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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
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FORM
12b-25 |
SEC FILE NUMBER |
| 001-41139 |
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CUSIP NUMBER |
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NOTIFICATION OF LATE FILING |
123013104 |
| (Check one): |
x Form
10-K ¨ Form 20-F ¨ Form
11-K ¨ Form 10-Q ¨ Form
10-D ¨ Form N-CEN ¨ Form
N-CSR |
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For Period Ended: December 31, 2025 |
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Transition Report on Form 10-K |
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Transition Report on Form 20-F |
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Transition Report on Form 11-K |
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Transition Report on Form 10-Q |
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For the Transition Period Ended: |
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Read Instruction (on back page) Before Preparing
Form. Please Print or Type.
Nothing in this form shall be construed to imply
that the Commission has verified any information contained herein. |
If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
PART I – REGISTRANT INFORMATION
ALCHEMY INVESTMENTS ACQUISITION CORP 1
Full Name of Registrant
Former Name if Applicable
850 Library Avenue, Suite 204-F
Address of Principal Executive Office (Street and Number)
Newark, DE 19711
City, State and Zip Code
PART II – RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort
or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)
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(a) |
The reason described in reasonable detail in Part III of
this form could not be eliminated without unreasonable effort or expense; |
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(b) |
The subject annual
report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-CEN or Form N-CSR, or portion thereof, will be
filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition
report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar
day following the prescribed due date; and |
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(c) |
The accountant’s statement or other exhibit required
by Rule 12b-25(c) has been attached if applicable. |
PART III – NARRATIVE
State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q,
10-D, N-CEN, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
ALCHEMY INVESTMENTS ACQUISITION CORP 1. (the “Company”)
has determined that it is unable, without unreasonable effort or expense, to file its Annual Report on Form 10-K for the fiscal year ended
December 31, 2025 (the “Annual Report”) by the prescribed due date.
The Company is working diligently to file the Annual Report as soon
as practicable and expects to file the Annual Report within fifteen calendar days of the prescribed due date.
(Attach extra Sheets
if Needed)
PART IV – OTHER INFORMATION
| (1) |
Name and telephone number of person to contact in regard to this notification |
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Mattia Tomba |
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212 |
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877-1588 |
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(Name) |
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(Area Code) |
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(Telephone Number) |
| (2) |
Have all other periodic reports required under
Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12
months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s).
Yes x No ¨ |
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| (3) |
Is it anticipated that any significant change in results of operations from the
corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion
thereof? Yes ¨ No x |
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If so, attach an
explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made. |
ALCHEMY INVESTMENTS ACQUISITION CORP
1
(Name of Registrant
as Specified in Charter)
has caused this notification to be signed on its
behalf by the undersigned hereunto duly authorized.
| Date |
April 1, 2026 |
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By |
/s/ Mattia Tomba |
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Mattia Tomba |
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Chief Executive Officer |
INSTRUCTION: The form may be signed by an executive
officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall
be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other
than an executive officer), evidence of the representative’s authority to sign on behalf of the registrant shall be filed
with the form.
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ATTENTION |
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| Intentional
misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001). |
