What changed in this filing

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Item 1B. Unresolved Staff Comments

2026-04-17 compared with 2025-03-31 · 100 added, 88 removed, 53 unchanged (78% of the section changed)

1 unchanged sentence

CYBERSECURITY

Company is committed to protecting the personal data shared by its clients and partners.

The Company employs a combination of industry-standard

security technologies, procedures, and organizational measures to safeguard personal data from unauthorized access, use, or disclosure.

Employees receive extensive training to ensure the privacy and confidentiality of client information.

Company’s Board of Directors possesses a foundational understanding of cybersecurity matters, reflecting the company’s ongoing

commitment to safeguarding its financial technology infrastructure.

While board members may not currently hold formal cybersecurity certifications

such as CISSP or CISM, several directors have prior experience in managing technology-driven businesses where data security and regulatory

compliance were integral to operations.

The Board remains actively engaged in cybersecurity oversight through regular updates from senior

management, including the Chief Technology Officer and other executives responsible for information security.

These updates typically

cover threat assessments, system vulnerabilities, incident response protocols, and regulatory developments.

This communication ensures

that the Board is informed of emerging risks and can provide appropriate strategic guidance in alignment with the Company’s overall

risk management framework.

its privacy policy, the Company outlines its data-sharing practices, stating that personal data is not sold or rented to third parties

without permission.

The company may disclose personal data in response to legal requirements or to establish or exercise its legal rights.

Additionally, the Company may collect and share personal data to investigate, prevent, or take action regarding illegal activities, suspected

fraud, or situations involving potential threats.

a developer of regulatory-grade financial technology, the Company ensures that its cybersecurity measures align with relevant regulations

and standards.

The company’s subsidiaries, such as Alchemy Markets Ltd.

and Alchemy Prime Limited, are regulated by financial authorities

like the Malta Financial Services Authority (MFSA) and the UK’s Financial Conduct Authority (FCA), respectively.

Compliance with

these regulatory bodies necessitates adherence to stringent cybersecurity protocols to protect client data and maintain the integrity

of financial operations.

While the Company implements robust cybersecurity

measures, it acknowledges the inherent risks associated with cyber threats.

Potential risks include unauthorized access, cyberattacks,

and data breaches, which could lead to financial loss, reputational damage, and regulatory penalties.

The company continuously assesses

and enhances its cybersecurity framework to mitigate these risks and protect stakeholders’ interests.

In summary, the Company prioritizes

cybersecurity through comprehensive measures, regulatory compliance, and ongoing risk management to safeguard its operations and client

Management and Strategy

Company has adopted a cybersecurity risk management framework designed to identify, assess, and manage material risks arising from cybersecurity

threats to its information systems, client data, and financial technology infrastructure.

Key elements of our framework include:

identification and assessment.

We conduct periodic assessments of our information systems to identify vulnerabilities, evaluate

potential cybersecurity threats, and prioritize remediation efforts based on risk severity.

These assessments incorporate threat

intelligence from industry sources and regulatory guidance issued by the financial authorities that govern our subsidiaries, including

the Malta Financial Services Authority (MFSA) and the UK Financial Conduct Authority (FCA).

We employ a combination of industry-standard security technologies including network access controls, data encryption,

multi-factor authentication, intrusion detection systems, and endpoint protection tools across our global operations.

We maintain written incident response procedures that establish protocols for detecting, containing, and remediating

cybersecurity incidents, including escalation procedures to senior management and, where applicable, regulatory notification obligations.

We provide cybersecurity awareness training to employees and contractors with access to our information systems, with

emphasis on phishing, social engineering, and data handling practices.

risk management.

We rely on certain third-party service providers for technology infrastructure, cloud computing, and payment

We assess the cybersecurity practices of material vendors as part of our onboarding and ongoing monitoring processes;

however, we cannot guarantee that third parties will maintain adequate safeguards at all times.

with enterprise risk management.

Cybersecurity risk is considered as part of the Company’s overall enterprise risk management

Material cybersecurity risks are reported to senior management and escalated to the Board of Directors as warranted.

Company’s regulated subsidiaries are subject to cybersecurity and data protection requirements under applicable financial services

regulations, including requirements imposed by the MFSA, FCA, and ASIC.

Compliance with these frameworks is reviewed as part of each

subsidiary’s ongoing regulatory supervision.

of December 31, 2025, we are not aware of any cybersecurity incidents that have materially affected, or are reasonably likely to materially

affect, our business, results of operations, or financial condition.

We recognize, however, that the threat landscape is continuously

evolving, and there can be no assurance that our controls will prevent all future incidents.

See “Item 1A — Risk Factors”

for a discussion of cybersecurity-related risks.

