MACT / MachTen, Inc. - تصريحات هيئة الأوراق المالية والبورصات، التقرير السنوي، بيان الوكيل

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 7, 2024 MachTen, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 000-56553 92-3979418 (State or other Jurisdiction of Incorporation) (Commission File Num

FORM 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0167 Expires: July 31, 2024 Estimated average burden hours per response 1.50 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT O

MachTen, Inc. Discontinues Registration of Common Stock

Exhibit 99.1 1516 Barlow Street, Suite D Traverse City, MI 49686 www.machteninc.com For Immediate Release: Contact: Dan Miller Chief Executive Officer (914) 921-5193 MachTen, Inc. Discontinues Registration of Common Stock Traverse City, Michigan, February 7, 2024 – MachTen, Inc. (“MACT” or the “Company”) (OTC: MACT) today announced that it has filed Form 15 with the Securities & Exchange Commissio

MACT / Machten Inc / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) MachTen, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 55449T109 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Perso

MachTen, Inc. Reports Results for the Third Quarter 2023

Exhibit 99.1 For Immediate Release: Contact: Dan Miller Chief Executive Officer (914) 921-5193 [email protected] MachTen, Inc. Reports Results for the Third Quarter 2023 Traverse City, Michigan, November 14, 2023 – MachTen, Inc. (“MACT”) (OTC: MACT) today reported its operating results for the quarter ended September 30, 2023. “It’s an exciting time for MachTen! We completed the spin-off from LIC

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 14, 2023 MachTen, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 000-56553 92-3979418 (State or other Jurisdiction of Incorporation) (Commission File Nu

November 14, 2023

Exhibit 16.1 November 14, 2023 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on November 8, 2023, to be filed by our former client, MachTen, Inc. We agree with the statements made in response to that Item insofar as they relate to our Firm. Very truly yours, /s/ BDO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-56553 Mach

MACHTEN, INC. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION

Exhibit 99.1 MACHTEN, INC. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION As previously reported, on August 31, 2023, LICT Corporation (“LICT”) distributed to the holders of its common stock, by way of a pro rata dividend (the “spin-off”), 81% of the common stock of MachTen, Inc. (“MachTen” or the “Company”). Prior to the spin-off and in contemplation thereof, on August 8, 2023,

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 8, 2023 MachTen, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 000-56553 92-3979418 (State or other Jurisdiction of Incorporation) (Commission File Num

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 11, 2023 MachTen, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 000-56553 92-3979418 (State or other Jurisdiction of Incorporation) (Commission File Num

MachTen, Inc. to Participate in Enhanced-ACAM & RUS ReConnect Programs

Exhibit 99.1 For Immediate Release: Contact: Dan Miller Chief Executive Officer (914) 921-5193 [email protected] MachTen, Inc. to Participate in Enhanced-ACAM & RUS ReConnect Programs Traverse City, Michigan, October 11, 2023 – MachTen, Inc. (“MACT”) (OTC: MACT) today announced that two of its operating subsidiaries have elected to participate in the Federal Communications Commission’s Enhanced-A

MACT / Machten Inc / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 MachTen, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 55449T109 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Person Authorized to Re

Changes in Control of Registrant, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 31, 2023 MachTen, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 000-56553 92-3979418 (State or other Jurisdiction of Incorporation) (Commission File Numb

VOTING AGREEMENT

VOTING AGREEMENT This VOTING AGREEMENT, dated as of August 31, 2023 (this “Agreement”), is by and between LICT Corporation, a Delaware corporation (“LICT”), and MachTen, Inc.

LICT CORPORATION 401 Theodore Fremd Avenue Rye, New York 10580

LICT CORPORATION 401 Theodore Fremd Avenue Rye, New York 10580 August 18, 2023 Dear LICT Stockholder: We are pleased to report that the previously announced plan to spin-off a majority interest in our Michigan businesses is expected to become effective on August 31, 2023.

SEPARATION AND DISTRIBUTION AGREEMENT

SEPARATION AND DISTRIBUTION AGREEMENT This Separation and Distribution Agreement (the “Agreement”) is dated as of August 31, 2023, between LICT Corporation (“LICT”) and MachTen, Inc.

