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AI Financial Corporation (NASDAQ: AIFC) rebrands from ALT5 Sigma with new ticker

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(High)
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Form Type
8-K

Rhea-AI Filing Summary

AI Financial Corporation, formerly ALT5 Sigma Corporation, has officially changed its corporate name and Nasdaq ticker. The company’s name changed to AI Financial Corporation on April 28, 2026, and its common stock began trading under the new ticker AIFC on April 29, 2026.

The name change was completed through a short-form merger with a wholly owned Nevada subsidiary created solely for this purpose, with the parent company surviving. The company’s CUSIP number, transfer agent, and Frankfurt ticker 5AR1 remain the same, and trading on Nasdaq continues without interruption.

No action was required from stockholders for either the name change or the ticker change. Management describes the new identity as reflecting an ongoing evolution toward a broader financial platform focused on payments, tokenization, and AI-driven financial infrastructure built on systems that have processed more than $8 billion in cumulative transaction volume.

Positive

  • None.

Negative

  • None.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Cumulative transaction volume $8 billion+ Processed on AiFi infrastructure since inception
Par value per share $0.001 per share Common stock listed on Nasdaq
Name change effective time 11:59 pm PDT Corporate name changed on April 28, 2026
Nasdaq ticker effective date April 29, 2026 Common stock began trading under AIFC
short-form merger regulatory
"The name change was effected through a parent/subsidiary short-form merger"
A short-form merger is a fast-track legal process that lets a parent company fold a subsidiary into itself without holding a shareholder vote when the parent already owns a very large majority of the subsidiary. Think of it like a roommate who owns almost the entire house reorganizing rooms without getting everyone’s permission; it speeds up consolidation and cost savings but can affect the rights and value received by remaining minority shareholders, so investors watch for impact on ownership, cash payouts, and potential legal challenges.
Regulation FD Disclosure regulatory
"Section 7 – Regulation 7.01. Regulation FD Disclosure."
Regulation FD disclosure requires public companies to share important, market-moving information with everyone at the same time instead of tipping off analysts or large investors first. Think of it as making sure all players on a field hear the same announcement simultaneously; that fairness helps investors trust that stock prices reflect the same information and reduces the risk of sudden, unfair trading advantages or regulatory penalties for selective leaks.
forward-looking statements regulatory
"This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
tokenization financial
"opportunities at the intersection of payments, tokenization, and AI."
Tokenization is the process of converting real-world assets or rights into digital tokens stored on a computer network. This allows assets, such as property or investments, to be divided into smaller parts, making them easier to buy, sell, or transfer electronically. For investors, tokenization can increase access to a wider range of investments and make transactions faster and more efficient.
on-chain financial infrastructure financial
"platform capabilities, including those associated with tokenized assets and on-chain financial infrastructure"
Understanding 8-K Material Events →
false --12-27 0000862861 0000862861 2026-05-01 2026-05-01 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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) May 1, 2026 (April 28, 2026)

 

AI FINANCIAL 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 800-400-2247

 

ALT5 Sigma Corporation

(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 each exchange on which registered
Common stock (par value $0.001 per share)   AIFC   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. ☐

 

 

 

 
 

 

Section 5 – Corporate Governance and Management

 

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

ALT5 Sigma Corporation (the “Company”, “we”, “our”, or “us”) changed its corporate name from ALT5 Sigma Corporation to AI Financial Corporation on April 28, 2026, as of 11:59 pm PDT. We also changed our Nasdaq common stock ticker symbol from “ALTS” to “AIFC” as of the opening of the market on April 29, 2026. The name change was effected through a parent/subsidiary short-form merger of AI Financial Corporation, our wholly-owned Nevada subsidiary formed solely for the purpose of effectuating the name change (the “Name Change Subsidiary”), whereby it merged with and into the Company, with the Company being the surviving entity. In preparation for the name-change merger, we filed Articles of Incorporation of the Name Change Subsidiary with the Secretary of State of the State of Nevada on April 24, 2026. A copy of those Articles of Incorporation is attached hereto as Exhibit 3.23. Then, on April 28, 2026, to effectuate the name change, we filed Articles of Merger between the Name Change Subsidiary and us with the Secretary of State of the State of Nevada. A copy of the Articles of Merger is attached hereto as Exhibit 3.24. Our Board of Directors approved the name-change merger and, in accordance with Section 92A.180 of the Nevada Revised Statutes, approval by our stockholders was not required . Further, our website address changed from “alt5sigma.com” to “aifi.co.” No action by our stockholders was required with respect to the ticker symbol change. Our CUSIP number and transfer agent remain unchanged.

 

Section 7 – Regulation FD

 

7.01. Regulation FD Disclosure.

 

On April 29, 2026, we issued a press release announcing our name and ticker symbol change. A copy of the press release is furnished as Exhibit 99.1 hereto.

 

The information in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for 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 incorporated by reference into any of our filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by reference in such filing.

 

Section 9 – Financial Statements and Exhibits

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
3.23   Articles of Incorporation of AI Financial Corporation (the Name Change Subsidiary), filed with the Secretary of State for the State of Nevada on April 24, 2026.
3.24   Articles of Merger for ALT5 Sigma Corporation with and into ALT5 Corporation, filed with the Secretary of State for the State of Nevada on April 28, 2026, and effective on April 28, 2026.
99.1   Press Release, dated April 29, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 
 

 

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.

