Alpha Modus Holdings Inc-A美股招股说明书(2025-08-20版)

ALPHA MODUS HOLDINGS, INC. This prospectus supplement updates and supplements the prospectus dated February 14, 2025 (the “Prospectus”), which forms a partof our registration statement on Form S-1 (No. 333-284810). This prospectus supplement is being filed to update and supplement theinformation in the Prospectus with the information contained in our (i) Quarterly Report on Form 10-Q for the period ended June 30, 2025,filed with the Securities and Exchange Commission on August 12, 2025 (the “Quarterly Report”), and (ii) Current Report on Form 8-K filedwith the Securities and Exchange Commission on August 15, 2025 (the “Current Report”). Accordingly, we have attached the Quarterly Reportand Current Report to this prospectus supplement. This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not bedelivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectussupplement should be read in conjunction with the Prospectus and if there is any inconsistency between the information in the Prospectus andthis prospectus supplement, you should rely on the information in this prospectus supplement. Investing in our securities involves risks that are described in the “Risk Factors” section beginning on page 7 of the Prospectus. Neither the U.S. Securities and Exchange Commission, nor any state securities commission has approved or disapproved of thesesecurities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The date of this prospectus supplement is August 20, 2025. UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM 10-Q (Mark One) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period endedJune 30, 2025 For the transition period from____________ to ____________ Commission File Number: 001-40775 ALPHA MODUS HOLDINGS, INC.(Exact name of registrant as specified in its charter) 86-3386030(I.R.S. EmployerIdentification No.) (State or other jurisdiction ofincorporation or organization) 20311 Chartwell Center Dr., #1469Cornelius, NC 28031(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 whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Actof 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subjectto 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(§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required tosubmit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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. Large accelerated filer☐Accelerated filer☐Non-accelerated filer☒Smaller reporting company☒Emerging growth company☒ 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ As of August 11, 2025, 41,959,958 shares of Class A common stock, par value $0.0001 per share (“common stock”), were issued andoutstanding. ALPHA MODUS HOLDINGS, INC.Quarterly Report on Form 10-QFor the Quarter Ended June 30, 2025Table of Contents PagePART I. FINANCIAL INFORMATION1Item 1.Consolidated Financial Statements1Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024 (Unaudited)1Consolidated Statements of Operations for the three and six months ended June 30, 2025 and 2024 (Unaudited)2Consolidated Statements of Changes in Stockholders’ Deficit for the three and six months ended June 30, 2025 and 2024(Unaudited)3Consolidated Statements of Cash Flows for the six months ended June 30, 2025 and 2024 (Unaudited)4Notes to Consoli