AMOD · Alpha Modus Holdings, Inc.
Substantial doubt about the company's ability to continue as a going concern.
“As a result, there is substantial doubt about our ability to continue as a going concern. In the event that we are unable to generate sufficient cash from our operating activities or raise additional funds, we may be required to delay, reduce or severely curtail our operations or otherwise impede our on-going business efforts, which could have a material adverse effect on our business, operating results, financial condition and long-term prospects. The Company expects to seek to obtain additional funding through increased revenues and future financings. There can be no assurance as to the availability or terms upon which such financing and capital might be available.”View the 10-Q filed May 14, 2026
Trades by corporate insiders — officers, directors and holders of more than 10% of the shares — disclosed to the SEC on Forms 3, 4 and 5. Form 4 must be filed within two business days of the trade.
| Date | Insider | Role | Type | Security | Shares |
|---|---|---|---|---|---|
| 2025-10-30 | Alessi William Rosario Jr |
Director, Chief Executive Officer, 10% Owner |
Gift↓
Filing footnotes — Series C Preferred Stock (Indirect)
Shares of Series C Preferred Stock are not convertible until 18 months following December 18, 2024, so long as a Trigger Event (as defined in the Second A&R Certificate of Incorporation of the issuer) has not occurred. Beginning 18 months following December 13, 2024, or following the occurrence of a Trigger Event, shares of Series C Preferred Stock are convertible at the Conversion Price. "Conversion Price" generally means a price per share equal to the lesser of either $10.00, or if no Trigger Event has occurred, 100% of the average of the 5 lowest closing bid prices of the common stock during the 10 days preceding conversion (the "Measurement Period"), not to exceed 100% of the lowest sales price on the last day of the Measurement Period, or following any Trigger Event, 50.0% of the average of the lowest closing bid prices of the common stock during the Measurement Period, not to exceed 50.0% of the lowest sales price on the last day of the Measurement Period. Shares sold to Chris Chumas (the Chief Sales Officer of the issuer) and his Roth IRA by the family trust of William Alessi (the CEO of the issuer) for nominal consideration (par value). |
Series C Preferred Stock
(I)
|
430,000 |
| 2025-10-30 | Chumas Christopher Phillip |
Chief Sales Officer |
Gift↑
Filing footnotes — Series C Preferred Stock (Direct)
Shares of Series C Preferred Stock are not convertible until 18 months following December 18, 2024, so long as a Trigger Event (as defined in the Second A&R Certificate of Incorporation of the issuer) has not occurred. Beginning 18 months following December 13, 2024, or following the occurrence of a Trigger Event, shares of Series C Preferred Stock are convertible at the Conversion Price. "Conversion Price" generally means a price per share equal to the lesser of either $10.00, or if no Trigger Event has occurred, 100% of the average of the 5 lowest closing bid prices of the common stock during the 10 days preceding conversion (the "Measurement Period"), not to exceed 100% of the lowest sales price on the last day of the Measurement Period, or following any Trigger Event, 50.0% of the average of the lowest closing bid prices of the common stock during the Measurement Period, not to exceed 50.0% of the lowest sales price on the last day of the Measurement Period. Shares sold to Chris Chumas (the Chief Sales Officer of the issuer) and his Roth IRA by the family trust of William Alessi (the CEO of the issuer) for nominal consideration (par value). |
Series C Preferred Stock
|
215,000 |
| 2025-10-30 | Chumas Christopher Phillip |
Chief Sales Officer |
Gift↑
Filing footnotes — Series C Preferred Stock (Indirect)
Shares of Series C Preferred Stock are not convertible until 18 months following December 18, 2024, so long as a Trigger Event (as defined in the Second A&R Certificate of Incorporation of the issuer) has not occurred. Beginning 18 months following December 13, 2024, or following the occurrence of a Trigger Event, shares of Series C Preferred Stock are convertible at the Conversion Price. "Conversion Price" generally means a price per share equal to the lesser of either $10.00, or if no Trigger Event has occurred, 100% of the average of the 5 lowest closing bid prices of the common stock during the 10 days preceding conversion (the "Measurement Period"), not to exceed 100% of the lowest sales price on the last day of the Measurement Period, or following any Trigger Event, 50.0% of the average of the lowest closing bid prices of the common stock during the Measurement Period, not to exceed 50.0% of the lowest sales price on the last day of the Measurement Period. Shares sold to Chris Chumas (the Chief Sales Officer of the issuer) and his Roth IRA by the family trust of William Alessi (the CEO of the issuer) for nominal consideration (par value). |
Series C Preferred Stock
(I)
|
215,000 |
| 2021-10-18 | Gary Jeff |
Director, Chief Executive Officer, 10% Owner |
Other↓
Filing footnotes — Class B common stock, $0.0001 par value per share (Indirect)
Pursuant to the subscription agreement between the Company and Insight Acquisition Sponsor LLC (the "Sponsor"), 900,000 shares of Class B common stock were forfeited to the Issuer since the underwriters did not exercise their over-allotment option in the Issuer's initial public offering of units. The shares of Class B common stock are convertible for shares of the Issuer's Class A common stock as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1(File No. 333-258727) (the "Registration Statement") and have no expiration date. The shares are held directly by the Sponsor. The managing members of the Sponsor are Jeff Gary and Michael Singer. Each of Mssrs. Gary and Singer have joint voting and dispositive power over the shares held by the Sponsor and disclaim beneficial ownership over any securities owned by the Sponsor in which they do not have any pecuniary interest. |
Class B common stock, $0.0001 par value per share
