secwatch / observer

AI Financial Corp — fact timeline

Source-grounded facts extracted from AI Financial Corp's SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

AIFC AI Financial Corp JSON
Governance Changes

AI Financial Corp: Changed corporate name from ALT5 Sigma Corporation to AI Financial Corporation via a short-form merger (effective 2026-04-28).

“ALT5 Sigma Corporation (the “Company”, “we”, “our”, or “us”) changed its corporate name from ALT5 Sigma Corporation to AI Financial Corporation on April 28, 2026, as of 11:59 pm PDT.”
Material Agreements

AI Financial Corp entered into Binding Letter of Intent with Decentralized Technologies Inc. (Dectec) valued at Initial issuance of four million shares of common stock, with up to four million additional shares c (effective 2026-04-20).

“On April 20, 2026, we also entered into binding letter of intent with the Decentralized Technologies Inc. (“Dectec”), pursuant to which we will acquire all of the issued and outstanding shares of capital stock of Dectec and will issue four million shares of our Common Stock (the “Initial Issuance”) to the equity holders of Dectec.”
Material Agreements

AI Financial Corp entered into Stock Exchange Agreement with Block Street Corp. valued at 12,670,257 shares of common stock valued at $12 million plus warrants (effective 2026-04-20).

“On April 20, 2026, ALT5 Sigma Corporation (the “Company”, “we”, “our”, or “us”) entered into a Stock Exchange Agreement (the “SEA”) with the four owners of Block Street Corp., a Nevada corporation (“Block Street”).”
Debt Financings

AI Financial Corp incurred loan of $15 million with World Liberty Financial LLC at 4.50% per annum maturing 24 months from the closing date of the initial loan.

“”) with World Liberty Financial LLC (“ WLFI ” or the “ Lender ”). The Loan Agreement provides for collateralized loans to ALT5 Digital in the aggregate principal amount of $15 million. Pursuant to the Loan Agreement, the loan will accrue interest at a rate of 4.50% per annum, payable annually in advance beginning on the applicable closing date. The principal”
Auditor Changes

AI Financial Corp engaged L J Soldinger Associates, LLC as its auditor.

“On December 25, 2025, the Committee approved the engagement of L J Soldinger Associates, LLC (“Soldinger”), as the Company’s independent registered public accounting firm for the fiscal year ended December 27, 2025, effective immediately.”
Auditor Changes

AI Financial Corp dismissed Victor Mokuolu, CPA PLLC as its auditor.

“On December 25, 2025, the Audit Committee (the “Committee”) of the Board of Directors of ALT5 Sigma Corporation (the “Company”) dismissed Victor Mokuolu, CPA PLLC (“VM”) as the Company’s independent registered public accounting firm.”
Auditor Changes

AI Financial Corp engaged Victor Mokuolo, CPA PLLC as its auditor.

“Effective December 8, 2025, the Audit Committee approved the appointment of Victor Mokuolo, CPA PLLC (“VM”) as the Company’s new independent registered public accounting firm for the fiscal year ending December 27, 2025.”
Listing & Compliance Notices

AI Financial Corp received a nasdaq noncompliance notice notice regarding audit committee (rules 5605(c)).

“December 3, 2025, the Company received a notice from The Nasdaq Stock Market LLC (the “ Notice ”), notifying the Company that, as a result of the Resignation, the Company is not in compliance with the requirements under Nasdaq Listing Rule 5605 (the “ Corporate Governance Requirements ”), specifically Nasdaq Listing Rule 5605(c), which requires, among other things, that the Company have an Audit Committee that has at least three members, each of whom must (i) be an independent, (ii) meet the criteria for independence set forth in Rule 10A-3(b)(1) under the Securities Exchange Act of 1934, as a”
Auditor Changes

Hudgens CPA, PLLC resigned as auditor of AI Financial Corp.

“On November 21, 2025, Hudgens CPA, PLLC (“ Hudgens ”) informed ALT5 Sigma Corporation (the “ Company ”) that the sole partner in Hudgens was retiring and effective immediately, Hudgens resigned as the Company’s independent registered public accounting firm.”
Governance Changes

AI Financial Corp: Lowered quorum requirement from majority to 33 1/3% of shares outstanding and entitled to vote (effective 2025-08-27).

