Alpha Modus Holdings, Inc. filings document the company’s public-company capital structure, material agreements, securities issuances, Nasdaq compliance matters, and governance disclosures. Recent 8-K reports cover Class A common stock and redeemable warrant disclosures, preferred stock exchange agreements, unregistered equity issuances to directors and personnel, and consulting agreements connected to financial services kiosks, mobile applications, sales, marketing, and application development.
The filing record also includes convertible promissory notes, warrant issuances, related-party financing, Regulation FD presentation disclosures, and notices concerning Nasdaq continued-listing standards. These documents provide formal disclosure on financing terms, share issuance exemptions, contractual obligations, capital-structure changes, listing-rule compliance, and the company’s operating focus in AI-enabled retail technology and financial services infrastructure.
Alpha Modus Holdings, Inc. is registering for resale by selling stockholders up to 103,243,120 shares of Class A common stock. The pool comprises 51,621,560 PIPE Shares already issued and 51,621,560 Warrant Shares that may be issued upon exercise; none of the Warrant Shares had been issued as of the prospectus date. The company will receive no proceeds from stockholder resales.
The PIPE closed September 30, 2026, when the selling stockholders delivered 3,170 bitcoin to the company’s wholly owned subsidiary, AMOD Tech Pte. Ltd., as the aggregate purchase price for the PIPE Shares and warrants. The warrants have a two-year term following issuance, a $4.36 per-share exercise price, require cash exercise, and include a 19.99% beneficial ownership limitation.
The resale amount equals approximately 180% of shares outstanding as of October 9, 2026, and the company says resales could have a significant negative impact on its stock price. The auditor’s report on the 2025 and 2024 financial statements expressed substantial doubt about the company’s ability to continue as a going concern, citing recurring operating losses and net capital deficiency.
Alpha Modus Holdings, Inc. agreed to sell and issue 6,304,348 shares of Class A common stock in a registered direct offering at $1.15 per share, for approximately $7.25 million in gross proceeds before placement-agent fees and offering expenses. Closing is expected on or about October 22, 2026, subject to customary closing conditions. The company intends to use net proceeds to pay debt and for working capital and general corporate purposes.
H.C. Wainwright & Co., LLC is the exclusive placement agent. Alpha Modus agreed to pay a cash fee equal to 7.0% of gross proceeds, issue warrants to purchase up to 441,304 shares at an exercise price of $1.4375 per share, and reimburse up to $75,000 in legal and other expenses plus $15,950 for clearing expenses. The warrants have a five-year term from commencement of sales of the Offering.
Subject to exceptions, the company and its subsidiaries agreed not to issue, agree to issue or announce proposed issuance of common stock or Common Stock Equivalents, or file a registration statement or amendments or supplements, until 30 days after closing. The company also agreed not to enter into a Variable Rate Transaction until one year after the Closing Date.
Alpha Modus Holdings, Inc. (AMOD) is offering 6,304,348 Class A common shares at $1.15 each in a registered direct offering to an institutional investor. H.C. Wainwright is the exclusive placement agent. The company expects approximately $6.65 million in net proceeds after placement-agent fees and estimated expenses, for debt payment, working capital and general corporate purposes.
At closing, Alpha Modus has agreed to issue placement-agent warrants to purchase up to 441,304 shares at $1.4375 per share. They are exercisable from issuance and expire five years from commencement of sales. Delivery is expected on or about October 22, 2026, subject to customary closing conditions. Separately, a transaction closed September 30, 2026: the company issued 51,621,560 shares and warrants for 51,621,560 additional shares in exchange for 3,170 Bitcoin, now held by a wholly owned subsidiary.
The independent auditor’s reports on the 2025 and 2024 financial statements expressed substantial doubt about the company’s ability to continue as a going concern, citing recurring operating losses and net capital deficiency. The offering’s dilution analysis estimates an immediate $0.36 per-share decrease in pro forma net tangible book value for existing stockholders.
Alpha Modus Holdings, Inc. satisfied in full all outstanding obligations under its Secured Pre-Paid Purchase #1 with Streeterville Capital, LLC on October 6, 2026. After the payoff, the company elected to terminate its Securities Purchase Agreement with Streeterville, stating that it no longer needed the facility.
Alpha Modus Holdings, Inc. is registering for resale up to 103,243,120 shares of common stock by selling stockholders after the registration statement becomes effective. The shares comprise 51,621,560 PIPE shares already issued and 51,621,560 warrant shares that may be issued. The resale amount represents approximately 180% of the 57,515,785 common shares outstanding as of October 9, 2026. Alpha Modus will receive no proceeds from resales.
At the September 30, 2026 closing, the selling stockholders delivered 3,170 bitcoin to the custody and control of wholly owned subsidiary AMOD Tech Pte. Ltd., which now owns the bitcoin. The warrants have a $4.36-per-share exercise price and require cash payment to Alpha Modus upon exercise. The auditor’s report accompanying the 2025 and 2024 financial statements expressed substantial doubt about Alpha Modus’s ability to continue as a going concern, citing recurring operating losses and net capital deficiency.
Alpha Modus Holdings, Inc. (AMOD) is the subject of an amended beneficial-ownership report in which Streeterville Capital LLC, Streeterville Management LLC and John M. Fife each report beneficial ownership of 0 shares of Class A common stock, or 0% of the class. Each also lists zero sole and shared voting power and zero sole and shared dispositive power.
Alpha Modus Holdings, Inc. (AMOD) appointed Atlas Arman and Wenlong Tong to its board on October 5, 2026. Arman was also appointed Co-Chairman, and Tong was appointed Co-CEO. Arman has 15+ years of leadership experience across technology, AI and Web3. He has served as a principal capital partner at Attribute Global Ventures since January 2026 and previously worked as a Marketing & Business Development Manager at Intel from 2006 through 2016. Tong has been President of ZSS Technologies (Beijing) Co., Ltd. since January 2020 and co-founded Guangdong Etop Global Technology Co., Ltd. during 2017–2019.
Alpha Modus is negotiating compensation terms with both appointees and expects to enter into definitive agreements with each after those terms are finalized.
Alpha Modus Holdings, Inc. (AMOD) received a letter from Nasdaq on October 1, 2026, stating that Nasdaq staff determined the company complies with Listing Rule 5550(b)(1).
Alpha Modus Holdings, Inc. completed a PIPE transaction on September 30, 2026, issuing 51,621,560 shares of Class A common stock and warrants to purchase an additional 51,621,560 shares at an exercise price of $4.36 per share. Investors delivered 3,170 bitcoin as the aggregate purchase price to the custody and control of the company’s newly formed, wholly owned subsidiary, AMOD Tech Pte. Ltd. The subsidiary now owns 3,170 bitcoin, valued in excess of $250 million using a reference price of approximately $83,612.20 per bitcoin on September 30, 2026.
After an April 6, 2026 Nasdaq notice concerning listing standards, the company submitted a compliance plan and received an extension. Following the PIPE closing, the company believes stockholders’ equity is well in excess of $200 million and says it has regained compliance with Nasdaq’s $2.5 million minimum stockholders’ equity requirement. Nasdaq will continue monitoring; if the next periodic report does not evidence compliance, the company may be subject to delisting.