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Mattia Tomba

Mattia Tomba

Co-Chief Executive Officer at Alchemy Investments Acquisition Corp 1
CEO
Executive
Board

About Mattia Tomba

Mattia Tomba is Co-Chief Executive Officer and a director of ALCY; he has served as a director since October 27, 2021 and as co-CEO since November 2022, and is age 48 per the latest 10-K . His background includes founding investor and Head of International Markets at Tradeteq (since 2017), partner at M&M Investments Pte. Ltd. (since 2016), prior roles at Qatar’s sovereign wealth fund Qatari Diar (2008–2016), Goldman Sachs (2003–2008), and Merrill Lynch (2002), with studies at Bocconi University, Sciences Po, and The Fletcher School . As a SPAC, ALCY has neither engaged in operations nor generated revenue to date, so TSR, revenue growth, and EBITDA growth metrics tied to his tenure are not applicable at this stage . He currently serves as co-CEO and director; executive independence does not apply to him, and committee memberships for executives are handled by independent directors per ALCY’s governance .

Past Roles

OrganizationRoleYearsStrategic Impact
TradeteqFounding Investor; Head of International Markets2017–presentLed international market development for fintech platform; investing and structuring across capital markets
M&M Investments Pte. Ltd.Partner2016–presentTechnology investment holding; provided debt/equity advice on global deals
Qatari Diar (Qatar’s SWF)Investment Manager2008–2016Managed equity portfolio; executed large PE and real estate transactions worldwide
Goldman Sachs GroupReal estate funds investment/portfolio management2003–2008Investment and portfolio management for GS-managed real estate funds
Merrill LynchPrivate Wealth Management2002Early career in investment management

External Roles

OrganizationRoleYearsNotes
Middle East Institute (Singapore)Research affiliate; prior Senior Fellow and Visiting Senior FellowAffiliate currently; Senior Fellow 2016–2018; Visiting Senior Fellow 2015–2016Focus on Asia–Middle East relations
Center for Sovereign Wealth and Global Capital (Fletcher School)Advisory Council memberSince 2013Advisory involvement on sovereign wealth topics

Fixed Compensation

ALCY discloses no cash compensation for executives pre-business combination; executive directors are not entitled to cash remuneration prior to a business combination.

MetricFY 2023FY 2024
Base salary ($)None None
Target bonus (%)Not disclosed Not disclosed
Actual bonus paid ($)None None

Policy: “No compensation of any kind…will be paid…prior to…consummation of a business combination,” with reimbursement allowed for out-of-pocket expenses .

Performance Compensation

ALCY has not granted equity or incentive awards to executive officers prior to completing a business combination; the company has adopted a clawback policy compliant with SEC and Nasdaq requirements.

ComponentMetric/StructureTargetActual/PayoutVesting
RSUs/PSUsNone pre-business combinationN/AN/AN/A
OptionsNone disclosed pre-business combinationN/AN/AN/A
Cash incentiveNot applicable (no cash comp pre-deal)N/AN/AN/A
Clawback policyRestatement-triggered recovery of incentive comp over prior 3 fiscal yearsPolicy in placeApplicable if incentive comp existsApplies to execs; effective Oct 2, 2023

Equity Ownership & Alignment

ItemDetail
Total beneficial ownership (shares)None reported for Mattia Tomba in latest beneficial ownership tables
Ownership as % of outstanding0% for Mattia Tomba based on filings
Vested vs. unvested sharesNot applicable (no personal holdings disclosed)
Options (exercisable/unexercisable)None disclosed
Shares pledged as collateralNot disclosed
Stock ownership guidelinesNot disclosed
Insider trading policyNot adopted; company states no insider trading policy in place
Sponsor/founder shares contextSponsor holds founder shares; insiders agreed to vote for a business combination and waive liquidation rights; founder shares subject to lock-up with transfer restrictions until 6 months post-business combination

Founder share conversion and trust mechanics: 2,874,999 Class B shares converted to Class A in Oct 2024 and remain subject to prior restrictions (waiver of redemption rights, voting for combination) . Initial shareholders own ~75% as of Aug 2025, with lock-up and voting commitments that influence governance outcomes .

Employment Terms

  • Role start and tenure: Director since Oct 27, 2021; Co-CEO since Nov 2022 .
  • Agreements: Directors and officers enter indemnity and letter agreements; consistent terms for newly appointed directors (example: Mr. Shah) .
  • Severance and change-of-control: Not disclosed for executives; no severance multiples or triggers filed to date .
  • Non-compete/non-solicit/garden leave: Not disclosed .
  • Clawback policy: Adopted; applies to incentive-based compensation received on/after Oct 2, 2023, with recovery upon financial restatements .
  • Code of Ethics: Adopted; amendments/waivers to be disclosed via 8-Ks .
  • Insider trading: No company insider trading policy adopted .

Board Governance

  • Board service: Director since Oct 27, 2021; dual role as co-CEO and director (not independent) .
  • Committee memberships: Compensation Committee comprises independent directors Debbie S. Zoldan (Chair), Carlo Tursi, and Pablo Terpolilli; co-CEOs are evaluated by this committee per charter, indicating separation of pay oversight from executive management .
  • Director compensation: Executive directors not entitled to cash remuneration pre-deal; non-executive director compensation to be disclosed post-business combination; example: Mr. Shah receives no cash director compensation at present .
  • Independence/oversight: Compensation committee members are independent per Nasdaq rules; may retain independent advisers, subject to independence evaluations .

Related Considerations and Risk Indicators

  • SPAC timeline and Nasdaq risk: If ALCY extends beyond May 4, 2026 without completing a business combination, Nasdaq rules could lead to immediate suspension/delisting and “penny stock” implications, reducing liquidity and attractiveness as a merger partner, which can affect executive retention and incentives to close a deal .
  • CFIUS risk: Potential review or prohibition of a U.S. target could delay or block the business combination, affecting the feasibility and timing of executive objectives .
  • Investment company risk: Prolonged trust investment in government securities/money market funds poses risk of being deemed an investment company, potentially forcing liquidation, impacting executive outcomes .
  • Founder economics alignment: Initial shareholders’ founder shares and private warrants become worthless upon liquidation, creating strong incentive to consummate a business combination; however, none of these are personally attributed to Tomba in filings, and sponsor control is via a board (VAM Partners LLC), with no individual deemed beneficial owner of sponsor-held securities .

Investment Implications

  • Pay-for-performance alignment is currently neutral: Executives, including Tomba, receive no cash or equity compensation pre-deal; alignment is primarily through sponsor/founder economics and governance commitments rather than personal shareholdings, as filings show Tomba has no beneficial ownership reported .
  • Governance oversight and clawback infrastructure exist: Independent compensation committee and an adopted clawback policy provide frameworks for future incentive alignment when a target is acquired, though the absence of an insider trading policy is a governance gap worth monitoring .
  • Timeline pressure is material: Delisting risk by May 2026 and regulatory hurdles (CFIUS) elevate execution risk; successful deal closure is the principal lever for value realization and would subsequently define Tomba’s compensation metrics and incentives post-merger .
  • Ownership alignment is limited at the executive individual level: With no personal shareholdings disclosed for Tomba, investor focus should remain on sponsor terms, founder share restrictions, and post-combination compensation structures to assess future sell pressure, vesting schedules, and retention incentives .