“the amendment lowers the quorum requirement contained in Section 2.4 of the Bylaws to provide that holders of thirty-three and one-third percent of the shares outstanding and entitled to vote at a meeting of stockholders, represented either in person or by proxy, shall constitute a quorum for the transaction of business”
Governance Changes

AI Financial Corp: Amended Certificates of Designation for Series B Preferred Stock, Series Q Convertible Preferred Stock, and Series I Convertible Preferred Stock to provide voting rights of one vote per share, with full voting powers equal to Common Stock and voting together as a single class (effective 2025-08-08).

“On August 8, 2025, the Company and certain holders of the Company’s existing preferred stock agreed to amend the Certificates of Designation for its Series B Preferred Stock, Series Q Convertible Preferred Stock, and Series I Convertible Preferred Stock (such amended Certificates of Designation, the “Amended Designations”, and, such series of preferred stock collectively, the “Preferred Stock”) to provide voting rights for the holders of the Preferred Stock, such that each share of Preferred Stock votes at the rate of one vote per shares.”

Tony Isaac changed role as President and Chairman at AI Financial Corp.

“Tony Isaac will step down as our Chief Executive Officer effective as of the Start Date. Tony will continue to serve as our President and will continue to serve as our Chairman on the Board of Directors (our “Board”).”

Peter Tassiopoulos was appointed as Chief Executive Officer at AI Financial Corp.

“appointed Peter Tassiopoulos to serve as our Chief Executive Officer, effective September 16, 2024”
Material Agreements

AI Financial Corp entered into Securities Purchase Agreement with two certain institutional investors valued at approximately $300,000 (effective 2024-05-01).

“On May 1, 2024, JanOne Inc. (the “ Company ” or “ our ”) entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with two certain institutional investors (the “ Investors ”) for the sale by the Company in a registered direct offering priced at-the-market under the rules of The Nasdaq Stock Market (the “ Offering ”) of 79,782 units (the “ Units ”) of the Company’s securities, each Unit consisting of one share of our common stock, par value $0.001 per share (“ Common Stock ”), and one common stock purchase warrant for the purchase of an additional share of Common Stock (“ Warrants ”), at a purchase price of $3.775 per Unit.”
Listing & Compliance Notices

AI Financial Corp received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)(1)).

“April 16, 2024, JanOne Inc. (the “Company”) received a notice (the “Nasdaq Notice”) from The NASDAQ Stock Market (“Nasdaq”) that the Company does not presently comply with Nasdaq’s Listing Rule 5550(b)(1) that requires the Company to maintain a minimum of $2,500,000 in stockholders’ equity for continued listing. The Nasdaq Notice does not have any immediate effect on the listing of the Company’s common stock on the Nasdaq Capital Market and the Company has 45 calendar days from the date of the Nasdaq Notice to submit a plan to Nasdaq to regain compliance with Nasdaq’s continued listing rules.”
Listing & Compliance Notices

AI Financial Corp received a nasdaq compliance regained notice regarding minimum bid price (rules 5550(a)(2)).

“March 13, 2024 (the date of this Current Report on Form 8-K), JanOne Inc. (“we” or “us”) presently complies with Nasdaq Listing Rule 5550(a)(2) that requires us to maintain a minimum bid price of $1.00 per share. As previously reported, on September 11, 2023, we received a notice (the “Deficiency Notice”) from The Nasdaq Stock Market (“Nasdaq”), indicating that our common stock failed to maintain a minimum bid price of $1.00 per share over the previous 30 consecutive business days as required by the Nasdaq Listing Rules. On March 13, 2024, we received a notice (the “Compliance Notice”) from Na”
Material Agreements

AI Financial Corp entered into Unit Purchase Agreement with two otherwise unaffiliated third-party investors valued at aggregate purchase price of $600,000 (effective 2024-02-23).

