Form 4: AMOD Chief Sales Officer Acquires Preferred Stock

Sentiment:

Insider Transaction Report


Alpha Modus Holdings' Chief Sales Officer, Christopher Chumas, acquired Series C Preferred Stock and underlying Class A Common Stock from the CEO's family trust for nominal consideration.

Summary

  • Christopher Phillip Chumas, Chief Sales Officer of Alpha Modus Holdings, Inc. (AMOD), reported a change in beneficial ownership via a Form 4 filing.
  • On October 30, 2025, Chumas directly acquired 215,000 shares of Series C Preferred Stock, which are convertible into 215,000 shares of Class A Common Stock.
  • Additionally, 215,000 shares of Series C Preferred Stock were acquired indirectly through his Roth IRA, convertible into 430,000 shares of Class A Common Stock.
  • The total acquisition amounts to 430,000 shares of Series C Preferred Stock, convertible into a total of 645,000 shares of Class A Common Stock.
  • These shares were sold by the family trust of William Alessi, the CEO of Alpha Modus Holdings, Inc., for nominal consideration (par value).
  • Series C Preferred Stock is not convertible until 18 months following December 18, 2024, or upon the occurrence of a 'Trigger Event' as defined in the issuer's Second A&R Certificate of Incorporation.
  • The conversion price is generally the lesser of $10.00 per share, or a formula based on the average of the 5 lowest closing bid prices of the common stock during a 10-day measurement period, with different percentages applied depending on whether a Trigger Event has occurred.

Sentiment

Score: 7

Explanation: The acquisition of shares by a Chief Sales Officer, even for nominal consideration, generally indicates a positive alignment of interests and confidence in the company's future. However, the complexity of the preferred stock conversion terms and the nature of the transaction (from CEO's family trust) temper the immediate 'buy' signal for external investors.

Positives

  • Chief Sales Officer Christopher Chumas increased his beneficial ownership in the company, which can signal management confidence in future performance.
  • The acquisition was for nominal consideration, suggesting a favorable arrangement for the officer and potentially aligning his interests more closely with long-term company success.

Negatives

  • The Series C Preferred Stock has complex conversion terms and is not immediately convertible, introducing a time lock and potential uncertainty regarding the exact number of common shares and their value upon conversion.
  • The acquisition for nominal consideration, while beneficial to the officer, does not represent a direct market investment at current market prices.

Risks

  • The ultimate value of the Series C Preferred Stock upon conversion is subject to the future market price of the Class A Common Stock, which could fluctuate significantly.
  • The specific definitions of 'Trigger Event' and the varying conversion price formulas introduce complexity and potential variability in the ultimate value realized from the preferred stock.

Future Outlook

The filing details the future convertibility of Series C Preferred Stock into Class A Common Stock, which will occur 18 months following December 18, 2024 (or December 13, 2024), or upon a defined 'Trigger Event,' with conversion prices tied to future common stock performance.

Industry Context

This Form 4 filing is a standard regulatory disclosure for insider transactions, reflecting a change in beneficial ownership by a key executive. Such transactions are routinely monitored by investors for insights into management's confidence in the company's prospects.

Related Party Transactions

  • The transaction involved the sale of Series C Preferred Stock and underlying Class A Common Stock by the family trust of William Alessi (CEO of Alpha Modus Holdings, Inc.) to Christopher Chumas (Chief Sales Officer of Alpha Modus Holdings, Inc.) and his Roth IRA for nominal consideration (par value).

Stakeholder Impact

  • Shareholders: Increased insider ownership could be viewed positively as it aligns management's interests with shareholder value. However, the future conversion of preferred stock could lead to dilution of common shares, depending on the conversion price and timing.
  • Employees: The transaction primarily impacts executive compensation and ownership structure, with no direct immediate impact on general employees mentioned.

Next Steps

  • The Series C Preferred Stock will become convertible into Class A Common Stock 18 months following December 18, 2024 (or December 13, 2024), or upon a 'Trigger Event'.

Key Dates

DateDescription
12/13/2024Reference date for the start of the 18-month period before Series C Preferred Stock becomes convertible.
12/18/2024Reference date for the start of the 18-month period before Series C Preferred Stock becomes convertible.
10/30/2025Date of the reported transaction where Series C Preferred Stock was acquired.
10/31/2025Date the Form 4 was signed by the reporting person.

Recommendation

hold

The acquisition of Series C Preferred Stock by the Chief Sales Officer from the CEO's family trust, even for nominal consideration, generally signals management's confidence in the company's future. However, the transaction's nature (nominal consideration, complex preferred stock conversion terms, and the fact it's a transfer between related parties rather than an open market purchase) suggests it's more aligned with executive compensation or internal equity alignment rather than a direct market-based investment decision. Therefore, while not a negative, it doesn't present a strong enough catalyst for a 'buy' recommendation for external investors, warranting a 'hold' to observe future developments.

Keywords

Alpha Modus Holdings, AMOD, Form 4, insider transaction, beneficial ownership, Series C Preferred Stock, Class A Common Stock, Christopher Chumas, William Alessi, executive compensation

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