin 4, Ireland, D04 T4A6 for additional information about sending a personal representative on your behalf. For information about how to attend the Annual General Meeting, please see “What do I need to be admitted to the Annual General Meeting?” below.
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If I am a beneficial owner of shares held in street name, how do I vote?
If your shares are held beneficially in the name of a bank, broker or other holder of record (sometimes referred to as holding shares “in street name”), you will receive instructions from the holder of record that you must follow in order for your shares to be voted. If you wish to vote in person at the meeting, you must obtain a legal proxy from the bank, broker or other holder of record that holds your shares, and bring it, or other evidence of stock ownership, with you to the meeting.
What are the deadlines to submit my vote?
Online, Phone and Mobile: Proxy votes cast online, by telephone or by mobile voting must be received by 11.59 pm (Eastern Time) on November 23, 2025.
Mail: Proxy cards returned by mail must be received by the start of the Annual General Meeting.
Can I revoke my proxy or change my vote after I have voted?
Yes. If you are a registered shareholder and previously voted online, you may revoke your proxy or change your vote by:
| - | voting online, by telephone or by mobile voting at a later date, as set forth above before the closing of those voting facilities at 11.59 pm (Eastern Time) on November 23, 2025; | |
| - | attending the Annual General Meeting in Dublin and submitting a new poll card during the meeting; or | |
| - | sending a written notice of revocation to our Company Secretary, Bradwell Limited c/o SMX (Security Matters) PLC, Mespil Business Centre, Mespil House, Sussex Road, Dublin 4, Ireland, D04 T4A6 which must be received before the commencement of the Annual General Meeting. If you are a beneficial owner of shares held in street name, you must contact the holder of record to revoke a previously authorised proxy. |
What do I need to be admitted to the Annual General Meeting?
For shareholders who plan to attend the Annual General Meeting in person, at the entrance to the Annual General Meeting in Dublin, we will request to see valid photo identification, such as a driver’s license or passport. We will also need to determine if you owned ordinary shares on the record date by:
| - | asking to review evidence of your share ownership as of 24 October 2025, such as your brokerage statement. You must bring such evidence with you in order to be admitted to the meeting; or | |
| - | verifying your name and share ownership against our list of registered shareholders. |
If you are acting as a proxy, we will need to review a valid written legal proxy signed by the registered owner of the Ordinary Shares granting you the required authority to attend the meeting and vote such shares.
What constitutes a quorum?
In order to establish a quorum at the Annual General Meeting there must be at least two shareholders present in person or by proxy who have the right to attend and vote at the meeting and who together hold shares representing more than 50% of the votes that may be cast by all shareholders of record. For the purposes of determining a quorum, abstentions and broker “non-votes” are counted as present.
How are votes counted?
You may vote “FOR”, “AGAINST” or “ABSTAIN” with respect to each of the proposals presented. A vote “FOR” will be counted in favor of the proposal or director nominee and a vote “AGAINST” will be counted against each proposal or nominee. Except as described below, an “ABSTAIN” vote will not be counted “FOR” or “AGAINST” and will have no effect on the voting results for any of the proposals in this notice. Continental Stock Transfer & Trust Company will monitor all votes and assist us in tabulating the votes.
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What is a “broker non-vote” and how does it affect voting?
