Michael Coyne
About Michael L. Coyne
Michael L. Coyne (age 35) serves as an independent director of AlphaTime Acquisition Corp (ATMC). He is currently Senior Director and Head of Capital Markets at Ingalls & Snyder (since 2018), with prior roles as VP & Head of Syndicate at Capital Integration Systems (2015–2018) and service as a 1st Lieutenant in the Army National Guard/U.S. Army (2012–2019). He holds FINRA Series 7, 63, 24, and 79, the SIE license, a BA in Political Science and International Affairs (Northeastern University, 2011) and an MBA (NYU Stern, 2019). The Board classifies him as independent; he sits in the third director class whose term expires at the third annual meeting following appointment.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Capital Integration Systems (NY) | Vice President & Head of Syndicate | Aug 2015–Feb 2018 | Diversified revenue via first international pre-IPO private placement; expanded secondary equity trading; developed investment bank relationships |
| U.S. Army/Army National Guard | 1st Lieutenant (Executive Officer, Task Force OIC, Platoon Leader, Operations Officer) | Feb 2012–Jul 2019 | Served domestically and in Afghanistan, leadership and operations |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ingalls & Snyder (Investment Advisory) | Senior Director; Head of Capital Markets | 2018–present | Built capital markets investing/underwriting across IPOs, secondaries, block trades; participated in hundreds of SPAC transactions (underwriting, merger advisory closings, PIPEs, risk capital sourcing, selling groups) |
Board Governance
- Independence: The Board determined Michael L. Coyne is independent under Nasdaq and SEC rules; the audit committee is entirely independent. Independent directors hold regular executive sessions.
- Committee memberships and chairs: He serves on Audit and Compensation committees; Audit is chaired by Li Wei and Compensation by Wen He. All members are independent.
- Nominating: No standing nominating committee; a majority of independent directors recommend nominees.
- Board classification: Coyne is in the third class, with term expiring at the third annual meeting; the company may not hold an annual meeting until after the business combination.
| Committee | Role | Chair | Independence/Notes |
|---|---|---|---|
| Audit | Member | Li Wei (Chairwoman) | All independent; members financially literate; Li Wei is the “audit committee financial expert” |
| Compensation | Member | Wen He (Chairman) | All independent; charter includes CEO comp review, plan oversight, adviser independence checks |
Fixed Compensation
- Director cash compensation: None paid to officers or directors prior to business combination.
- Meeting/committee fees: None disclosed; chartered committees operate but no fees prior to combination.
- Administrative services: Company reimburses Sponsor $10,000/month for office/administrative services (paid to Sponsor, not to Coyne).
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $0 | No director cash compensation pre-business combination |
| Committee chair/member fees | $0 | No fees disclosed pre-business combination |
| Meeting fees | $0 | Not disclosed; no compensation paid pre-business combination |
| Admin services reimbursement | $10,000/month (to Sponsor) | Office/utilities/administrative (Sponsor reimbursed; not director pay) |
Performance Compensation
- Pre-combination: No equity or incentive awards to directors prior to completion of business combination.
- Post-combination potential: Directors who remain may receive consulting/management fees; certain directors may receive equity interests of the Sponsor for their services, with compensation determined by independent directors or a compensation committee.
| Performance Metric | Disclosure | Notes |
|---|---|---|
| Revenue/EBITDA/TSR targets | Not applicable | No director compensation or performance metrics pre-combination |
| Equity awards (RSUs/PSUs/options) | Not applicable | No awards to directors pre-combination |
| Clawback | Policy filed (Exhibit 97.1) | Indicates governance control framework exists |
Other Directorships & Interlocks
- Current public company boards: None disclosed for Coyne beyond ATMC.
- Prior public company boards: None disclosed.
- Private/non-profit boards: Not disclosed.
| Company/Organization | Role | Overlap/Interlock |
|---|---|---|
| None disclosed | — | — |
Expertise & Qualifications
- Financial literacy: Audit committee members (including Coyne) are financially literate.
- Capital markets/SPAC expertise: Extensive transaction experience across IPOs/secondaries/SPACs; hundreds of SPAC-related transactions.
- Licenses/education: FINRA Series 7/63/24/79; SIE; BA Northeastern (2011); MBA NYU Stern (2019).
Equity Ownership
- Beneficial ownership: Coyne reported no beneficial ownership of ATMC ordinary shares at the relevant record dates. Private Placement Units held by directors (and their underlying ordinary shares) are not included if not exercisable within 60 days.
| Metric | DEF 14A (Record Date: 2024-11-20) | 10-K (Outstanding at 2025-04-15) | DEF 14A (Record Date: 2025-09-03) |
|---|---|---|---|
| Shares beneficially owned | 0 | 0 | 0 |
| Ownership % of outstanding | 0% | 0% | 0% |
| Notes | Private Placement Units not included if not exercisable within 60 days | As-of outstanding shares context provided | Private Placement Units excluded if not exercisable within 60 days |
Note: The Sponsor and ATMC’s directors and officers own Private Placement Units; these securities become worthless if the SPAC liquidates, creating a strong incentive to complete a business combination.
Governance Assessment
- Strengths: Independent director designation; dual committee memberships; audit committee exclusively independent with a designated financial expert; independent director executive sessions; codified related-party transaction policy with audit committee pre-approval and recusal rules. These features support governance rigor.
- Alignment: Coyne reported no beneficial ownership in ATMC shares at multiple record dates, suggesting limited direct “skin in the game” to date; however, directors and officers collectively have exposure via Sponsor/Private Placement Units, which align incentives to consummate a deal but may bias decision-making toward any transaction.
- Conflicts/Red Flags:
- SPAC structural conflicts: Founder shares acquired for nominal consideration become valuable only upon a successful de‑SPAC; Private Placement Units become worthless upon liquidation—this can bias decisions on extensions and deal quality.
- Corporate opportunity waiver: The company renounces corporate opportunities unless offered solely in the ATMC capacity; officers/directors may serve other SPACs and have fiduciary obligations elsewhere, potentially diverting opportunities.
- Sponsor financing: Promissory notes funded extensions; up to $1.5 million of loans may be convertible into post‑combination warrants, introducing financing-related conflicts.
- No nominating committee: Reliance on independent directors for nominations without a formal committee could reduce process formalization.
- Compensation risk: No pay pre‑combination mitigates near‑term pay risk; post‑combination compensation and potential Sponsor equity for certain directors will be determined later—investors should monitor compensation structures after de‑SPAC for pay‑for‑performance integrity.
Overall, Coyne adds capital markets and SPAC transactional expertise and meets independence and committee requirements, but SPAC-specific incentives (founder/private units, financing arrangements, corporate opportunity waiver) present inherent conflicts that investors should weigh when assessing board effectiveness and deal quality.