ALT5 Sigma Corporation SEC Filings

ALT5 Sigma Corp (ALTS) disclosed an initial beneficial ownership report. A director by deputization associated with World Liberty Financial, Inc. reported holdings and warrants.

The filer holds 1,000,000 shares of common stock (direct). Derivative positions include warrants for 8,000,000 shares at $7.50, 4,000,000 at $8.25, 4,000,000 at $9.00, and 4,000,000 at $9.75. These warrants are exercisable after issuance, have no expiration date, and are each subject to a 4.99% beneficial ownership limitation.

The filing also lists 99,000,000 pre‑funded warrants exercisable for common stock at an exercise price of $0.001 per share. These are subject to the same 4.99% cap and become exercisable from and after October 16, 2025 following stockholder approval to permit issuance above 19.99% under Nasdaq rules and an amendment increasing authorized common shares. WLFI is deemed a director by deputization through its representatives on the board.

ALT5 Sigma Corp (ALTS) filed a Form 3 reporting Zachary D. Witkoff’s initial beneficial ownership via World Liberty Financial, Inc. (WLFI). The filing lists 1,000,000 shares of common stock held indirectly.

It also reports derivative holdings subject to a 4.99% beneficial ownership limitation and no expiration: warrants for 8,000,000 shares at $7.50, 4,000,000 at $8.25, 4,000,000 at $9.00, and 4,000,000 at $9.75. In addition, there are 99,000,000 pre‑funded warrants at $0.001 per share, exercisable from October 16, 2025 after stockholder approval to permit issuance above 19.99% and an authorized share increase. WLFI is treated as a director by deputization, and Mr. Witkoff disclaims beneficial ownership except to the extent of any pecuniary interest.

ALT5 Sigma Corp (ALTS)Zachary Folkman. The filing lists 1,000,000 shares of common stock held indirectly through World Liberty Financial, Inc. (WLFI).

Indirect derivative positions include warrants for 8,000,000 shares at $7.50, 4,000,000 at $8.25, 4,000,000 at $9.00, and 4,000,000 at $9.75, all without expiration and exercisable subject to a 4.99% beneficial ownership limit. Pre-funded warrants for 99,000,000 shares at $0.001 are exercisable from October 16, 2025 after stockholder approvals and an authorized share increase. WLFI is noted as a director by deputization.

ALT5 Sigma Corporation filed a Form 12b-25 to notify a late filing of its Quarterly Report on Form 10-Q for the fiscal quarter ended September 27, 2025. The company cites an ongoing review of matters disclosed in its August 29, 2025 Form 8-K and delays related to the timeliness and responsiveness of its independent registered public accounting firm.

The company has not completed its financial statements for the quarter and cannot provide an estimate of changes in results of operations versus the quarter ended September 28, 2024. Management states it is working to resolve the issues to file the Form 10-Q timely.

ALT5 Sigma Corporation announced a leadership change. On October 16, 2025, the Board suspended Peter Tassiopoulos and removed his duties as Chief Executive Officer, effective immediately and with pay. The company appointed Jonathan Hugh to assume those duties as Acting Chief Executive Officer. Hugh will continue in his current role while carrying these additional responsibilities.

This update reflects a governance action under Item 5.02. The company lists its common stock on The Nasdaq Stock Market under the symbol ALTS. The filing was signed by Acting Chief Executive Officer and Chief Financial Officer Jonathan Hugh.

ALT5 Sigma Corporation reported that stockholders approved an amendment to increase authorized common stock from 200,000,000 to 2,000,000,000 shares. The vote at the reconvened Special Meeting on October 16, 2025 passed with 56,829,178 votes for, 13,099,874 against, and 4,646 abstentions. The company plans to file the amendment with the Secretary of State of Nevada.

As context, there were 109,620,596 shares of common stock outstanding and 883,667 shares of voting preferred stock outstanding as of August 12, 2025, the record date. No other matters were voted on at the reconvened Special Meeting.

ALT5 Sigma Corporation disclosed a targeted update to prior token restrictions tied to its August 11, 2025 agreements with World Liberty Financial. The company obtained a limited waiver allowing $WLFI tokens to be pledged as collateral, lent, and staked (to the extent permitted by World Liberty Financial), while dispositions and sales remain restricted.

For tokens purchased under the Securities Purchase Agreement, this waiver applies only when prefunded warrants are exercisable in full and all related securities have an effective resale registration statement. Exercisability depends on an increase in authorized share capital, which requires shareholder approval. All other Token Prohibitions remain in effect.

ALT5 Sigma Corporation reported voting results from its Special Meeting held virtually on October 10, 2025. Stockholders voted on Proposal 1, Proposal 2, and Proposal 4. The meeting was adjourned for Proposal 3, which seeks to amend the Articles of Incorporation to increase authorized common stock from 200,000,000 to 2,000,000,000; the meeting will resume on October 16, 2025 at 1:00 p.m. Eastern Time at www.virtualshareholdermeeting.com/ALTS2025SM.

For Proposal 1 (issuance of 119,000,000 shares of common stock upon exercise of pre-funded and common stock purchase warrants held by World Liberty Financial, Inc., under the August 11, 2025 securities purchase agreement), votes were For 36,989,693; Against 12,381,062; Abstentions 6,427; Broker Non-Votes 13,867,952. For Proposal 2 (appointment of a second director selected by World Liberty Financial, Inc.), votes were For 25,091,099; Against 23,868,657; Abstentions 417,426; Broker Non-Votes 13,867,952. For Proposal 4 (approval of adjournments/postponements), votes were For 24,506,210; Against 24,464,260; Abstentions 406,712; Broker Non-Votes 13,867,952. As of August 12, 2025, outstanding shares were 109,620,596 common and 883,667 voting preferred.