“On February 23, 2024, JanOne Inc. (the “ Company ”) entered into Unit Purchase Agreements (each, a “ Purchase Agreement ”) with two otherwise unaffiliated third-party investors (the “ Investors ”), pursuant to which each Investor agreed to purchase 408,163 units of securities from the Company (the “ Units ”), at a price per Unit of $0.735, for an aggregate purchase price of $300,000 per investor for an aggregate price of $600,000 (the “ Unit Purchases ”).”
Material Agreements

AI Financial Corp entered into Promissory Note with Live Ventures Incorporated valued at $300,000 (effective 2024-02-07).

“On February 7, 2024, the Company entered into a promissory note with each of the holders of the amended promissory notes. The initial principal amount of each note is $300,000”
Material Agreements

AI Financial Corp entered into Promissory Note with Isaac Capital Group LLC valued at $300,000 (effective 2024-02-07).

“On February 7, 2024, the Company entered into a promissory note with each of the holders of the amended promissory notes. The initial principal amount of each note is $300,000”
Material Agreements

AI Financial Corp amended First Amendment to Promissory Note with Live Ventures Incorporated (effective 2024-02-07).

“On February 7, 2024, JanOne Inc. (the “Company”) amended two of its outstanding promissory obligations to add convertibility provisions to each.”
Material Agreements

AI Financial Corp amended Fourth Amendment to Secured Revolving Line of Credit with Isaac Capital Group LLC (effective 2024-02-07).

“On February 7, 2024, JanOne Inc. (the “Company”) amended two of its outstanding promissory obligations to add convertibility provisions to each.”
Material Agreements

AI Financial Corp entered into Promissory Note with Live Ventures Incorporated valued at $300,000 (effective 2024-02-07).

“On February 7, 2024, the Company entered into a promissory note with each of the holders of the amended promissory notes. The initial principal amount of each note is $300,000, with an interest rate of 10% per annum.”
Material Agreements

AI Financial Corp entered into Promissory Note with Isaac Capital Group LLC valued at $300,000 (effective 2024-02-07).

“On February 7, 2024, the Company entered into a promissory note with each of the holders of the amended promissory notes. The initial principal amount of each note is $300,000, with an interest rate of 10% per annum.”
Material Agreements

AI Financial Corp amended First Amendment to Promissory Note with Live Ventures Incorporated (effective 2024-02-07).

“On February 7, 2024, JanOne Inc. (the “Company”) amended two of its outstanding promissory obligations to add convertibility provisions to each.”
Material Agreements

AI Financial Corp amended Fourth Amendment to Secured Revolving Line of Credit with Isaac Capital Group LLC (effective 2024-02-07).

“On February 7, 2024, JanOne Inc. (the “Company”) amended two of its outstanding promissory obligations to add convertibility provisions to each.”
Material Agreements

AI Financial Corp entered into Purchase Agreement with a certain institutional investor valued at an aggregate price of $250,000 (effective 2024-01-12).

“On January 12, 2024, JanOne Inc. (the “ Company ”) entered into a Warrant Purchase Agreement (the “ Purchase Agreement ”) with a certain institutional investor (the “ Investor ”) that had purchased a Common Stock Purchase Warrant (the “Warrant”) on August 22, 2023”
Shareholder Votes

AI Financial Corp shareholders approved Ratification of Independent Accounting Firm at the 2023-10-09 meeting.

“Proposal No. 4 – Ratification of Independent Accounting Firm The Company’s stockholders ratified the appointment of Hudgens CPA, PLLC as the Company’s independent registered public accounting firm for fiscal 2024. Votes For Against Abstain 5,510,832 73,507 321,373”
Shareholder Votes

AI Financial Corp shareholders approved Approval of Nasdaq Preferred Stock Conversion Proposal at the 2023-10-09 meeting.

“Proposal No. 3 – Approval of Nasdaq Preferred Stock Conversion Proposal The Company’s stockholders approved the Nasdaq Preferred Stock Conversion Proposal. Votes For Against Abstain 3,864,729 185,155 16,218”
Shareholder Votes

AI Financial Corp shareholders approved Approval of the 2023 Equity Incentive Plan at the 2023-10-09 meeting.

