Alpha Modus SEC Filings

Alpha Modus Holdings, Inc. reported that on April 8, 2026 it entered into an Exchange Agreement with the family trust of its CEO, William Alessi. The trust will exchange 3,870,000 shares of Series C Preferred Stock for 109,588,265 shares of Class A common stock, which represent the shares that would have been issuable upon conversion under the company’s charter. The common shares cannot be sold or transferred (other than to affiliates) before June 13, 2026 and will only be issued, with the preferred cancelled, after the company complies with Nasdaq Rule 5635 shareholder approval requirements. The company is pursuing this exchange to increase the market value of its listed securities and materially reduce stockholders’ deficit.

Alpha Modus also disclosed that on April 6, 2026 it received a Nasdaq notice stating it no longer meets the $500,000 minimum net income standard, the alternative $35 million market value of listed securities standard, or the alternative $2.5 million stockholders’ equity requirement. The notice does not immediately affect trading, but the company has 45 days to submit a compliance plan and may receive up to 180 days from the notice date to regain compliance before potential delisting.

Alpha Modus Holdings, Inc. is providing an Information Statement notifying holders that Majority Stockholders holding approximately 62.1% approved, by written consent, issuances of securities including 3,200,000 shares of Series C Preferred Stock and 5,789,417 warrants exercisable at $0.4940. The actions become effective 20 days after mailing to holders of the Common Stock as of the April 2, 2026 record date. The Board also approved bonus securities: warrants to purchase 2,199,010 and 1,099,505 shares for two executives and specified grants of common shares to other personnel. The Information Statement states the Janbella securities could convert or be exercised in amounts that implicate NASDAQ Listing Rule 5635(d).

Alpha Modus Holdings, Inc. files a prospectus supplement to its Form S-1 that incorporates its Annual Report on Form 10-K for the fiscal year ended December 31, 2025. The supplement updates and supersedes inconsistent sections of the Prospectus and attaches the 2025 Annual Report for investors' review.

The 10-K describes Alpha Modus’ patent‑centric business model, a portfolio of issued patents (eleven U.S. patents disclosed), an active licensing and litigation program asserting the '571 family, commercialization efforts via Alpha Modus Financial Services (Alpha Cash), recent pilot and partner agreements, financing activity around convertible notes and equity exchanges, and material going concern disclosures tied to historical losses and cash needs.

Alpha Modus Holdings, Inc. files its annual report describing a SPAC-originated IP and fintech platform focused on AI-driven retail analytics and in-store financial services. The company completed a business combination with Insight Acquisition Corp. in December 2024 and now trades on Nasdaq as a smaller reporting and emerging growth company.

Alpha Modus centers its strategy on an extensive patent portfolio for real-time monitoring of shopper behavior, personalized marketing, smart planograms and kiosk-based engagement, including the Alpha Cash financial services platform targeting underbanked consumers. It reports an operating loss of $5,244,188 and net cash used in operating activities of $3,210,182 in 2025, and auditors raised substantial doubt about its ability to continue as a going concern.

The company has financed operations through structured notes, equity-linked funding and insider loans, while pursuing licensing and enforcement of eleven issued U.S. patents and additional applications. Multiple patent suits against major retailers and technology providers have been filed, with several matters settled and others in early litigation stages, underscoring its monetization-through-litigation model.

Polar Asset Management Partners Inc., a Canadian investment adviser, reported its beneficial ownership of Alpha Modus Holdings Inc. Class A ordinary shares on an amended Schedule 13G. Polar reports beneficial ownership of 1,003,590 shares, which is stated to represent 2.1% of the class.

This total includes 869,226 shares issuable upon exercise of warrants, meaning part of the position is potential, not yet issued stock. Polar has sole voting and dispositive power over the full 1,003,590 shares and no shared power. The firm certifies the holdings are in the ordinary course of business and not for the purpose of changing or influencing control of Alpha Modus.

Alpha Modus Holdings, Inc. reported several equity issuances around January 20–22, 2026. The company issued 45,817 shares of Class A common stock to each of four non-employee directors, 114,543 shares to its Chief Revenue Officer, 54,249 shares to its Chief Financial Officer, and 119,752 shares to its VP of Technology as quarterly equity fees under existing agreements. These shares were issued in private transactions relying on Section 4(a)(2) and Rule 506(b), with per-share values based on recent closing or 10-day average prices.

The company also issued 4,000,000 shares to Leron Group LLC, 250,000 shares to Rucus Holdings LLC, and 400,000 shares to Maxim Group LLC under a previously effective Form S-1 registration statement. In addition, it issued an aggregate 360,381 shares to H.C. Wainwright & Co., LLC under an at-the-market offering program registered on Form S-3. After all of these issuances, Alpha Modus had 47,442,151 Class A common shares outstanding.

Alpha Modus Holdings, Inc. is launching an at-the-market offering of its common stock of up to $3,500,000, to be sold from time to time through or to H.C. Wainwright & Co. under a sales agreement. The company will pay the sales agent a 3.0% commission on gross proceeds and intends to use any net proceeds for working capital and general corporate purposes. As of January 2, 2026, it had 41,959,958 shares of common stock outstanding, and based on an illustrative price of $0.462 per share, up to 7,575,757 new shares could be issued, bringing total shares to as many as 49,535,715.

Alpha Modus recently completed a business combination that transformed it from a SPAC into an AI-driven retail intelligence company with an extensive U.S. patent portfolio focused on in‑store analytics, personalized marketing, and real‑time inventory and customer engagement. The auditor’s report on its 2023 and 2024 financial statements includes a going concern qualification citing lack of current revenues, recurring operating losses, and net capital deficiency. The company is an emerging growth and smaller reporting company, and a controlled company under Nasdaq rules due to its CEO’s voting power.

Alpha Modus Holdings, Inc. is registering up to $250,000,000 of Class A common stock, warrants and units for future primary offerings under a shelf registration. The company can sell these securities from time to time, with specific prices and terms to be detailed in separate prospectus supplements, and may also register securities issuable upon conversion or exercise of those instruments.

Alpha Modus recently completed a business combination, now operates an AI-driven retail intelligence platform, and qualifies as an emerging growth company, smaller reporting company and Nasdaq “controlled company.” Its auditor has issued going concern qualifications citing lack of current revenues, recurring operating losses and net capital deficiency. The company’s public float was about $10,880,847 as of January 2, 2026, which limits how much it may sell under Form S-3 in any 12‑month period. The prospectus highlights thin trading in the stock, potential dilution from future issuances, no expected common dividends, significant intellectual property and patent-enforcement risks, and the possibility that large share sales could pressure the share price.