AMC Robotics Seeks Vote to Lift 19.99% Cap on $50M Ayame Equity Line
AMCI is trading near its 52-week low of $1.85 (3.2% above the low).
Summary
AMC Robotics set a December 2, 2026 stockholder vote to let it issue shares under its $50M Ayame standby equity line beyond the 19.99% Nasdaq cap. The proxy quantifies the dilution: $50.0M at $1.00 equals 50,000,000 shares, and at $0.25 equals 200,000,000 — above the 100,000,000 authorized.
Key Events · Financing and Capital Events · AMCI
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Vote to Lift 19.99% Exchange Cap
Stockholders vote December 2, 2026 on issuing SEPA shares and related note conversions above the 19.99% Exchange Cap under Nasdaq Rules 5635(b) and 5635(d).
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Dilution Scale Quantified
The proxy illustrates $50.0 million raised at $4.00 as 12,500,000 shares, at $1.00 as 50,000,000 shares, and at $0.25 as 200,000,000 shares — the last exceeding the 100,000,000 authorized shares.
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Discounted Investor-Notice Pricing
Ayame can require share sales to offset notes at the lower of $4.017 or 92% of the lowest five-day VWAP, subject to a contractual floor; company-initiated advances price at 96% of a three-day VWAP or the lower of 97% of a five-day VWAP and the lowest intraday trade.
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Advance Size Capped
Each company-initiated advance is limited to the lower of 100% of five-day average daily trading volume and 100,000 shares, unless the parties agree otherwise.
Analysis · AMCI · Trade & Services
The September 17, 2026 standby equity purchase agreement with Ayame is already public, but this proxy puts hard numbers on it for the first time. Stockholders vote December 2 on whether AMC can issue past the 19.99% Exchange Cap, and the illustrative table shows what that means: $50.0 million raised at $1.00 would be 50,000,000 shares, and at $0.25 it would be 200,000,000 shares — more than the 100,000,000 shares currently authorized, so a separate charter amendment would be needed. Ayame can also force share sales at 92% of the lowest five-day VWAP to settle notes, a discount mechanism that pressures the price as draws grow. Approval is effectively certain because CEO Shengwei (Sean) Da controls 83.2% of the stock, so the practical question is how much dilution the company actually draws, not whether it can.
How filings like this one have moved
In the 30 days to Oct 27, 2026, 29.9% of the 1374 measured filings Wiseek scored 7 moved their stock by 5% or more by the next session's close. The median move was -0.12%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, AMCI was trading at $1.91 on NASDAQ in the Trade & Services sector, with a market capitalization of approximately $44.8M. The 52-week trading range was $1.85 to $15.09. This filing was assessed with negative market sentiment and an importance score of 7 out of 10.