ALT5 Sigma resolves Wellington Peel dispute with cash and stock

ALT5 Sigma Corporation reached a comprehensive settlement with Wellington Peel, LLC and related parties, resolving previously disclosed litigation and related disputes.

Accepted by SEC EDGAR 12/12/2025 - 05:20 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

ALT5 Sigma Corporation reached a comprehensive settlement with Wellington Peel, LLC and related parties, resolving previously disclosed litigation and related disputes. As part of the agreement, all parties granted mutual releases of claims connected to those matters, and the earlier court action was withdrawn without prejudice.

To resolve a contractual dispute over a terminated consulting agreement, ALT5 Sigma agreed to pay Wellington Peel, LLC a total of $200,000, with $100,000 due at signing and $20,000 in five monthly installments starting in February 2026. The company will also issue 225,000 shares of common stock to Wellington Peel, LLC and its principal, and 50,000 shares to a former employee of its Canadian subsidiary in connection with a share award dispute. The settlement includes no admission of liability by any party, and ALT5 Sigma states it does not expect a material impact on its financial condition, results of operations, or cash flows.

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What litigation did ALT5 Sigma (ALTS) resolve in this disclosure?

ALT5 Sigma Corporation settled litigation with Wellington Peel, LLC, Jean-Francois Amyot, Hugues Benoit, and Prime Delta Corp., with all parties providing mutual releases of claims and the court action being withdrawn without prejudice.

How much will ALT5 Sigma (ALTS) pay under the settlement with Wellington Peel, LLC?

ALT5 Sigma agreed to pay Wellington Peel, LLC a total of $200,000, consisting of $100,000 upon execution of the settlement and $20,000 in five monthly installments beginning in February 2026.

How many shares is ALT5 Sigma (ALTS) issuing as part of the settlement?

The company will issue a total of 225,000 shares of common stock to Wellington Peel, LLC and its principal, Mr. Benoit, and 50,000 shares of common stock to a former employee of its Canadian subsidiary.

Does the settlement include any admission of liability by ALT5 Sigma (ALTS) or other parties?

No. The settlement explicitly states that it does not contain any admission of liability or wrongdoing by any party.

Will the settlement materially affect ALT5 Sigma’s (ALTS) financial condition or results?

ALT5 Sigma states that it does not expect the settlement to have a material impact on its financial condition, results of operations, or cash flows.

What disputes with ALT5 Sigma’s Canadian subsidiary were resolved in this agreement?

The company’s Canadian subsidiary resolved a dispute with Wellington Peel, LLC related to a terminated consulting agreement and a dispute with a former employee regarding an unissued share award, with both matters settled through mutual releases and the issuance of 50,000 shares of common stock to the former employee.

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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) December 10, 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.)

8548 Rozita Lee Avenue, Suite 305 Las Vegas, NV		89113
(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 8.01 Other Events.

On December 10, 2025, the ALT5 Sigma Corporation (the “Company”) reached a settlement with Wellington Peel, LLC, Jean-Francois Amyot, Hugues Benoit and Prime Delta Corp. (the “WP Parties”), resolving the litigation previously disclosed by the Company in its Current Report on Form 8-K filed on November 5, 2025, which disclosed the commencement of an action in the Court of Chancery of the State of Delaware (the “Settlement”). As part of the Settlement, the WP Parties certified the destruction of (or returned, where feasible) all Company information previously accessed and in their possession, including any copies, and further certified that Company information, which includes such emails and files previously disclosed as being accessed without authorization and compromised in the Company’s Current Report on Form 8-K filed November 5, 2025, had not been transferred, transmitted, or otherwise disclosed to any other person. The parties agreed to a mutual release of all claims and potential claims among them related to the matters previously disclosed on November 5, 2025, and the litigation previously commenced by the Company was withdrawn without prejudice.

Additionally, as part of the Settlement, Wellington Peel, LLC and the Company’s Canadian subsidiary agreed to resolve a contractual dispute relating to a previously terminated consulting agreement. In consideration for that resolution, the parties agreed to a mutual release of all claims and potential claims between or among Wellington Peel, LLC and the Company and its Canadian subsidiary, and the Company agreed to pay Wellington Peel, LLC the total sum of $200,000, a portion of the amount claimed due under the relevant agreement, as follows: (1) $100,000 upon the execution of the Settlement and (2) $20,000 in five monthly installments commencing in February 2026, and to issue to Wellington Peel, LLC and its principal, Mr. Benoit, a total of 225,000 shares of the Company’s common stock. The Company’s Canadian subsidiary also agreed to resolve a dispute with a former employee affiliated with Wellington Peel, LLC regarding an unissued award of shares. In that resolution, the parties agreed to a mutual release of all claims and potential claims between or among the former employee and the Company and its Canadian subsidiary, and the Company agreed to issue to the former employee 50,000 shares of the Company’s common stock.

The Settlement does not contain any admission of liability or wrongdoing by any party. The Company does not expect the Settlement to have a material impact on its financial condition, results of operations, or cash flows.

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: December 12, 2025	By:	/s/ Tony Isaac
		Tony Isaac
		Acting Chief Executive Officer