 

  AI FINANCIAL CORPORATION
   
Date: May 1, 2026 By: /s/ Tony Isaac
    Tony Isaac
    Chief Executive Officer

 

 

 

Exhibit 99.1

 

AI Financial Corporation (Formerly ALT5 Sigma) Begins Trading Under New Nasdaq Ticker Symbol “AIFC”

 

Ticker change reflects the Company’s continued evolution across payments, tokenization, and AI-driven infrastructure

 

LAS VEGAS, NV — April 29, 2026 — AI Financial Corporation (NASDAQ: AIFC) (FRA:5AR1) (“AiFi” or the “Company”), formerly ALT5 Sigma Corporation (NASDAQ: ALTS), a fintech company providing blockchain-powered payment, trading, and settlement infrastructure for digital assets, today announced that its common stock will begin trading under its new corporate name and Nasdaq ticker symbol, AIFC, effective at the open of market trading today, Wednesday, April 29, 2026.

 

The Company’s common stock ceased trading under the ticker symbol ALTS following after-market trading on Tuesday, April 28, 2026, and now trades under the new ticker symbol AIFC. The Company will continue to trade on The Nasdaq Stock Market without interruption, and the CUSIP number associated with its common stock will remain unchanged. The Company’s Frankfurt ticker symbol, 5AR1, will remain unchanged. No action is required by existing stockholders.

 

The name change reflects the Company’s continued evolution toward a broader financial platform that will be designed to support increasingly programmable and automated financial activity.

 

Tony Isaac, President and Chief Executive Officer, stated:

 

“Today marks an important milestone as we begin trading as AI Financial Corporation under our new Nasdaq ticker symbol, AIFC. Our focus has been on building a strong operating foundation across payment processing, trading, and settlement. AiFi represents the next step in that evolution, positioning the Company to evaluate opportunities at the intersection of payments, tokenization, and AI.”

 

About AI Financial Corporation (AiFi)

 

AI Financial Corporation (Nasdaq: AIFC) is a fintech company providing global payments, trading, and settlement infrastructure for digital assets, including solutions that support crypto-to-fiat and fiat-to-crypto transactions. Built on infrastructure that has processed more than $8 billion in cumulative transaction volume since inception, AiFi serves institutional and enterprise clients across the evolving digital financial ecosystem. The Company is focused on expanding its platform capabilities to support emerging forms of financial activity, including tokenization, software-driven financial systems, and AI-enabled applications and autonomous transaction infrastructure.

 

Forward-Looking Statements

 

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and other applicable securities laws. Forward-looking statements generally relate to future events or the Company’s future financial or operating performance and may include statements regarding the Company’s strategic direction, the expected benefits of the corporate name and ticker symbol change, and potential future initiatives.

 

In some cases, forward-looking statements can be identified by terminology such as “may,” “will,” “could,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “potential,” “continue,” or the negative of these terms or other comparable terminology. These statements are based on management’s current expectations, assumptions, and beliefs, and are subject to a number of risks, uncertainties, and other factors that could cause actual results to differ materially from those described in the forward-looking statements.

 

These risks and uncertainties include, but are not limited to: the availability of capital to support future development; the Company’s ability to develop, acquire, or integrate new technologies; the Company’s ability to execute on its strategy under its new corporate identity and ticker symbol; changes in market conditions; regulatory developments affecting the Company’s business; and other risks and uncertainties described in the Company’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and subsequent filings.

 

Forward-looking statements relating to potential future platform capabilities, including those associated with tokenized assets and on-chain financial infrastructure, are subject to ongoing evaluation. The Company does not currently offer certain of these capabilities within its commercial platform, and there can be no assurance that such capabilities will be successfully developed or implemented.

 

Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

 

Investor Relations

 

Gateway Group, Inc.

Phone: +1 (949) 574-3860

Email: AIFC@gateway-grp.com

 

 

Source: View Original Filing on SEC EDGAR

FAQ

What corporate change did AI Financial Corporation (formerly ALTS) disclose in this 8-K?

AI Financial Corporation disclosed a change of its corporate name from ALT5 Sigma Corporation and a new Nasdaq ticker symbol, AIFC. The company completed the change via a short-form merger under Nevada law, with the parent entity surviving and operations continuing uninterrupted.

When did AI Financial Corporation’s Nasdaq ticker change from ALTS to AIFC?

AI Financial Corporation’s common stock began trading under the new Nasdaq ticker AIFC at the market open on April 29, 2026. Trading under the former ticker ALTS ceased after the close of trading on April 28, 2026, with no interruption to its Nasdaq listing.

Did AI Financial Corporation’s name and ticker change require stockholder action?

No, stockholders were not required to take any action for the name or ticker change. The board approved a parent/subsidiary short-form merger under Nevada Revised Statutes Section 92A.180, allowing the company to implement the new name and symbol without a shareholder vote.

What business focus does the new AI Financial Corporation branding emphasize?

The new branding emphasizes AI Financial Corporation’s evolution toward a broader financial platform. Management highlights focus areas including payments, trading, settlement for digital assets, tokenization, software-driven financial systems, and AI-enabled applications that support programmable and autonomous financial activity.

Did AI Financial Corporation’s CUSIP or exchange listings change with the new ticker AIFC?

The CUSIP associated with AI Financial Corporation’s common stock remains unchanged, and the company continues trading on The Nasdaq Stock Market. Its Frankfurt listing also remains active under ticker 5AR1, so only the U.S. ticker symbol transitioned from ALTS to AIFC.

How much transaction volume has AI Financial Corporation’s infrastructure processed?

AI Financial Corporation states its infrastructure has processed more than $8 billion in cumulative transaction volume since inception. This figure reflects activity across its blockchain-powered payment, trading, and settlement systems serving institutional and enterprise clients in the digital asset ecosystem.

Filing Exhibits & Attachments

12 documents

Press Releases

Other Documents