ALPHA MODUS HOLDINGS, INC. 8-K

What Happened
Alpha Modus Holdings, Inc. filed an 8-K reporting results of its annual meeting held December 30, 2025. A quorum was present (32,947,421 shares, ~78.5% of 41,959,958 outstanding voting shares as of the Nov 17, 2025 record date). All five director nominees were re-elected, the amendment to increase authorized Class A common stock was approved, MaloneBailey, LLP was ratified as the company’s independent registered public accounting firm for fiscal 2025, and the company’s executive compensation received majority support in a non-binding vote.

Key Details

• Quorum: 32,947,421 votes cast or present, ~78.5% of 41,959,958 outstanding voting shares (record date Nov 17, 2025).
• Directors re-elected (votes For / Withheld/Abstain):
  • William Alessi: 32,716,183 For; 231,238 Abstain/Withheld
  • William Ullman: 32,732,400 For; 215,021 Abstain/Withheld
  • Greg Richter: 32,683,562 For; 263,859 Abstain/Withheld
  • Michael Garel: 32,730,858 For; 216,563 Abstain/Withheld
  • Scott Wattenberg: 32,729,666 For; 217,755 Abstain/Withheld
• Authorized shares amendment (Proposal 2): Approved to increase Class A common stock from 200,000,000 to 2,000,000,000 shares — Vote: 32,064,475 For; 880,715 Against; 2,231 Abstain.
• Auditor ratification (Proposal 3): MaloneBailey, LLP ratified as independent registered public accounting firm for fiscal year ending Dec 31, 2025 — Vote: 32,926,595 For; 14,524 Against; 6,302 Abstain.
• Say-on-pay (Proposal 4): Non-binding approval of named executive compensation — Vote: 32,680,161 For; 85,963 Against; 181,297 Abstain.

Why It Matters

• Board continuity: Re-election of all five directors maintains the current board and management oversight without change.
• Corporate flexibility and dilution risk: Approval to increase authorized Class A shares from 200M to 2B materially expands the number of shares the company may issue in the future; investors should be aware this enables potential future equity financings or issuances that could dilute existing holdings.
• Financial oversight and governance: Ratification of MaloneBailey as the independent auditor confirms the firm that will perform the company’s 2025 financial audits; the advisory say-on-pay vote indicates majority shareholder support for executive compensation as disclosed in the proxy.