| Proposals | Required Approval | Broker Discretionary Voting Allowed |
Broker Non-Votes |
Abstentions | ||||||
| 1. | Appointment of Director – Haggai Alon | Majority of Votes Cast unless the election is contested, in which case the Director who receives the highest number of votes will be appointed | No | No effect | No effect | |||||
| 2. | Appointment of Director – Ophir Sternberg | Majority of Votes Cast unless the election is contested, in which case the Director who receives the highest number of votes will be appointed | No | No effect | No effect | |||||
| 3. | Ratify the Appointment of Auditor | Majority of Votes Cast | Yes | N/A | No effect | |||||
| 4. | Approve Remuneration of Auditor | Majority of Votes Cast | Yes | N/A | No effect | |||||
| 5. | New Deferred Ordinary Shares Cancellation Proposal | Majority of Votes Cast | No | No effect | No effect | |||||
| 6. | Authority to Allot Shares | Majority of Votes Cast | No | No effect | No effect | |||||
| 7. | Disapplication
of Pre-emption Rights |
At Least 75% of Votes Cast | No | No effect | No effect | |||||
| 8. | Constitutional Amendment – Removing References to New Deferred Ordinary Shares | At Least 75% of Votes Cast | No | No effect | No effect | |||||
| 9. | Constitutional Amendment – Authorising Directors to Subdivide the Company’s Shares | At Least 75% of Votes Cast | No | No effect | No effect | |||||
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| Proposals | Required Approval | Broker Discretionary Voting Allowed |
Broker Non-Votes |
Abstentions | ||||||
| 10. | Constitutional Amendment – Authorising Directors to Increase the Nominal Value of the Company’s Shares | At Least 75% of Votes Cast | No | No effect | No effect | |||||
| 11. | Constitutional Amendment – Authorising Directors to Reduce the Nominal Value of the Company’s Shares | At Least 75% of Votes Cast | No | No effect | No effect | |||||
| 12. | Constitutional Amendment – Authorising Directors to Convert Undenominated Capital into Shares for Allotment as Bonus Shares | At Least 75% of Votes Cast | No | No effect | No effect | |||||
| 13. | Constitutional Amendment – Authorising Directors to Increase the Authorised Share Capital of the Company | At Least 75% of Votes Cast | No | No effect | No effect | |||||
| 14. | Constitutional Amendment – Authorising Directors to Cancel Unissued Shares | At Least 75% of Votes Cast | No | No effect | No effect | |||||
| 15. | Constitutional Amendment – Updating Quorum Requirements for General Meetings of the Company | At Least 75% of Votes Cast | No | No effect | No effect | |||||
| 16. | Adoption of Amended Constitution Reflecting Resolutions 8–15 | At Least 75% of Votes Cast | No | No effect | No effect | |||||
If you are a beneficial owner whose shares are held of record by a broker, we encourage you to instruct the broker how to vote your shares. If you do not provide voting instructions, your shares will not be voted on any proposal for which the broker does not have discretionary authority to vote. This is called a “broker non-vote”, which occurs for proposals considered “non-routine” under NASDAQ rules. Your broker will, however, still be able to register your shares as being present at the Annual General Meeting for purposes of determining the presence of a quorum and will be able to vote on “routine” proposals.
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The “routine” proposals in this notice are Proposals 3 and 4, for which your broker has discretionary voting authority under the NASDAQ rules to vote your shares, even if the broker does not receive voting instructions from you. All other proposals are considered “non-routine” such that, if you are a beneficial owner whose shares are held of record by a broker and you do not provide voting instructions, a broker non-vote will occur and your shares will not be voted on these proposals.
What is the vote required to approve each of the proposals to be voted on, discussed in the notice?
The chart below summarises the voting requirements and effects of broker non-votes and abstentions on the outcome of the vote for the proposals at the Annual General Meeting.
Who will pay for the cost of this proxy solicitation?
SMX (Security Matters) PLC will bear the costs of soliciting proxies from the holders of our Ordinary Shares. Proxies may be solicited on our behalf by our directors, officers and other selected SMX (Security Matters) PLC employees electronically or by other means of communication. Directors, officers and employees who help us in the solicitation will not be specially compensated for those services, but they may be reimbursed for their out-of-pocket expenses incurred in connection with the solicitation. Brokerage houses, nominees, fiduciaries and other custodians will be requested to forward soliciting materials to beneficial owners and will be reimbursed for their reasonable out-of-pocket expenses incurred in sending the materials to beneficial owners.
ADDITIONAL INFORMATION
Availability of Materials
Important Notice Regarding the Availability of Materials for the 2025 Annual General Meeting of Shareholders to Be Held on November 24, 2025: The notice and our Annual Report for 2025, which includes our audited financial statements for the fiscal year ended 2024, are available free of charge at www.smx.tech.
