ALPHA MODUS HOLDINGS, INC.
For the period ended Dec 31, 2024. Filed Apr 15, 2025.
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FY2024 · Filed Apr 15, 2025
Extracted filing text, with the paragraph anchors used by the comparison.
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Signatures
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| REGISTRANT | |
|---|---|
| ALPHA MODUS HOLDINGS, INC. | |
| By: | /s/ William Alessi |
| William Alessi | |
| Chief Executive Officer | |
| Date: April 15, 2025 | |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| Name | Position | Date |
|---|---|---|
| /s/ William Alessi | President, Chief Executive Officer | April 15, 2025 |
| William Alessi | and Director (principal executive officer) | |
| /s/ Rodney Sperry | Chief Financial Officer | April 15, 2025 |
| Rodney Sperry | (principal financial and accounting officer) | |
| /s/ Greg Richter | Director | April 15, 2025 |
| Greg Richter | ||
| /s/ Scott Wattenberg | Director | April 15, 2025 |
| Scott Wattenberg | ||
| /s/ Michael Garel | Director | April 15, 2025 |
| Michael Garel | ||
| /s/ William Ullman | Director | April 15, 2025 |
| William Ullman | ||
EXHIBIT INDEX
| (a) | Exhibits. |
| Incorporated By Reference | ||||
|---|---|---|---|---|
| Exhibit No. | Description | Form | Exhibit | Filing Date |
| 2.1# | Business Combination Agreement, dated as of October 13, 2023, by and among Insight Acquisition Corp., IAC Merger Sub Inc. and Alpha Modus, Corp. | 8-K | 2.1 | 10/17/2023 |
| 2.2# | First Amendment to the Business Combination Agreement, dated as of June 21, 2024, by and among Insight Acquisition Corp., IAC Merger Sub Inc. and Alpha Modus, Corp. | 8-K | 2.1 | 6/24/2024 |
| 3.1 | Second Amended and Restated Certificate of Incorporation | 8-K | 3.1 | 12/19/2024 |
| 3.2 | Amended and Restated Bylaws | 8-K | 3.2 | 12/19/2024 |
| 10.1 | Securities Purchase Agreement, dated October 23, 2024, by and between Insight Acquisition Corp. and Streeterville Capital, LLC | 8-K | 10.1 | 10/23/2024 |
| 10.2 | Amendment to Securities Purchase Agreement, dated December 12, 2024, by and between Insight Acquisition Corp. and Streeterville Capital, LLC | 8-K | 10.1 | 12/12/2024 |
| 10.3 | Stockholder Support Agreement, dated as of October 13, 2023, by and among Insight Acquisition Corp., Alpha Modus, Corp. and The Alessi 2020 Irrevocable Trust | 8-K | 10.2 | 10/17/2023 |
| 10.4 | Amended and Restated Registration Rights Agreement, dated as of October 13, 2023, by and among Insight Acquisition Corp., Alpha Modus, Corp., Insight Acquisition Sponsor LLC and IPO underwriters of Insight Acquisition Corp. | 8-K | 10.5 | 10/17/2023 |
| 10.5 | Confidentiality and Lock-Up Agreement, dated as of October 13, 2023, by and among Alpha Modus, Corp., Insight Acquisition Corp., and the Stockholder Parties | 8-K | 10.4 | 10/17/2023 |
| 10.6 | Lock-Up Agreement, dated as of October 13, 2023, by and among Alpha Modus, Corp., Insight Acquisition Corp. and Insight Acquisition Sponsor LLC | 8-K | 10.3 | 10/17/2023 |
| 10.7 | Stockholder Support Agreement, dated as of October 13, 2023, by and among Insight Acquisition Corp., Alpha Modus, Corp. and Insight Acquisition Sponsor LLC | 8-K | 10.1 | 10/17/2023 |
| 10.8 | Promissory Note issued by Alpha Modus Holdings, Inc. to Loeb & Loeb LLP | 8-K | 10.8 | 12/19/2024 |
| 10.9++ | Employment Agreement, dated December 13, 2024, by and between Alpha Modus Holdings, Inc. and William Alessi | 8-K | 10.9 | 12/19/2024 |
| 10.10++ | Employment Agreement, dated December 13, 2024, by and between Alpha Modus Holdings, Inc. and Rodney Sperry | 8-K | 10.10 | 12/19/2024 |
| 10.11++ | Employment Agreement, dated December 13, 2024, by and between Alpha Modus Holdings, Inc. and Chris Chumas | 8-K | 10.11 | 12/19/2024 |