The Board of Directors is responsible for overseeing the Company’s cybersecurity risk management.

Senior management

provides the Board with periodic updates on the cybersecurity threat environment, the status of the Company’s security posture,

significant vulnerabilities or incidents, regulatory developments, and the effectiveness of remediation efforts.

The Board reviews and

approves the Company’s overall risk management framework, within which cybersecurity risk is addressed, and engages with management

on cybersecurity matters as circumstances warrant.

Primary responsibility for cybersecurity risk management rests with the Company’s Chief Executive Officer, Mitchell M.

Eaglstein, who also serves as the Company’s principal technology and operations executive and Chief Financial Officer, Imran Firoz,

who serves as the Company’s principal finance and controller executive.

Eaglstein and Mr.

Firoz have over 20 years of experience

each in financial technology and SEC-reporting companies, with extensive involvement in information systems, regulatory compliance, and

operational risk management.

Day-to-day cybersecurity activities are coordinated by our technology team across our operating subsidiaries,

with support from external IT security consultants where specialized expertise is required.

Management reports cybersecurity matters

to the Board through regular updates and, for potentially material incidents, through immediate escalation.

Operating Leases

Lease, California, USA (Company’s Headquarter)

California, USA (Company’s Headquarters)

October 29, 2019, to the present, the Company leased office space at 200 Spectrum Center Drive, Suite 300, Irvine, CA 92618.

7 unchanged sentences

The new rent payment or membership fee for the Irvine Office is $95 per month,

compared to the previous rent payment or membership fee for the New York Office of $890 per month as the General and administrative expenses.

This agreement is classified as a service contract rather than a lease under ASC 842 - Leases, and payments are accounted for as operating

expenses rather than recognizing a Right-of-Use (ROU) asset or lease liability.

compared to the previous rent payment or membership fee for the New York Office of $890 per month, which covers general and administrative

This agreement is classified as a service contract rather than a lease under ASC 842 - Leases, and payments are accounted for

as operating expenses rather than recognizing a Right-of-Use (ROU) asset or lease liability.

Australia (ADS Office)

January 1, 2024, to the present, the Company leased office space at Level 38/71 Eagle St, Brisbane City QLD 4000, Australia.

will continue on a month-to-month basis.

ADS may terminate this Agreement by delivering to the lessor at least one (1) whole calendar

month before the month in which ADS intends to terminate the lease.

ADS is entitled to use the office and conference space if needed.

The new rent payment or membership fee for the ADS Office is around $125 per month and is included as the General and administrative

January 1, 2024, to the present, the Company has leased office space at Level 38, 71 Eagle Street, Brisbane City, QLD 4000, Australia.

This lease will continue on a month-to-month basis.

ADS may terminate this Agreement by delivering to the lessor at least one (1) whole

calendar month before the month in which ADS intends to terminate the lease.

ADS is entitled to use the office and conference space if

The new rent payment or membership fee for the ADS Office is approximately $125 per month and is included as a general and administrative

This agreement is classified as a service contract rather than a lease under ASC 842 - Leases, and payments are accounted for

4 unchanged sentences

From July 2023 to the present, the Company

leased a bigger office space in the Limassol District, Cyprus, from an unrelated party for a year.

The office’s monthly rent payment

is approximately $3,500, which is included in the general and administrative expenses.

From July 2023 to the present, the Company leased

office space for its CEO.

The office’s monthly rent payment is $3,500, which is included in the general and administrative expenses.

has leased a larger office space in the Limassol District, Cyprus, from an unrelated party for a one-year term.

The office’s monthly

rent payment is approximately $3,500, which is included in the general and administrative expenses.

From July 2023 to the present, the

Company has leased office space for its Chief Executive Officer.

The down payment for the lease was approximately $6,300.

The lease is for one year and is renewable two months before the term ends in

This agreement is classified as a residential rental contract rather than a commercial lease and does not create a Right-of-Use

(ROU) asset under ASC 842.

The lease is for one year and is

renewable two months prior to the term’s end in June 2025.

This agreement is classified as a residential rental contract rather

than a commercial lease and does not create a Right-of-Use (ROU) asset under ASC 842.

Cyprus Lease, Europe (ATECH Office)

August 26, 2024, ATECH has entered into a Sublease Agreement, for office premises located on the ground floor at 10A-10C Eleftheriou

Venizelou Street, Limassol, Cyprus.

The sublease is between Aldeon Property Partners Ltd (the “Sublessor”) and AlchemyTech

Ltd (the “Sublessee”), with FDCTech, Inc.

