All In FutureTech Alliance, Inc.

DEF 14A 1 ea0290065-02.htm PROXY STATEMENT

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Check the appropriate box:

All In FutureTech Alliance, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement if Other Than the Registrant)

Payment of Filing Fee (Check all boxes that apply)

New York, New York 10151

NOTICE OF SPECIAL MEETING OF STOCKHOLDERS

To Be Held On June 1, 2026

Dear Stockholders of All In FutureTech Alliance, Inc.:

You are cordially invited to virtually attend a special meeting of the stockholders (the “Special Meeting”) of All In FutureTech Alliance, Inc., a Delaware corporation (“All In FutureTech Alliance,” “we,” “us,” “our,” or the “Company”). The meeting will be held on June 1, 2026 at 10 a.m. Eastern Time. To facilitate stockholder participation and save costs, the Special Meeting will be held in a virtual meeting format only atwww.virtualshareholdermeeting.com/AGAE2026SM2. The meeting will be held for the following purpose:

1. To approve an amendment to our Amended and Restated Certificate of Incorporation, as amended (“Certificate of Incorporation”), to effect a reverse stock split of our Common Stock, at a ratio in the range of 1-for-2 to 1-for-25, with such ratio to be determined in the discretion of our board of directors and with such reverse stock split to be effected at such time and date, if at all, as determined by our board of directors in its sole discretion (“Proposal 1” or the “Reverse Stock Split Proposal”).

This item of business is more fully described in the proxy statement (the “Proxy Statement”) accompanying this notice (“Notice”).

In addition to the foregoing, the Special Meeting will include the transaction of any other business relating to the purpose or purposes stated in this Notice and the accompanying Proxy Statement that may be properly brought before the meeting or any continuation, adjournment or postponement thereof.

The record date for the Special Meeting is May 14, 2026. Only stockholders of record at the close of business on that date may vote on the proposal being presented at the Special Meeting or any adjournment, postponement, rescheduling, or continuation thereof.

Important Notice Regarding the Availability of Proxy Materials for the Special Meeting to Be Held Virtuallyon June 1, 2026 at 10 a.m. Eastern Time at www.virtualshareholdermeeting.com/AGAE2026SM2.

The Proxy Statement is available atwww.proxyvote.com.

By Order of the Board of Directors,

/s/ Yangyang Li

Yangyang Li

Chief Executive Officer

Whether or not you expect to attend the virtual meeting, please complete, date, sign and return the enclosed proxy, or vote over the telephone or the Internet as instructed in these materials, as promptly as possible in order to ensure your representation at the meeting. Even if you have voted by proxy, you may still vote if you attend the virtual meeting. Please note, however, that if your shares are held of record by a broker, bank or other nominee and you wish to vote at the virtual meeting, you must obtain a proxy issued in your name from that record holder.