“Proposal No. 2 – Approval of the 2023 Equity Incentive Plan The Company’s stockholders approved the 2023 Equity Incentive Plan. Votes For Against Abstain 3,834,918 326,194 4,990”
Shareholder Votes

AI Financial Corp shareholders approved Election of Directors at the 2023-10-09 meeting.

“On October 9, 2023, JanOne Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) to vote on the matters disclosed in the Company’s definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on August 28, 2023. The final voting results for the matters submitted to a vote of stockholders were as follows: Proposal No. 1 – Election of Directors At the Annual Meeting, the Company’s stockholders elected the persons listed below as directors for a one-year term expiring on the date of the Annual Meeting in 2024 or until their respective successors are duly elected and qualified: Votes Nominee Name Votes For Votes Withheld Broker Non-Votes Tony Isaac 3,907,992 258,110 1,739,610 Richard D. Butler, Jr. 3,870,056 296,046 1,739,610 Nael Hajjar 3,882,550 283,552 1,739,610 John Bitar 3,883,059 283,043 1,739,610”
Listing & Compliance Notices

AI Financial Corp received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).

“September 11, 2023, JanOne Inc. (the “Company”) received a notice (the “Nasdaq Notice”) from The Nasdaq Stock Market (“Nasdaq”), indicating that, for the last thirty (30) consecutive business days, the bid price for the Company’s common stock had closed below the minimum $1.00 per share requirement for continued listing on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided an initial period of 180 calendar days, or until March 9, 2024, to regain compliance. The letter states that the Nasdaq staff w”
Material Agreements

AI Financial Corp entered into Securities Purchase Agreement with a certain institutional investor valued at approximately $790,000 (effective 2023-08-18).

“(the “ Company ”) entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with a certain institutional investor (the “ Investor ”) for the sale by the Company in a registered direct offering priced at-the-market under the rules of The Nasdaq Stock Market (the “ Offering ”) of: (i) 418,000 shares (the “ Shares ”) of the Company’s common stock, par value $0.001 per share (“ Common Stock ”), at an offering price of $0.8811 per share and (ii) pre-funded warrants exercisable for up to 481,348 shares of Common Stock (the “ Pre-Funded Warrants ”) to the Investor at an offering price equal to $0.8801 (equal to the purchase price per share of Common Stock sold in this Offering, minus $0.001) per Pre-Funded Warrant.”
Auditor Changes

AI Financial Corp engaged Hudgens CPA, PLLC as its auditor.

“On June 26, 2023, JanOne Inc’s. (the “Company”) Audit Committee (the “Committee”) approved the engagement of Hudgens CPA, PLLC (“Hudgens”) as the Company’s independent registered public accounting firm”
Auditor Changes

AI Financial Corp engaged Hudgens CPA, PLLC as its auditor.

“(the “Company”) Audit Committee (the “Committee”) approved the engagement of Hudgens CPA, PLLC (“Hudgens”) as the Company’s independent registered public accounting firm for the Company’s fiscal year ended December 30, 2023 and those interim periods remaining subsequent to the date of the filing of this Current Report on Form 8-K.”
Auditor Changes

AI Financial Corp reported that prior financial statements should not be relied upon.

“On April 17, 2023, JanOne Inc.’s (the “Company”) management and the Audit Committee of the Company’s Board of Directors (the “Audit Committee”) reached a determination that the Company’s previously issued unaudited consolidated financial statements and related disclosures for each of the quarterly periods ended July 2, 2022 and October 1, 2022, should no longer be relied upon because of a material misstatement contained in those two quarterly unaudited condensed consolidated financial statements.”
Material Agreements

AI Financial Corp entered into Purchase Agreement with certain institutional investors valued at approximately $422,000 (effective 2023-03-22).

“On March 22, 2023, JanOne Inc. (the “Company”) entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with certain institutional investors (the “ Purchasers ”) for the sale by the Company in a registered direct offering (the “ Offering ”) of 361,000 shares of the Company’s common stock, par value $0.001 per share (the “ Common Stock ”), at a purchase price per share of Common Stock of $1.17.”
Material Agreements

AI Financial Corp entered into Stock Purchase Agreement with VM7 Corporation valued at reduced liabilities by $17.6M, receives minimum $24M aggregate monthly payments over 15 years (effective 2023-03-19).

