Alpha Modus Holdings (AMOD) Proxy filing summary

Executive summary

• Special Meeting scheduled for December 2024 to vote on extending the deadline for a business combination from December 7, 2024 to March 7, 2025, and to authorize adjournment if needed.

• The extension is sought to allow more time to complete the proposed merger with Alpha Modus, which was agreed upon in October 2023.

• If the extension is not approved, the company will wind up operations, redeem public shares, and dissolve.

• The Board unanimously recommends voting in favor of both proposals.

Voting matters and shareholder proposals

• Proposal 1: Amend the charter to extend the business combination deadline to March 7, 2025.

• Proposal 2: Authorize the Chairman to adjourn the meeting if necessary.

• Approval of Proposal 1 requires at least 65% of outstanding shares; Proposal 2 requires a majority of votes cast.

• Shareholders can redeem their shares for a pro rata portion of the trust account in connection with the extension.

Board of directors and corporate governance

• The Board has unanimously approved the extension and adjournment proposals.

• Sponsor and directors collectively control approximately 81% of outstanding shares and intend to vote in favor.

• Directors and officers have interests that may differ from public shareholders, as their investment is at risk if no business combination occurs.