SmartKem, Inc. (SMTK) UK subsidiary to enter creditors voluntary liquidation

Rhea-AI Filing Summary

SmartKem, Inc. reported that the directors of its wholly owned UK subsidiary, SmartKem, Ltd., have instructed an administrator to begin placing that subsidiary into creditors voluntary liquidation. The company stated that this step will not impact its current operations and that it has not made any filing under any bankruptcy code or statutory reorganization scheme in either the United States or the United Kingdom. SmartKem, Inc. continues to operate its business.

Insights

Corporate restructuring analyst

Subsidiary enters liquidation while parent continues normal operations.

The filing explains that SmartKem, Ltd., a UK entity wholly owned by SmartKem, Inc., is being placed into creditors voluntary liquidation via an appointed administrator. This is a formal UK insolvency process focused at the subsidiary level.

The company emphasizes that it has made no bankruptcy or statutory reorganization filings in the US or UK and that current operations are not affected. That framing suggests the legal proceeding is ring-fenced to the subsidiary rather than the listed parent.

Future disclosures in regulatory filings may clarify how assets, liabilities, and ongoing commercial relationships tied to SmartKem, Ltd. are treated within the group following completion of the creditors voluntary liquidation process.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Key Terms

creditors Voluntary Liquidation, Emerging growth company, wholly owned subsidiary

3 terms

creditors Voluntary Liquidation financial

"placing SmartKem, Ltd. into creditors Voluntary Liquidation, which will not impact"

Emerging growth company regulatory

"Emerging growth company x"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

wholly owned subsidiary financial

"SmartKem, Ltd., a corporation organized under English law and the Company’s wholly owned subsidiary"

A wholly owned subsidiary is a company whose entire ownership is held by another company (the parent), so the parent controls decisions, operations, and finances. Think of it as a fully controlled branch that runs as its own legal entity but whose results flow straight into the parent’s financial statements; investors watch these structures because they affect consolidated revenue, risk exposure, and how profits, liabilities, and cash flow are allocated across the corporate group.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 12, 2026

SmartKem, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-42115	85-1083654
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3 Germay Drive, Unit 4 #1029

Delaware, DE, 19804

(Address of principal executive offices, including zip code)

011-44-161-721-1514

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of exchange on which registered
Common Stock, par value $0.0001 per share		SMTK		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b - 2 of the Securities Exchange Act of 1934 (§240.12b - 2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 8.01 Other Events.

On June 12, 2026, SmartKem, Inc., a Delaware corporation (the “Company”) announced that the directors of SmartKem, Ltd., a corporation organized under English law and the Company’s wholly owned subsidiary, has instructed an administrator to assist in the process of placing SmartKem, Ltd. into creditors Voluntary Liquidation, which will not impact the Company’s current operations.

The Company has not made any filing under any bankruptcy code or statutory reorganization scheme either in the United States or in the United Kingdom and is continuing to operate the business of the Company.

Signature

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 hereunto duly authorized.

	SMARTKEM, INC.
Dated: June 12, 2026	By:	/s/ Barbra C. Keck
		Barbra C. Keck
		Chief Financial Officer

FAQ

What did SmartKem, Inc. (SMTK) announce in its latest 8-K filing?

SmartKem, Inc. announced that directors of its wholly owned UK subsidiary, SmartKem, Ltd., have instructed an administrator to place that subsidiary into creditors voluntary liquidation, while emphasizing that SmartKem, Inc. continues its business operations and has not itself filed for bankruptcy or statutory reorganization.

Does the creditors voluntary liquidation of SmartKem, Ltd. affect SmartKem, Inc.’s operations?

The company states the creditors voluntary liquidation of SmartKem, Ltd. will not impact SmartKem, Inc.’s current operations. SmartKem, Inc. reports it continues to operate its business, indicating the proceeding is focused on the subsidiary rather than the listed parent entity.

Has SmartKem, Inc. (SMTK) filed for bankruptcy in the US or UK?

SmartKem, Inc. states it has not made any filing under any bankruptcy code or statutory reorganization scheme in either the United States or the United Kingdom. The only proceeding disclosed is a creditors voluntary liquidation involving its wholly owned UK subsidiary, SmartKem, Ltd.

Which SmartKem entity is being placed into creditors voluntary liquidation?

The entity being placed into creditors voluntary liquidation is SmartKem, Ltd., a corporation organized under English law and described as a wholly owned subsidiary of SmartKem, Inc. Directors of SmartKem, Ltd. have instructed an administrator to assist with this process.

What is the relationship between SmartKem, Inc. and SmartKem, Ltd. mentioned in the filing?

SmartKem, Ltd. is described as a wholly owned subsidiary of SmartKem, Inc. This means SmartKem, Inc. holds all of SmartKem, Ltd.’s equity. The 8-K explains that the subsidiary is entering creditors voluntary liquidation while SmartKem, Inc. continues to operate its own business.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB