ALPHA MODUS HOLDINGS, INC. 8-K

What Happened
Alpha Modus Holdings, Inc. (AMOD) filed an 8-K reporting multiple issuances of Class A common stock in mid‑January 2026. On or about January 20, 2026 the company issued equity to four non‑employee directors and several executives as payment for quarterly equity fees; those insider issuances were made under Section 4(a)(2) and Rule 506(b) exemptions. Separately, the company issued millions of registered shares to placement/underwriting counterparties and sold additional shares through an at‑the‑market (ATM) arrangement on January 21–22, 2026.

Key Details

• Director and executive issuances (on or about Jan 20, 2026):
  • Four non‑employee directors (William Ullman, Greg Richter, Michael Garel, Scott Wattenberg) each received 45,817 shares (~$0.5457/share) for $25,000 quarterly equity fees (total 183,268 shares).
  • CRO Thomas Gallagher received 114,543 shares for a $62,500 quarterly equity fee (~$0.5457/share).
  • CFO Rodney Sperry received 54,249 shares covering two $18,000 quarterly fees (valued at ~$0.4601/share and ~$1.19/share).
  • VP of Technology Puneet Vij received 119,752 shares for $65,342.47 of accrued equity compensation (~$0.5457/share).
• Registered issuances and ATM sales:
  • On or about Jan 20, 2026 the company issued 4,000,000 shares to Leron Group LLC, 250,000 to Rucus Holdings LLC, and 400,000 to Maxim Group LLC (these shares were registered on the company’s Form S‑1 declared effective Dec 19, 2025).
  • On Jan 21–22, 2026 the company issued 360,381 shares to H.C. Wainwright & Co., LLC under its ATM agreement (shares registered on Form S‑3 declared effective Jan 16, 2026).
• Aggregate impact: combined issuances described in the filing total approximately 5,482,193 Class A shares issued in January 2026.

Why It Matters
These transactions increase the number of shares outstanding and therefore dilute existing shareholders to the extent the newly issued shares are sold or become freely tradable. The insider issuances were compensation for quarterly fees (not new hiring or M&A), while the larger registered issuances and ATM sales provide the company with a mechanism to raise capital or satisfy placement/underwriting arrangements. Investors should note the timing (mid‑Jan 2026), the parties involved (directors, executives, placement agents), and the potential dilution when assessing share count and per‑share metrics.