Filing Analysis

Delisting Notice Filed Apr 10, 2026
HIGH

Alpha Modus Holdings received a Nasdaq delisting notice for failing multiple financial standards and responded by entering into a massive share exchange agreement with the CEO's family trust to boost its market value and equity.

Red Flags

  • Non-compliance with three separate Nasdaq listing requirements simultaneously.
  • Massive potential dilution of over 109 million shares.
  • Related-party transaction involving the CEO's family trust.
  • Existence of a significant 'stockholders' deficit' requiring emergency equity restructuring.

Key Facts

  • Received Nasdaq notice on April 6, 2026, for non-compliance with the $35M Market Value of Listed Securities (MVLS), $2.5M stockholders' equity, and $500,000 net income standards.
  • Entered into an Exchange Agreement on April 8, 2026, with The Alessi 2023 Irrevocable Trust (CEO William Alessi's family trust).
  • The agreement involves exchanging 3,870,000 Series C Preferred Shares for 109,588,265 shares of Class A Common Stock.
  • The exchange is intended to reduce the company's stockholders' deficit and increase market value to regain Nasdaq compliance.
  • Issuance of the common shares is subject to shareholder approval under Nasdaq Rule 5635.
  • The CEO's trust is subject to a lock-up period until June 13, 2026.
Disclaimer: This analysis is generated by AI and is for informational purposes only. It does not constitute financial advice, investment recommendations, or an offer to buy or sell securities. Always review the original SEC filings and consult a financial advisor before making investment decisions.

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