| 10.12 | Subscription Agreement, dated August 30, 2023, by and among Insight Acquisition Corp., Insight Acquisition Sponsor, LLC and Polar Multi-Strategy Master Fund | 10-Q | 10.10 | 10/25/2023 |
| 10.13 | Amendment to Subscription Agreement, dated May 15, 2024, by and among Insight Acquisition Corp., Insight Acquisition Sponsor, LLC and Polar Multi-Strategy Master Fund | 10-Q | 10.15 | 6/6/2024 |
| 10.14 | Subscription Agreement, dated April 26, 2024, and accepted by Alpha Modus, Corp. on May 16, 2024, by and among Alpha Modus, Corp. and Polar Multi-Strategy Master Fund | S-4/A | 10.15 | 7/3/2024 |
| 10.15 | Extension Agreement, dated March 29, 2024, by and among Alpha Modus, Corp. and Janbella Group, LLC | S-4/A | 10.16 | 7/3/2024 |
| 10.16 | Intellectual Property License Agreement, dated January 8, 2024, by and among Alpha Modus, Corp. and GZ6G Technologies Corp | S-4/A | 10.17 | 7/31/2024 |
| 10.16 | Intellectual Property License Agreement, dated April 10, 2024, by and among Alpha Modus, Corp., Xalles Holdings Inc., and CashXAI Inc. | S-4/A | 10.18 | 7/31/2024 |
| 10.17 | Fee Waiver Agreement, dated June 21, 2024, among Insight Acquisition Corp., Insight Acquisition Sponsor LLC and Michael Singer | 8-K | 10.1 | 6/24/2024 |
| 10.18 | Settlement Agreement, dated June 20, 2024, by and among Odeon Capital Group LLC and Insight Acquisition Corp. | 8-K | 1.2 | 6/24/2024 |
| 10.19 | Fee Modification Agreement, dated June 20, 2024, among Cantor Fitzgerald & Co., Insight Acquisition Corp., and Alpha Modus, Corp. | 8-K | 1.1 | 6/24/2024 |
| 10.20++ | Employment Agreement, dated January 1, 2025, by and between Alpha Modus Holdings, Inc. and Thomas Gallagher | 8-K | 10.1 | 1/8/2025 |
| 10.21 | Director Agreement, effective as of December 13, 2024, by and between Alpha Modus Holdings, Inc. and Gregory Richter | 8-K | 10.2 | 1/8/2025 |
| 10.22 | Director Agreement, effective as of December 13, 2024, by and between Alpha Modus Holdings, Inc. and Michael Garel | 8-K | 10.3 | 1/8/2025 |
| 10.23 | Director Agreement, effective as of December 13, 2024, by and between Alpha Modus Holdings, Inc. and Scott Wattenberg | 8-K | 10.4 | 1/8/2025 |
| 10.24 | Director Agreement, effective as of December 13, 2024, by and between Alpha Modus Holdings, Inc. and William Ullman | 8-K | 10.5 | 1/8/2025 |
| 10.25 | Amendment to Secured Convertible Promissory Note, dated January 27, 2025, by and between Alpha Modus Holdings, Inc. and Streeterville Capital, LLC | 8-K | 10.1 | 1/28/2025 |
| 16.1 | Letter from WithumSmith+Brown, PC to the SEC, dated December 19, 2024 | 8-K | 16.1 | 12/19/2024 |
| 21.1 | List of Subsidiaries | 8-K | 21.1 | 12/19/2024 |
| 31.1* | Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||
| 31.2* | Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||
| 32.1* | Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |||
| 32.2* | Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |||
| 97.1 | Clawback Policy | 10-K | 97 | 5/14/2024 |
| 99.1 | Forfeiture Agreement, dated December 12, 2024, by and between Alpha Modus, Corp. and Polar Multi-Strategy Master Fund | 8-K | 99.1 | 12/12/2024 |
| 101.INS* | Inline XBRL Instance Document | |||
| 101.SCH* | Inline XBRL Taxonomy Extension Schema Document | |||
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document | |||
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document | |||
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document | |||
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document | |||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) | |||
| ++ | Indicates a management or compensatory plan. |
|---|---|
| * | Filed or furnished herewith. |
| # | Certain exhibits and schedules to these exhibits have been omitted in accordance with Item 601(b)(2) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted exhibit or schedule to the SEC upon its request. |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.