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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 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) October 6, 2025
ALT5
SIGMA CORPORATION
(Exact
name of registrant as specified in its charter)
| Nevada |
|
000-19621 |
|
41-1454591 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
325
E. Warm Spring Road, Suite 102
Las
Vegas, NV |
|
89119 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code (702) 997-5968
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 each exchange on which registered |
| Common
stock (par value $0.001 per share) |
|
ALTS |
|
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 ☐
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
7.01 Regulation FD Disclosure.
On
October 6, 2025, ALT5 Sigma Corporation (the “Company”) issued a press release highlighting recent advancements in the $WLFI
ecosystem. The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K (“Current Report”) and incorporated
into this Item 7.01 by reference.
On
October 8, 2025, the Company issued a press release with a letter to stockholders relating to the Company’s Special Meeting of
Stockholders on October 10, 2025. The press release is attached as Exhibit 99.2 to this Current Report and incorporated into this 7.01
by reference.
The
information in this Item 7.01 of this Current Report, including the information contained in Exhibit 99.1 and Exhibit 99.2, is being
furnished to the U.S. Securities and Exchange Commission (the “Commission” or “SEC”),
and shall not be deemed to be “filed” for the purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities
of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended
(the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by a specific reference in such filing.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
| Exhibit
Number |
|
Description |
| 99.1 |
|
Press Release dated October 6, 2025. |
| 99.2 |
|
Press Release dated October 8, 2025. |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
CAUTIONARY
NOTE REGARDING FORWARD-LOOKING STATEMENTS
This
Current Report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The Company
intends for such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section
27A of the Securities Act and Section 21E of the Exchange Act. All statements other than statements of historical fact are statements
that could be deemed forward-looking statements, including, but not limited to, statements regarding the Company’s accelerated
growth in digital asset treasury operations, the positioning of the Company in the digital asset treasury sector, the increased adoption
of $WLFI tokens will have a positive impact on the Company, the availability of $WLFI for trading on crypto exchanges, and the profitability
and prospective growth of the Company’s platforms and business. Forward-looking statements involve known and unknown risks, uncertainties
and other important factors that may cause the Company’s actual results and actions to be materially different from any future
results or actions expressed or implied by the forward-looking statements, including, but not limited to, the factors discussed under
the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 28, 2024 filed with
the Commission on March 28, 2025, as amended on August 12, 2025, as any such factors may be updated from time to time in the Company’s
other filings with the SEC, including the Quarterly Report on Form 10-Q for the quarter ended June 28, 2025 filed with the Commission
on August 12, 2025. The forward-looking statements in this Current Report are based upon information available to us as of the date hereof,
and while the Company believes such information forms a reasonable basis for such statements, it may be limited or incomplete, and the
Company’s statements should not be read to indicate that the Company has conducted an exhaustive inquiry into, or review of, all
potentially available relevant information. These statements are inherently uncertain, and investors are cautioned not to unduly rely
upon these statements.
Except
as required by applicable law, the Company does not plan to publicly update or revise any forward-looking statements contained in this
Current Report, whether as a result of any new information, future events or otherwise.
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 hereunto duly authorized.
| |
ALT5
SIGMA CORPORATION |
| |
|
| Date:
October 8, 2025 |
By: |
/s/
Jonathan Hugh |
| |
|
Jonathan
Hugh |
| |
|
Chief
Financial Officer |
