Welcome to our dedicated page for ALPHA MODUS HOLDINGS SEC filings (Ticker: AMOD), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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. (AMOD) obtained written consent from holders of approximately 69.7% of its voting stock as of August 25, 2026 to approve a Securities Purchase Agreement with non‑U.S. investors. The company will issue 51,621,560 new Class A common shares and warrants for an additional 51,621,560 shares at a $4.36 exercise price, for aggregate consideration of 3,170 bitcoin in a PIPE financing.
The new shares and warrant shares exceed 20% of existing voting power and could constitute a change of control under NASDAQ Listing Rule 5635, so stockholder approval was required to maintain the NASDAQ listing. Assuming full issuance, the investors would own about 95.4% of common stock and CEO William Alessi’s beneficial ownership would decline from 71.4% to about 3.3%. The action becomes effective 20 days after mailing of this information statement, after which the new shares will be issued and the company must file a resale registration statement covering the shares and warrant shares.
Alpha Modus Holdings, Inc. (AMOD) obtained written consent from holders of approximately 69.7% of its voting stock to approve a Securities Purchase Agreement with non-U.S. investors. Under this PIPE financing, Alpha Modus agreed on August 26, 2026 to issue 51,621,560 Class A shares and warrants to purchase an additional 51,621,560 shares at a $4.36 exercise price, for an aggregate purchase price of 3,170 bitcoin.
The company must file a resale registration statement for the shares and warrant shares within 15 days of closing under a Registration Rights Agreement and use commercially reasonable efforts to have it declared effective. The warrants are exercisable for two years, only for cash, and include a 19.99% beneficial ownership limitation. Nasdaq Listing Rule 5635(b) required stockholder approval because issuing the shares and warrant shares could constitute a change of control: as of August 25, 2026, CEO William Alessi beneficially owned about 71.4% of common stock, but after full issuance he would own about 3.3% while the investors would own about 95.4%. The action becomes effective 20 calendar days after this information statement is first mailed to stockholders of record.
Alpha Modus Holdings, Inc. (AMOD) entered into a bitcoin-backed PIPE financing with 10 non-U.S. investors, agreeing to issue 51,621,560 new Class A shares and warrants for an additional 51,621,560 shares at a $4.36 exercise price. The aggregate purchase price is $225,070,000, payable solely in 3,170 Bitcoin at a stipulated reference price of $71,000 per BTC.
The company must file, within 15 days after closing, a registration statement to register the PIPE shares for resale and to include the warrant shares, and use commercially reasonable efforts to have it declared effective. For a period until the earlier of 30 days after that registration becomes effective or December 31, 2026, Alpha Modus is generally prohibited from issuing additional equity or convertible securities, subject to limited exceptions for pre-existing notes, warrants and director/officer equity.
The warrants are non-cashless, have a two-year term and include a 19.99% beneficial ownership limitation so that no holder can exercise to exceed that ownership threshold. As context, the company’s capitalization table shows 4,986,264 Class A shares outstanding as of August 24, 2026, prior to this PIPE.
Alpha Modus Holdings, Inc. (AMOD) entered into a securities purchase agreement with non‑U.S. investors for a bitcoin‑funded PIPE financing. The company agreed to issue 51,621,560 shares of Class A common stock and warrants to purchase 51,621,560 additional shares at $4.36 per share, for aggregate consideration of 3,170 bitcoin.
The warrants have a two‑year term, are not exercisable on a cashless basis, and include a 19.99% beneficial ownership limitation. Alpha Modus also entered into a registration rights agreement requiring it to file a resale registration statement within 15 days of closing, covering both the shares and the warrant shares. Until the earlier of 30 days after effectiveness of that registration statement or December 31, 2026, new equity issuance is broadly restricted, with limited exceptions.
In its press release, the company stated the transaction is expected to add 3,170 bitcoin valued at $71,000 per BTC, representing more than $200 million in bitcoin assets on its balance sheet. Management states it believes this would materially increase shareholder equity and help address Alpha Modus’s outstanding Nasdaq shareholder equity deficiency, while the company continues to focus on its AI‑driven retail and financial technology businesses.
Alpha Modus Holdings, Inc. filed a prospectus supplement to incorporate its Form 10‑Q for the quarter ended June 30, 2026 into its S‑1 prospectus. Alpha Modus is a technology and intellectual property company focused on data‑driven systems for in‑store consumer analytics and engagement.
