SMX · SMX (Security Matters) Public Limited Company

SMX (Security Matters) Public Limited Company executed a 20:1 reverse stock split, consolidating every 20 ordinary shares into one, effective for trading on May 11, 2026. This action, enabled by a constitution amendment approved by shareholders on May 2, 2025, allows the Board of Directors to implement share consolidations without further approval. The split drastically reduces outstanding shares from approximately 12 million to 614,000, proportionally increasing the nominal value per share while maintaining overall equity value. New identifiers include CUSIP G8267K190 and ISIN IE0008D7EWV5, with existing warrants (SMXWW) retaining their CUSIP but adjusted proportionately. No fractional shares are issued; instead, Continental Stock Transfer & Trust Company aggregates and sells fractional entitlements at prevailing market prices, distributing proceeds to affected shareholders. Record holders receive exchange instructions, while beneficial owners in street name see automatic adjustments by May 12, 2026. Exhibit 1.1 documents the updated Companies Act 2014 constitution, expanding company objects to support broad holding, investment, and operational activities. This restructuring likely aims to meet Nasdaq listing requirements by elevating share price and reducing float, though forward-looking statements highlight risks including compliance sustainability, capital needs, and market competitiveness.