“On March 19, 2023, JanOne Inc. (“our,” “us,” “we,” or the “Company”) entered into a Stock Purchase Agreement (the “Purchase Agreement”) with VM7 Corporation, a Delaware corporation (the “Buyer”), under which the Buyer agreed to acquire all of the outstanding equity interests of (a) ARCA Recycling, Inc., a California corporation (“ARCA”), (b) Customer Connexx LLC, a Nevada limited liability company (“Connexx”), and (c) ARCA Canada Inc., a corporation organized under the laws of Ontario, Canada (“ARCA Canada”; and, together with ARCA and Connexx, the “Subsidiaries”).”
Material Agreements

AI Financial Corp entered into Stock Purchase Agreement with VM7 Corporation valued at not less than $24.0 million in aggregate monthly payments (effective 2023-03-09).

“On March 9, 2023, JanOne Inc. (“our,” “us,” “we,” or the “Company”) entered into a Stock Purchase Agreement (the “Purchase Agreement”) with VM7 Corporation, a Delaware corporation (the “Buyer”), under which the Buyer agreed to acquire all of the outstanding equity interests of (a) ARCA Recycling, Inc., a California corporation (“ARCA”), (b) Customer Connexx LLC, a Nevada limited liability company (“Connexx”), and (c) ARCA Canada Inc.”
Auditor Changes

AI Financial Corp engaged Frazier & Deeter, LLC as its auditor.

“On February 7, 2023, the Audit Committee of the Board of Directors of the Company approved the engagement of, and the Company engaged, Frazier & Deeter, LLC, as the Company’s new independent registered public accounting firm, effective immediately.”
Auditor Changes

WSRP, LLC resigned as auditor of AI Financial Corp.

“On February 7, 2023, WSRP, LLC (“WSRP”), informed JanOne Inc. (the “Company”) that it resigned as the Company’s independent registered public accounting firm.”
Material Agreements

AI Financial Corp entered into Agreement and Plan of Merger with STLLC and Amol Soin, M.D. valued at initial value of $13,000,000 (effective 2022-12-28).

“The acquisition was memorialized by an Agreement and Plan of Merger, dated as of December 28, 2022 (the “Merger Agreement”), by and among STLLC, Amol Soin, M.D., the sole stockholder of STLLC (“Dr. Soin”), our Merger Sub, and us.”
Listing & Compliance Notices

AI Financial Corp received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)(1)).

“November 23, 2022, JanOne Inc. (the “Company”) received a notice (the “Nasdaq Notice”) from The NASDAQ Stock Market (“Nasdaq”) that the Company does not presently comply with Nasdaq’s Listing Rule 5550(b)(1) that requires the Company to maintain a minimum of $2,500,000 in stockholders’ equity for continued listing. The Nasdaq Notice does not have any immediate effect on the listing of the Company’s common stock on the Nasdaq Capital Market and the Company has 45 calendar days from the date of the Nasdaq Notice to submit a plan to Nasdaq to regain compliance with Nasdaq’s continued listing rule”
Shareholder Votes

AI Financial Corp shareholders approved Ratification of Independent Accounting Firm at the 2022-11-02 meeting.

“The Company’s stockholders ratified the appointment of WSRP, LLC as the Company’s independent registered public accounting firm for fiscal 2022”
Shareholder Votes

AI Financial Corp shareholders approved Non-binding advisory vote to approve named executive compensation at the 2022-11-02 meeting.

“Proposal No. 2 – Non-binding advisory vote to approve named executive compensation”
Shareholder Votes

AI Financial Corp shareholders approved Election of Directors at the 2022-11-02 meeting.

“On November 2, 2022, JanOne Inc. (the “Company”) held its Annual Meeting of Stockholders”

Tony Isaac was appointed as Corporate Secretary at AI Financial Corp.

“Effective October 5, 2021, JanOne Inc. (the “Company”) and its Board of Directors appointed Tony Isaac, the Company’s current Chief Executive Officer, as the Company’s Corporate Secretary.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.