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Item 5. Market for Registrant’s Common Equity

2026-04-20 compared with 2025-04-14 · 35 added, 70 removed, 0 unchanged (100% of the section changed)

MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Units, Ordinary Shares, and Rights are each traded on the Nasdaq Global Market (“Nasdaq”) under the symbols “ATMVU,”

“ATMV,” and “ATMVR” respectively.

Our units commenced public trading on December 23, 2022, and our Ordinary Shares

and Rights commenced separate trading on January 25, 2023.

of April 14, 2025, we had one holder of record of our Ordinary Shares, one holders of record of our Units, and one holder of record

of our Rights.

have not paid any cash dividends on our Ordinary Shares to date and do not intend to pay cash dividends.

The payment of cash dividends

in the future will be dependent upon our revenues and earnings, if any, capital requirements and general financial condition and will

be within the discretion of our board of directors.

Further, if we incur any indebtedness, our ability to declare dividends may be limited

by restrictive covenants we may agree to in connection therewith.

Authorized for Issuance Under Equity Compensation Plans

Sale of Equity Securities

September 28, 2021, our Sponsor acquired 1,437,500 Founder Shares for an aggregate purchase price of $25,000.

On January 8, 2022, our

Sponsor acquired an additional 287,500 Founder Shares for no additional consideration, resulting in our Sponsor holding an aggregate

of 1,725,000 Founder Shares.

Concurrent with the closing of the Initial Public Offering, our Sponsor sold to Chardan or its designees

132,825 of these Founder Shares at a purchase price of $2.00 per share and an aggregate purchase price of $265,650.

Simultaneously

with the closing of the IPO, pursuant to the Private Placement Unit Purchase Agreement, the Company completed the private sale of 365,000

Private Placement Units to the Sponsor and 25,000 Private Placement Units to EBC at a purchase price of $10.00 per Private Placement

Unit, generating gross proceeds to the Company of $3,900,000.

The Private Placement Units are identical to the Units sold in the IPO.

No underwriting discounts or commissions were paid with respect to such sale.

The issuance of the Private Placement Units was made pursuant

to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.

No underwriting discounts

or commissions were paid with respect to such sale.

The issuance of the Private Placement Units was made pursuant to the exemption from

registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.

On December 29, 2022, simultaneously with the sale

of the over-allotment Units, the Company consummated the private sale of an additional 37,904 Private Placement Units to the Sponsor

and 2,596 Private Placements to EBC, generating additional gross proceeds of $405,000.

April 18, 2023, the Sponsor transferred an aggregate of 1,035,000 Founder Shares to Peace Capital Limited.

December 22, 2022, the Company consummated the initial public offering of 6,000,000 Units (the “Units” and, with respect

to the Ordinary shares included in the Units sold, the “Public Shares”), including 900,000 Units that were issued pursuant

to the underwriters’ exercise of their over-allotment option in full on December 29, 2022, at $10.00 per Unit, generating gross

proceeds of $73,305,000.

Simultaneously

with the closing of the initial public offering, we consummated the sale of 365,000 Private Placement Units to the Sponsor and 25,000

Private Placement Units to EBC at a purchase price of $10.00 per Private Placement Unit, generating gross proceeds to the Company of

On December 29, 2022, simultaneously with the sale of the over-allotment Units, the Company consummated the private sale

of an additional 37,904 Private Placement Units to the Sponsor and 2,596 Private Placements to EBC, generating additional gross proceeds

underwriter was paid a cash underwriting discount of $0.20 per Unit, or $1,725,000 in the aggregate upon the closing of the Initial Public

June 3, 2022, we issued an unsecured promissory note to our Sponsor (the “Promissory Note”), pursuant to which we could

borrow up to an aggregate of $150,000 to cover expenses related to the initial public offering.

On April 11, 2024, we amended and restated the Promissory Note with AlphaVest Holding LP to extend the maturity date

to the earlier of:

(i) September 12, 2024 or (ii) promptly after the date of the consummation of the business combination.

The Promissory

Note expired on September 12, 2024.

costs related to the issuances described above amounted to $3,734,629 consisting of $1,725,000 of underwriting fees, and $2,009,629 of other offering costs.

After deducting the underwriting discounts and commissions and offering expenses, the

total net proceeds from the initial public offering and the sale of the Private Placement Units $71,030,000 (or $10.20 per share sold

in the initial public offering) was placed in the Trust Account.

December 21, 2023, a special meeting of the stockholders was held to extend the date by which the Company must consummate a business

In connection with this meeting, the stockholders of record were provided the opportunity to exercise their redemption rights.

Holders of 2,174,171 Ordinary Shares properly exercised their rights to redeem their shares for cash at a redemption price of approximately

$10.71 per share, for an aggregate redemption amount of approximately $ 23,282,935.83.

Following the redemptions, the Company has 7,006,329

Ordinary Shares outstanding.

December 18, 2024, a special meeting of the stockholders was held to extend the date by which the Company must consummate a business

In connection with this meeting, the stockholders of record were provided the opportunity to exercise their redemption rights.

Holders of 3,151,473 Ordinary Shares properly exercised their rights to redeem their shares for cash at a redemption price of approximately

$11.41 per share, for an aggregate redemption amount of approximately $35,956,676.

Following the redemptions, the Company has 3,854,856

Ordinary Shares outstanding.

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

common stock is listed on the Nasdaq Capital Market under the symbol “AMCI.” Prior to the consummation of the business combination

pursuant to which AMC Robotics became a publicly traded company, the securities of our predecessor entity traded under a different name

and ticker symbol.

Following the closing of the business combination, our common stock began trading on the Nasdaq Capital Market under

the ticker symbol “AMCI.”

market price of our common stock may be volatile and subject to significant fluctuations in response to a number of factors, including

those described in Item 1A.

Risk Factors of this Annual Report on Form 10-K.

of April 20, 2026, there were approximately 36 holders of record of our common stock.

Because many of our shares are held

by brokers or other nominees on behalf of beneficial owners, the actual number of beneficial holders of our common stock is greater than

the number of record holders.

have not declared or paid any cash dividends on our common stock since our inception.

We currently intend to retain any future earnings

to fund the development and growth of our business.

Accordingly, we do not anticipate paying cash dividends on our common stock in the

foreseeable future.

payment of any future dividends will be at the discretion of our board of directors and will depend upon our financial condition, results

of operations, capital requirements, contractual restrictions, business prospects and other factors that our board of directors may deem

Sales of Unregistered Securities

the fiscal year ended December 31, 2025, we issued shares of our common stock and other securities in connection with the consummation

of our business combination and related transactions.

These securities were issued in reliance on exemptions from registration under

the Securities Act of 1933, as amended (the “Securities Act”), including Section 4(a)(2) of the Securities Act and Regulation

D promulgated thereunder.

The securities issued in these transactions were issued to accredited investors or other persons who were eligible

to receive such securities in transactions not involving a public offering.

The recipients represented their intent to acquire the securities

for investment purposes and not with a view to distribution, and the securities were issued with appropriate legends and subject to applicable

transfer restrictions.

Additional information regarding these transactions is included in our filings with the Securities and Exchange

Commission, including the Current Reports on Form 8-K and other filings relating to the business combination.

Purchases of Equity Securities

we nor any affiliated purchaser repurchased any shares of our common stock during the fiscal year ended December 31, 2025.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity