AlphaTime replaces UHY with Inbergo as auditor

Q: Who replaced UHY as ATMC’s auditor?

ATMC engaged Inbergo CPA LLP as its new independent registered public accounting firm on September 22, 2026, with approval from the board and audit committee.

UHY’s 2025 report included substantial-doubt language, while ATMC had identified a related-party transaction review weakness.

Filing Impact

(Moderate)

Filing Sentiment

(Very Negative)How Sentiment works

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

How Sentiment works How the balance works

Form Type

8-K

Rhea-AI Filing Summary

AlphaTime Acquisition Corp (ATMC) approved the dismissal of UHY LLP on September 22, 2026, notified UHY on October 14, and made the dismissal effective that day. The company engaged Inbergo CPA LLP on September 22, 2026, with board and audit committee approval.

UHY’s April 15, 2025 report on financial statements for fiscal years ended December 31, 2024 and 2023 included an explanatory paragraph regarding substantial doubt about ATMC’s ability to continue as a going concern. ATMC reported no qualifying disagreements with UHY. Management had identified a material weakness relating to insufficient review of related-party transactions in its report for the quarter ended September 30, 2025.

0 points · 0 major

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance works How Sentiment works

2 major · 2 points

How the balance works

Positive

None.

Negative

Major pointMaterial weakness identified in 2025: insufficient review of related-party transactions.
Major pointUHY’s 2025 report: substantial-doubt language on going concern.

8-K Event Classification

2 items: 4.01, 9.01

2 items

Item 4.01 Changes in Registrant's Certifying Accountant Governance

The company changed its independent auditing firm, which may involve disagreements on accounting matters.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Ordinary share par value: $0.0001 per share Warrant exercise price: $11.50 per share Shares represented by each right: One-tenth of one ordinary share

3 metrics

Ordinary share par value $0.0001 per share Ordinary shares

Warrant exercise price $11.50 per share Each whole warrant is exercisable for one ordinary share

Shares represented by each right One-tenth of one ordinary share Each right entitles its holder to this amount

Key Terms

material weakness, going concern, independent registered public accounting firm

3 terms

material weakness financial

"material weakness in the Company’s internal control over financial reporting"

A material weakness is a significant flaw in the systems and checks a company uses to ensure its financial reports are accurate, meaning errors or fraud could happen and not be caught. For investors it matters because it raises the risk that reported results are unreliable—similar to finding a hole in a ship’s hull—potentially leading to corrected financials, regulatory action, reduced trust, and negative effects on stock value and borrowing costs.

going concern financial

"substantial doubt about the Company’s ability to continue as a going concern"

Going concern is the accounting assumption that a company will keep operating and meeting its obligations for the foreseeable future. The phrase matters most when a company or its auditors disclose substantial doubt about it, a formal warning that the business may not have enough resources to continue without raising money, restructuring, or selling assets. That language in a filing or press release signals elevated financial risk.

independent registered public accounting firm financial

"new independent registered public accounting firm"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

FAQ

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

Who replaced UHY as ATMC’s auditor?

ATMC engaged Inbergo CPA LLP as its new independent registered public accounting firm on September 22, 2026, with approval from the board and audit committee.

Did ATMC report disagreements with UHY?

ATMC stated there were no disagreements of the kind that, if unresolved to UHY’s satisfaction, would have led UHY to refer to the matter in its reports. The statement covers fiscal years ended December 31, 2025 and 2024 and the subsequent interim period through UHY’s dismissal.

Did ATMC consult Inbergo before engaging the firm?

ATMC stated that neither it nor anyone acting on its behalf consulted Inbergo during fiscal years ended December 31, 2025 and 2024 or the subsequent interim period before engagement about specified accounting applications, possible audit opinions, disagreement matters, or reportable events.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/28/2026 - 04:16 PM EDT Accepted by SEC EDGAR 10/28/2026 - 04:15 PM EDT

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): September 22, 2026

ALPHATIME ACQUISITION CORP

(Exact name of registrant as specified in its charter)

Cayman Islands

001-41584

N/A

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

500 5^th Avenue, Suite 938

New York, NY 10110

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code (347) 627-0058

Not Applicable
(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

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
Units, each consisting of one ordinary share, one redeemable warrant and one right	ATMCU	N/A
Ordinary Shares, par value $0.0001 per share	ATMC	N/A
Warrants, each whole warrant exercisable for one ordinary share at an exercise price of $11.50 per share	ATMCW	N/A
Rights, each right entitling the holder thereof to one-tenth of one ordinary share	ATMCR	N/A

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 4.01. Changes in Registrant’s Certifying Accountant.

Dismissal of UHY LLP

On September 22, 2026, the board of directors (the “Board”) of AlphaTime Acquisition Corp (the “Company”) approved the dismissal of UHY LLP (“UHY”) as the Company’s independent registered public accounting firm, and on October 14, 2026, the Company notified UHY of its dismissal, effective as of October 14, 2026. The audit committee of the Board (the “Audit Committee”) approved the dismissal on September 22, 2026.

UHY’s report dated April 15, 2025 on the Company’s financial statements as of and for the fiscal years ended December 31, 2024 and 2023 did not contain an adverse opinion or a disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles, except that the report contained an explanatory paragraph regarding substantial doubt about the Company’s ability to continue as a going concern.

During the fiscal years ended December 31, 2025 and 2024 and the subsequent interim period through the date of UHY’s dismissal, there were no “disagreements” (as that term is used in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and UHY on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of UHY, would have caused UHY to make reference to the subject matter of the disagreements in connection with its reports on the Company’s financial statements.

As disclosed in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, management identified a material weakness in the Company’s internal control over financial reporting relating to insufficient review of related party transactions. The Audit Committee discussed this material weakness with UHY, and the Company has authorized UHY to respond fully to inquiries of the Company’s successor independent registered public accounting firm concerning this material weakness.

The Company has provided UHY with a copy of the disclosures contained in this Current Report on Form 8-K prior to its filing with the Securities and Exchange Commission (the “SEC”) and has requested that UHY furnish the Company with a letter addressed to the SEC stating whether it agrees with the statements made in this Item 4.01 and, if not, the respects in which it disagrees. A copy of UHY’s letter, dated October 19, 2026, is filed as Exhibit 16.1 to this Current Report on Form 8-K.

Engagement of Inbergo CPA LLP

On September 22, 2026, the Company engaged Inbergo CPA LLP (“Inbergo”) as its new independent registered public accounting firm. The Board approved the appointment on September 22, 2026. The Audit Committee approved the appointment on September 22, 2026.

During the fiscal years ended December 31, 2025 and 2024 and the subsequent interim period prior to the engagement of Inbergo, neither the Company nor anyone acting on its behalf consulted with Inbergo regarding (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, or (ii) any matter that was the subject of a disagreement, as that term is described in Item 304(a)(1)(iv) of Regulation S-K and the related instructions, or a reportable event, as that term is described in Item 304(a)(1)(v) of Regulation S-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

16.1	Letter from UHY LLP to the Securities and Exchange Commission, dated October 19, 2026.

104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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.

	ALPHATIME ACQUISITION CORP

	By:	/s/ Gan Kim Hai
	Name:	Gan Kim Hai
	Title:	Chief Executive Officer

Dated: October 28, 2026

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

7 documents