Material Agreement, Proxy Results, Amendments to Bylaws (Form 8-K)

As approved by the shareholders of AlphaTime Acquisition Corp (the "Company" or "AlphaTime"), by ordinary resolution, at an extraordinary general meeting of shareholders held on December 16, 2025 (the "Meeting"), on December 16, 2025, the Company entered into an amendment (the "Trust Agreement Amendment") to the Investment Management Trust Agreement, dated as of December 30, 2022, with Equiniti Trust Company, LLC (f/k/a American Stock Transfer & Trust Company) (as amended, the "Trust Agreement"). Pursuant to the Trust Agreement Amendment, the Company has extended the date by which it has to complete a business combination from January 4, 2026, (the "Termination Date") up to three (3) times, with each extension comprised of one month each from the Termination Date, or extended date, as applicable, to April 4, 2026, by providing five days' advance notice to the trustee prior to the applicable Termination Date, or extended date, and depositing into the trust account (the "Trust Account") $1 for each monthly extension (the "Extension Payment") until April 4, 2026 (assuming a business combination has not occurred) in exchange for a non-interest bearing, unsecured promissory note payable upon the consummation of a business combination (the "Trust Agreement Amendment Proposal").

The foregoing description of the Trust Agreement Amendment is a summary only and is qualified in its entirety by reference to the full text of the Trust Agreement Amendment which is attached hereto as Exhibit 10.1 and incorporated by reference herein.

The disclosure related to the non-interest bearing, unsecured promissory note, the form of which is included in the Trust Agreement Amendment contained in Item 1.01 is incorporated by reference to this Item 2.03.

As approved by the Company's shareholders at the Meeting on December 16, 2025, by special resolution, the Company amended the Company's Third Amended and Restated Memorandum and Articles of Association (the "Existing Charter") on December 17, 2025, in the form set forth in Annex Ato the definitive proxy statement, filed with the Securities and Exchange Commission on September 9, 2025 (the "Extension Amendment"), reflecting the extension of the date by which the Company must consummate a business combination from the Termination Date up to three (3) times, each comprised of one month each (each an "Extension") up to April 4, 2026 for a total of three (3) months after the Termination Date (assuming a business combination has not occurred).

The foregoing description of the Extension Amendment is a summary only and is qualified in its entirety by reference to the full text of the Form of Amendment to the Third Amended and Restated Memorandum and Articles of Association, which is attached hereto as Exhibit 3.1 and incorporated by reference herein.

On December 16, 2025, the Company held the Meeting. At the Meeting, the Company's shareholders approved the following proposals: (1) a proposal to approve by special resolution the Extension Amendment (the "Extension Amendment Proposal"), (2) a proposal to approve by ordinary resolution the Trust Agreement Amendment, and (3) a proposal to adjourn the Meeting to a later date if, based upon the tabulated vote at the time of the Meeting, there are not sufficient votes to approve the Extension Amendment Proposal and the Trust Agreement Amendment Proposal (the "Adjournment Proposal").

The Extension Amendment Proposal, the Trust Agreement Amendment Proposal and the Adjournment Proposal presented at the Meeting were approved by the Company's shareholders. The final voting results for each proposal are set forth below.