August 26, 2024, ATECH has entered into a Sublease Agreement for office premises located on the ground floor at 10A-10C Eleftheriou Venizelou

Street, Limassol, Cyprus.

The sublease is between Aldeon Property Partners Ltd (the “Sublessor”) and Alchemytech Ltd (the

“Sublessee”), with FDCTech, Inc.

acting as the Guarantor.

The leased premises are designated strictly for office use,

and any other usage is explicitly prohibited under the terms of the agreement.

The leased premises are designated strictly for office use, and

any other usage is explicitly prohibited under the terms of the agreement.

The lease term is for twenty-four (24) months, commencing

4 unchanged sentences

Under the agreement, the Sublessee is obligated to pay

a total rent of €192,000 over the lease term, which is payable in monthly installments of €8,000 (or $8,600) plus VAT.

ASC 842 - Leases, this agreement qualifies as a lease, and the Company will recognize a Right-of-Use (ROU) asset and corresponding lease

liability on its financial statements.

a total rent of €192,000 over the lease term, payable in monthly installments of €8,000 (or approximately $8,600) plus VAT.

Under ASC 842 - Leases, this agreement qualifies as a lease, and the Company will recognize a Right-of-Use (ROU) asset and corresponding

lease liability on its financial statements.

Julian, Malta (AML Office)

6 unchanged sentences

the office and conference space if needed.

The rent payment or membership fee for the AML Office is €1,659 per.

This agreement is

classified as a service contract rather than a lease under ASC 842 - Leases, and payments are accounted for as operating expenses rather

than recognizing a Right-of-Use (ROU) asset or lease liability.

The rent payment or membership fee for the AML Office is €1,659 per month.

This agreement

is classified as a service contract rather than a lease under ASC 842 - Leases, and payments are accounted for as operating expenses

rather than recognizing a Right-of-Use (ROU) asset or lease liability.

Aviv, Israel (AML Sales Office)

3 unchanged sentences

The agreement provides access to designated office space, common areas, and various business services, including

internet connectivity, printing, and conference room usage.

The agreement operates on a monthly, automatically renewing basis with a

total monthly fee of $4,500 (including VAT).

internet connectivity, printing, and access to conference rooms.

The agreement operates on a monthly, automatically renewing basis with

a total monthly fee of $4,500 (including VAT).

Additionally, an advance deposit of $6,300 was paid as security for the Company’s

1 unchanged sentence

Under the terms of the agreement, Mindspace retains full discretion over space allocation and may relocate

the Company to a different office within the premises with prior notice.

AML does not have exclusive control over a specific office unit,

and Mindspace provides shared services across its facilities.

The agreement does not create a lease under ASC 842 – Leases and

is accounted for as a service contract.

As a result, payments under this agreement are classified as operating expenses rather than recognizing

a Right-of-Use (ROU) asset or lease liability.

the Company to a different office within the premises, provided that it gives prior notice.

AML does not have exclusive control over

a specific office unit, and Mindspace provides shared services across its facilities.

The agreement does not create a lease under ASC

842 – Leases and is accounted for as a service contract.

As a result, payments under this agreement are classified as operating

expenses rather than recognizing a Right-of-Use (ROU) asset or lease liability.

United Kingdom (APL Office)

December 20, 2024, APL entered into a lease agreement for office space located at Fifth Floor, 142 Central Street, Clerkenwell, London,

The lease is with Agop Tanielian and Hourig Mercedes Tanielian as landlords and the Company, through its subsidiary Alchemy

Prime Limited, as the tenant.

December 20, 2024, APL entered into a lease agreement for office space located on the fifth floor at 142 Central Street, Clerkenwell,

London, EC1V BAR.

Agop Tanielian and Hourig Mercedes Tanielian hold the lease as landlords, and the Company, through its subsidiary Alchemy

Prime Limited, is the tenant.

The lease has a fixed term of five years, commencing in 2024 and expiring in 2029, with an annual rent

2 unchanged sentences

maintenance responsibilities as specified in the agreement.

The lease includes an option to terminate (“Break Clause”) on or

after 2026, provided that a four-month prior written notice is given.

The lease includes an option to terminate (“Break Clause”) on

or after 2026, provided that a four-month written notice is given prior.

Additionally, the agreement requires APL to restore the premises

2 unchanged sentences

qualifies as a lease, and the Company will recognize a Right-of-Use (ROU) asset and corresponding lease liability on its financial statements.

Rental expenses are included in General and Administrative

is no material pending legal or governmental proceedings other than ordinary routine litigation incidental to the business.

or any of its subsidiaries is a party, or their property is the subject.

SAFETY DISCLOSURES.

expenses are included in General and Administrative costs.

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 1B. Unresolved Staff Comments