S-3 1 ny20076963x1_s3.htm S-3

As filed with the Securities and Exchange Commission on June 30, 2026

Registration No. 333-

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM S-3

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

ALTI GLOBAL, INC.

(Exact name of registrant as specified in its charter)


Delaware			92-1552220
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification Number)

22 Vanderbilt Avenue, 27th Floor

New York, New York 10017

(212) 396-5900

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

Nancy Curtin

Interim Chief Executive Officer

22 Vanderbilt Avenue, 27th Floor

New York, New York 10017

(212) 396-5900

(Name, address, including zip code, and telephone number, including area code, of agent for service)

Copies to:

Jeffrey Letalien, Esq.

Jacqueline Kaufman, Esq.

Goodwin Procter LLP

620 Eighth Avenue

New York, New York 10018-1405

Tel: (212) 813-8800

Approximate date of commencement of proposed sale to the public: From time to time after this registration statement becomes effective.

If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box: ☐

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box: ☒

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box. ☐

If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box. ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☐	Accelerated filer	☒
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐

The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until this registration statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.


			Page
ABOUT THIS PROSPECTUS			1
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS			2
THE COMPANY			4
THE OFFERING			5
RISK FACTORS			6
USE OF PROCEEDS			7
SELLING SECURITYHOLDERS			8
PLAN OF DISTRIBUTION			9
DESCRIPTION OF CAPITAL STOCK			13
LEGAL MATTERS			14
EXPERTS			14
WHERE YOU CAN FIND MORE INFORMATION			14
INCORPORATION OF CERTAIN INFORMATION BY REFERENCE			15


Expense			Amount
SEC registration fee			$1,336.65
Printing fees and expenses			*
Accounting fees and expenses			*
Legal fees and expenses			*
Registrar and transfer agent fees			*
Miscellaneous fees and expenses			*
Total			$1,336.65


Exhibit Number			Description
1.1**			Form of Underwriting Agreement.
3.1			Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed January 9, 2023).
3.2			Certificate of Amendment to the Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed July 31, 2024).
3.3			Amended and Restated Bylaws of the Company (incorporated by reference to Exhibit 3.3 to the Company’s Annual Report on Form 10-K/A filed April 5, 2024).
4.1			Description of Registrant’s Securities (incorporated by reference to Exhibit 4.1 to the Company’s Annual Report on Form 10-K filed on March 31, 2026).
5.1*			Opinion of Goodwin Procter LLP.
23.1*			Consent of KPMG LLP, independent registered public accounting firm.
23.2*			Consent of Goodwin Procter LLP (included as part of Exhibit 5.1).
24.1*			Power of Attorney (included on signature page).
107*			Filing Fee Table.


ALTI GLOBAL, INC.

By:			/s/ Nancy Curtin
Name:			Nancy Curtin
Title:			Interim Chief Executive Officer


Signature	Title	Date

/s/ Nancy Curtin	Interim Chief Executive Officer and Director (Principal Executive Officer)	June 30, 2026
Nancy Curtin		June 30, 2026

/s/ Patrick Keenan	Chief Financial Officer (Principal Financial and Principal Accounting Officer)	June 30, 2026
Patrick Keenan		June 30, 2026

/s/ Ali Bouzarif	Director	June 30, 2026
Ali Bouzarif	Director	June 30, 2026

/s/ Nazim Cetin	Director	June 30, 2026
Nazim Cetin	Director	June 30, 2026

/s/ Norma Corio	Director	June 30, 2026
Norma Corio	Director	June 30, 2026

/s/ Mark Furlong	Director	June 30, 2026
Mark Furlong	Director	June 30, 2026

/s/ Timothy Keaney	Director	June 30, 2026
Timothy Keaney	Director	June 30, 2026

/s/ Andreas Wimmer	Director	June 30, 2026
Andreas Wimmer	Director	June 30, 2026