At June 30, 2026, the company had $2,001,007 in cash and a working capital deficit of $6,253,456, with total assets of $3.4 million and total liabilities of $9.5 million. Mezzanine equity from Series C preferred stock present at year‑end 2025 was fully converted or exchanged into common stock by June 30, 2026, leaving a stockholders’ deficit of $6.1 million.
Alpha Modus reported a net loss of $2.15 million for the quarter and $6.17 million for the first half of 2026, compared with losses of $2.79 million and $3.10 million in the prior‑year periods, driven by higher general and administrative costs, professional fees, interest expense, and $4.02 million in stock‑based compensation. Operating cash outflows were $2.40 million for the first half of 2026, partially offset by $4.46 million of financing inflows, including $2.00 million from a secured pre‑paid equity purchase agreement with Streeterville Capital, which created a $1.89 million derivative liability. Management disclosed recurring losses, no current revenue stream, and the significant working capital deficit as raising substantial doubt about the company’s ability to continue as a going concern.
Alpha Modus Holdings, Inc. reported a net loss of $2.15 million for the quarter and $6.17 million for the six months ended June 30, 2026, with no revenue and operating expenses of $6.37 million for the six-month period. Cash increased to $2.00 million from $68,000 at year-end 2025, but total assets remained modest at $3.41 million versus total liabilities of $9.54 million, resulting in a stockholders’ deficit of $6.13 million and a working capital deficit of $6.25 million.
Management states there is substantial doubt about the ability to continue as a going concern due to recurring losses, lack of a revenue stream, and the working capital deficit. During the period, the company raised capital via common stock issuances and conversions, including conversion of all remaining Series C preferred stock into common shares, and entered into a $10.0 million secured pre-paid share purchase facility with Streeterville Capital, with an initial $2.19 million pre-paid purchase and 450,000 pre-delivery shares. Complex derivative liabilities related to warrants, earnout structures, and the pre-paid facility contributed to non-cash fair value adjustments in results.
Alpha Modus Holdings, Inc. received an updated Schedule 13G/A from Streeterville Capital LLC, Streeterville Management LLC, and John M. Fife reporting beneficial ownership of 487,171 shares of Class A common stock. This represents 9.99% of the 4,876,593 shares outstanding as of July 28, 2026. The shares are held directly by Streeterville Capital LLC, with indirect beneficial ownership by Streeterville Management LLC and John M. Fife, who is the sole member of Streeterville Management LLC. Streeterville has sole voting and dispositive power over the 487,171 shares, subject to a contractual 9.99% ownership cap under a Securities Purchase Agreement dated June 29, 2026 and related Pre-Paid Purchases.
Alpha Modus Holdings, Inc., a Delaware corporation listed on Nasdaq under the symbols AMOD and AMODW, reported an executive leadership change. On July 28, 2026, the company terminated Thomas Gallagher from his position as Chief Revenue Officer without cause, constituting a departure of a named officer.
The company’s Class A common stock has a par value of $0.0001 per share, and its redeemable warrants trade under AMODW, with each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50.
Alpha Modus Holdings, Inc. is registering up to 4,000,000 shares of Class A common stock for resale by Streeterville Capital, LLC. This includes up to 3,550,000 Pre-Paid Purchase Shares tied to up to $10,000,000 in Secured Pre-Paid Purchases and 450,000 Pre-Delivery Shares already issued.
The resale represents about 47.5% of common stock outstanding as of July 10, 2026, assuming all Pre-Paid Purchase Shares are issued, with shares purchasable by the investor at 90% of the lowest 5-day VWAP, subject to a $0.81 floor and potential profit of up to $0.42 per share at a reference price of $4.16. Alpha Modus will not receive proceeds from these resales.
The company, a patent- and AI-driven retail technology business formed via a 2024 SPAC merger, reported a $8,021,235 net loss and $3,210,182 operating cash outflow in 2025, and its auditor raised substantial doubt about its ability to continue as a going concern. Common shares outstanding were 4,876,593 pre-facility and 8,426,593 pro forma. The CEO controls about 72.2% of the stock, making Alpha Modus a Nasdaq “controlled company.”