(I)
|
900,000 |
| 2021-10-18 | Insight Acquisition Sponsor LLC |
10% Owner |
Other↓
Filing footnotes — Class B common stock, $0.0001 par value per share (Indirect)
Pursuant to the subscription agreement between the Company and the Reporting Person, 900,000 shares of Class B common stock were forfeited to the Issuer since the underwriters did not exercise their over-allotment option in the Issuer's initial public offering of units. The shares of Class B common stock are convertible for shares of the Issuer's Class A common stock as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1(File No. 333-258727) (the "Registration Statement") and have no expiration date. The shares are held directly by the issuer's sponsor, Insight Acquisition Sponsor LLC (the "Sponsor"). The managing members of the Sponsor are Jeff Gary and Michael Singer. Each of Mssrs. Gary and Singer have joint voting and dispositive power over the shares held by the Sponsor and disclaim beneficial ownership over any securities owned by the Sponsor in which they do not have any pecuniary interest. |
Class B common stock, $0.0001 par value per share
(I)
|
900,000 |
| 2021-10-18 | Singer Michael Evan |
Director, Executive Chairman, 10% Owner |
Other↓
Filing footnotes — Class B common stock, $0.0001 par value per share (Indirect)
Pursuant to the subscription agreement between the Company and Insight Acquisition Sponsor LLC (the "Sponsor"), 900,000 shares of Class B common stock were forfeited to the Issuer since the underwriters did not exercise their over-allotment option in the Issuer's initial public offering of units. The shares of Class B common stock are convertible for shares of the Issuer's Class A common stock as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1(File No. 333-258727) (the "Registration Statement") and have no expiration date. The shares are held directly by the Sponsor. The managing members of the Sponsor are Jeff Gary and Michael Singer. Each of Mssrs. Gary and Singer have joint voting and dispositive power over the shares held by the Sponsor and disclaim beneficial ownership over any securities owned by the Sponsor in which they do not have any pecuniary interest. |
Class B common stock, $0.0001 par value per share
(I)
|
900,000 |
| 2021-09-07 | Insight Acquisition Sponsor LLC |
10% Owner |
Sell↓
Filing footnotes — Class B common stock, $0.0001 par value per share (Indirect)
The shares of Class B common stock are convertible for shares of the Issuer's Class A common stock as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1(File No. 333-258727) (the "Registration Statement") and have no expiration date. The shares of Class B common stock beneficially owned by the Reporting Persons include up to 900,000 shares of Class B common stock subject to forfeiture to the Issuer depending on the extent to which the underwriters' over-allotment option is exercised in connection with the Issuer's initial public offering of units, as described in the Registration Statement. The shares are held directly by the issuer's sponsor, Insight Acquisition Sponsor LLC (the "Sponsor"). The managing members of the Sponsor are Jeff Gary and Michael Singer. Each of Mssrs. Gary and Singer have joint voting and dispositive power over the shares held by the sponsor and disclaim beneficial ownership over any securities owned by the sponsor in which they do not have any pecuniary interest. |
Class B common stock, $0.0001 par value per share
(I)
|
1,350,000 |
| 2021-09-07 | Singer Michael Evan |
Director, Executive Chairman, 10% Owner |
Sell↓
Filing footnotes — Class B common stock, $0.0001 par value per share (Indirect)
The shares of Class B common stock are convertible for shares of the Issuer's Class A common stock as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1(File No. 333-258727) (the "Registration Statement") and have no expiration date. The shares of Class B common stock beneficially owned by the Reporting Persons include up to 900,000 shares of Class B common stock subject to forfeiture to the Issuer depending on the extent to which the underwriters' over-allotment option is exercised in connection with the Issuer's initial public offering of units, as described in the Registration Statement. The shares are held directly by the issuer's sponsor, Insight Acquisition Sponsor LLC (the "Sponsor"). The managing members of the Sponsor are Jeff Gary and Michael Singer. Each of Mssrs. Gary and Singer have joint voting and dispositive power over the shares held by the sponsor and disclaim beneficial ownership over any securities owned by the sponsor in which they do not have any pecuniary interest. |
Class B common stock, $0.0001 par value per share
(I)
|
1,350,000 |
| 2021-09-07 | Gary Jeff |
Director, Chief Executive Officer, 10% Owner |
Sell↓
Filing footnotes — Class B common stock, $0.0001 par value per share (Indirect)
The shares of Class B common stock are convertible for shares of the Issuer's Class A common stock as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1(File No. 333-258727) (the "Registration Statement") and have no expiration date. The shares of Class B common stock beneficially owned by the Reporting Persons include up to 900,000 shares of Class B common stock subject to forfeiture to the Issuer depending on the extent to which the underwriters' over-allotment option is exercised in connection with the Issuer's initial public offering of units, as described in the Registration Statement. The shares are held directly by the issuer's sponsor, Insight Acquisition Sponsor LLC (the "Sponsor"). The managing members of the Sponsor are Jeff Gary and Michael Singer. Each of Mssrs. Gary and Singer have joint voting and dispositive power over the shares held by the sponsor and disclaim beneficial ownership over any securities owned by the sponsor in which they do not have any pecuniary interest. |
Class B common stock, $0.0001 par value per share
(I)
|
1,350,000 |
| 2021-09-01 | Ullman William Alexander |
Director |
Other↑
|
No Securities Owned
|
0 |
| 2021-09-01 | Brosgol David |
Director |
Other↑
|
No Securities Owned
|
0 |
| 2021-09-01 | Pascucci Victor III |
Director |
Other↑
|
No Securities Owned
|
0 |