Alpha Modus Holdings Inc-A 2024年度报告

FORM10-K (Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended:December 31,2024 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from____________ to ____________ Commission File Number:001-40775 ALPHA MODUS HOLDINGS, INC.(f/k/a Insight Acquisition Corp.) (Exact name of registrant as specified in its charter) Delaware86-3386030(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.) 1340 Reynolds Avenue Unit 120,Irvine,California92614(Address of principal executive offices) (704)252-5050(Registrant’s telephone number) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on which registeredThe Nasdaq Stock Market, LLC Class A Common Stock, par value $0.0001 per shareRedeemable Warrants, each whole warrant exercisablefor one share of Class A Common Stock at an exerciseprice of $11.50 The Nasdaq Stock Market, LLC Securities registered pursuant to Section 12(g) of the Act: None. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☐Yes☒No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ☐Yes☒No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities ExchangeAct of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has beensubject to such filing requirements for the past 90 days. ☒Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒Yes☐No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and“emerging growth company” in Rule 12b-2 of the Exchange Act.: If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐Yes☒No The aggregate market value of common stock held by non-affiliates of the registrant as of June 30, 2024, was $13,576,724, based upon1,194,083 shares held by non-affiliates and the closing price of $11.37 per share on the last trading day (June 28, 2024) prior to such date. The number of shares of common stock outstanding on April 15, 2025, was12,476,780shares. DOCUMENTS INCORPORATED BY REFERENCE None. TABLE OF CONTENTS Item 1.Business5Item 1A.Risk Factors11Item 1B.Unresolved Staff Comments24Item 1C.Cybersecurity24Item 2.Properties24Item 3.Legal Proceedings24Item 4.Mine Safety Disclosures24 Item 5.Market for Registrant’s Common Equity, related Shareholder Matters and Issuer Purchases of Equity Securities25Item 6.Selected Financial Data25Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operation25Item 7A.Quantitative and Qualitative Disclosure about Market Risk31Item 8.Financial Statements and Supplementary Data32Item 9.Changes and Disagreements with Accountants on Accounting and Financial Disclosure51Item 9A.Controls and Procedures51Item 9B.Other Information52Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections52 Item 10Directors, Executive Officers and Corporate Governance52Item 11Executive Compensation59Item 12Security Ownership of Certain Beneficial Owners, management and Related Stockholder Matters61Item 13Certain Relationships