Submission of Future Shareholder Proposals
Our annual general meeting of shareholders for fiscal year 2026 is expected to be held in September 2026. If you would like to submit a shareholder proposal to be included in that notice, you should send your proposal to our Company Secretary, Bradwell Limited c/o SMX (Security Matters) PLC, Mespil Business Centre, Mespil House, Sussex Road, Dublin 4, Ireland, D04 T4A6. In order for your proposal to be included in the notice, the proposal must comply with the requirements established by the SEC and our constitution.
Pursuant to our constitution, a shareholder must give notice of any intention to present a proposal at the Annual General Meeting, including a proposal to appoint a director, not less than 60 nor more than 90 days before the first anniversary of the preceding year’s annual general meeting.
Irish law currently provides that shareholders holding 10% or more of the total voting rights may request that the directors call an extraordinary general meeting at any time. The shareholders who wish to request an extraordinary general meeting must deliver to Mespil Business Centre, Mespil House, Sussex Road, Dublin 4, Ireland, D04 T4A6, a written notice, signed by the shareholders requesting the meeting and stating the purposes of the meeting. If the directors do not, within 21 days of the date of delivery of the request, proceed to convene a meeting to be held within two months of that date, those shareholders (or any of them representing more than half of the total voting rights of all of them) may themselves convene a meeting, but any meeting so convened cannot be held after the expiration of three months from the date of delivery of the request. These provisions of Irish law are in addition to, and separate from, the requirements that a shareholder must meet in order to have a proposal included in the notice under the rules of the SEC.
About SMX (Security Matters) PLC
SMX (Security Matters) PLC integrates chemistry, physics, and computer science to give materials memory and create a culture of transparency and trust across multiple industries. The Company’s nearly 100 patents support unique marking, measuring, and tracking technologies allowing clients to seamlessly deploy transparency at all levels of development and provide all stakeholders with a complete provenance of material composition and history, from virgin material to recycled, to address manufacturing challenges and ESG goals while maintaining sustainable growth. As a result, the Company’s technologies help companies address ESG commitments and transition more successfully to a low-carbon economy.
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SMX (Security Matters) PLC is organised under the laws of Ireland and maintains its registered office in Ireland at Mespil Business Centre, Mespil House, Sussex Road, Dublin 4, Ireland, D04 T4A6. You may contact our Investor Relations Group by e-mail at info@securitymattersltd.com.
Our website address is www.smx.tech. We use our website as a channel of distribution for Company information. We make available free of charge on the Investors section of our website (https://www.smx.tech/investors) our Annual Report on Form 20-F and our Reports on Form 6-K and all amendments to those reports as soon as reasonably practicable after such material is electronically filed with or furnished to the US Securities and Exchange Commission (the “SEC”) pursuant to section 13(a) or 15(d) of the Securities Exchange Act 1934 (the “Exchange Act”). We also make available other reports filed with or furnished to the SEC under the Exchange Act through our website, as well as our Code of Ethics and the charters of each of the Board’s committees. You may request any of these materials and information in print free of charge by contacting our Investor Relations Group at SMX (Security Matters) PLC, Investor Relations, Mespil Business Centre, Mespil House, Sussex Road, Dublin 4, Ireland, D04 T4A6. We do not intend for information contained on our website to be part of this notice. In addition, the SEC maintains an Internet site (http://www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers, including SMX (Security Matters) PLC, that file electronically with the SEC. Copies of materials we file with the SEC may be reviewed on and printed from the SEC website.
Forward-looking Statements
This notice contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “could,” “target,” “potential,” “is likely,” “will,” “expect” and similar expressions, as they relate to us, are intended to identify forward-looking statements. The Company has based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Some or all of the results anticipated by these forward-looking statements may not be achieved. Further information on the Company’s risk factors is contained in our filings with the SEC. Any forward-looking statement made by us herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.
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Exhibit 99.2
