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Red Flags Detected

  • Going Concern (new) — The company states substantial doubt about its ability to continue as a going concern, and the auditor's report includes an explanatory paragraph.
  • Substantial Doubt (new) — The company acknowledges substantial doubt about its ability to continue as a going concern.
  • Arbitration With R&i Trading (new) — The company is in arbitration over a $5M contract, with the counterparty seeking full restitution.
  • Dilution Risk From Nasdaq Home Country Practice (new) — The company has opted out of shareholder approval for certain issuances, allowing 20%+ dilution without consent.
  • Dependence On Isorad License Agreement (new) — Core technology is licensed from Isorad, owned by the State of Israel; termination would harm the business.
  • Israeli Operations Risk (new) — Operations in Israel face risks from armed conflict and military reserve duty for key personnel.
NASDAQ: SMX SMX (Security Matters) Public Ltd Co 424B3

SMX (Security Matters) registers resale of 25.4M shares by Target Capital 1; company gets no proceeds

Filed August 5, 2026 · ~2 min read

Key Changes

  • high

    This is a secondary offering: all proceeds go to selling stockholder Target Capital 1 LLC, controlled by Dmitriy Shapiro. The company receives no cash.

    Use of Proceeds verify on EDGAR →
  • high

    The company has substantial doubt about its ability to continue as a going concern, with $8.7M in liabilities and no revenue as of June 30, 2026.

    Risk Factors verify on EDGAR →
  • high

    Auditor Ziv Haft (BDO) included a going concern explanatory paragraph in its report on the financial statements.

    Experts view on EDGAR →

5 more material changes behind this preview — plus the full narrative summary, section-by-section diffs against the prior filing, and verbatim quotes with EDGAR citations.

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View original filing on SEC.gov

Figures/quotes linked to EDGAR · Narrative written by AI · Sep 1, 2026 · How we verify