Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
08 November 2024 - 12:00AM
Edgar (US Regulatory)
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 November 2024
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 ☐
SMX
(Security Matters) Public Limited Company (the “Company”) expects to hold an Extraordinary General Meeting of Shareholders
(the “Meeting”) in the first week of December 2024, for purposes of seeking shareholder approval to consolidate a number
of the Company’s ordinary shares, with a nominal value of US$0.165 per share (the “Ordinary Shares”), in the authorized
but unissued and in the authorized and issued share capital of the Company, into one ordinary share with a corresponding adjustment to
the nominal value per share. The ratio shall be determined by a majority vote of the Chief Executive Officer of the Company, the Chairman
of the Board of the Company and the acting CFO of the Company; provided in no event shall the split ratio be a ratio that would result
in the Ordinary Shares be less than US$2.50 or in excess of US$10.00 (when based on the closing price per Ordinary Share as of the record
date of the Meeting).
The
Company will file a further Report on Form 6-K, to furnish a:
(i) |
Notice
and Proxy Statement with respect to the Meeting, which will further describe the proposal 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 record of Ordinary Shares may vote at the Meeting without attending in person. |
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:
November 7, 2024
|
SMX
(SECURITY MATTERS) PUBLIC LIMITED COMPANY |
|
|
|
By: |
/s/
Haggai Alon |
|
Name: |
Haggai
Alon |
|
Title: |
Chief
Executive Officer |
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