TRANSITIONAL SERVICES AGREEMENT

TRANSITIONAL SERVICES AGREEMENT This Transitional Services Agreement (the “Agreement”) is dated as of August 31, 2023, between LICT Corporation (“LICT”) and MachTen, Inc.

TAX INDEMNITY AND SHARING AGREEMENT

TAX INDEMNITY AND SHARING AGREEMENT This Tax Indemnity and Sharing Agreement (the “Agreement”) is dated as of August 31, 2023, between LICT Corporation (“LICT”) and MachTen, Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 29, 2023 MachTen, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 000-56553 92-3979418 (State or other Jurisdiction of Incorporation) (Commission File Numb

MachTen, Inc. Reports Results for the Second Quarter 2023

1516 Barlow Street, Suite D Traverse City, MI 49686 www.machteninc.com For Immediate Release: Contact: Dan Miller Chief Executive Officer (914) 921-5193 For further information please visit www.machteninc.com MachTen, Inc. Reports Results for the Second Quarter 2023 Traverse City, Michigan, August 29, 2023 – MachTen, Inc. (“MACT”) (OTC: MACT) today reported its operating results for the quarter en

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-56553 MachTen,

Restricted Stock Agreement by and between MachTen, Inc. and Daniel M. Miller, dated as of August 14, 2023.

THE MACHTEN, INC. 2023 INCENTIVE PLAN NOTICE OF RESTRICTED STOCK AWARD Grantee’s Name: Daniel Miller You (the “Grantee”) have been granted restricted shares of Common Stock, subject to the terms and conditions of this Notice of Restricted Stock Award (the “Notice”), The MachTen, Inc. 2023 Incentive Plan, as amended from time to time (the “Plan”), and the Restricted Stock Award Agreement (the “RSA”

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 8, 2023 MachTen, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 000-56553 92-3979418 (State or other Jurisdiction of Incorporation) (Commission File Numbe

Amended and Restated Bylaws of MachTen, Inc.

AMENDED AND RESTATED BYLAWS OF MACHTEN, INC. a Delaware corporation ARTICLE I STOCKHOLDERS SECTION 1.1. Annual Meetings. An annual meeting of stockholders of MACHTEN, INC. (the “Corporation”) to elect directors and transact such other business as may properly be presented to the meeting may be held at such place, within or without the State of Delaware, as may be designated by or in the manner pro

Amended and Restated Certificate of Incorporation of MachTen, Inc.

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MACHTEN, INC. MachTen, Inc., a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: (1) The name of the Corporation is MachTen, Inc. The original Certificate of Incorporation of the Corporation was filed on December 5, 2022. (2) This Amended and Restated Certificate of Incorporation restates an

MachTen, Inc. 2023 Incentive Plan

MachTen, Inc. 2023 Incentive Plan Article 1 Establishment and Purpose 1.1 Establishment of the Plan. The MachTen, Inc., a Delaware corporation (the “Company”), hereby establishes an incentive compensation plan (as amended from time to time, the “Plan”), as set forth in this document. 1.2 Purpose of the Plan. The purposes of the Plan are to (a) enable the Company and any Affiliate to attract and re

Contribution Agreement by and between MachTen, Inc. and LICT Corporation dated as of August 8, 2023

CONTRIBUTION AGREEMENT This Contribution Agreement (the “Agreement”) is dated as of August 8, 2023 (the “Effective Date”), between LICT Corporation (“LICT” or the “Contributor”) and MachTen, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 MachTen, Inc. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 MachTen, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 92-3979418 (I.R.S. Employer I

Information Statement of MachTen, Inc., preliminary and subject to completion, dated August 2, 2023**

LICT CORPORATION 401 Theodore Fremd Avenue Rye, New York 10580 , 2023 Dear LICT Stockholder: We are pleased to report that the previously announced plan to spin-off a majority interest in our Michigan businesses is expected to become effective on August 14, 2023.

Form of Voting Agreement between LICT Corporation and MachTen, Inc.

Exhibit 10.2 VOTING AGREEMENT This VOTING AGREEMENT, dated as of [•], 2023 (this “Agreement”), is by and between LICT Corporation, a Delaware corporation (“LICT”), and MachTen, Inc., a Delaware corporation (“MAC”). WHEREAS, LICT currently owns all of the issued and outstanding shares of common stock, par value $0.001 per share, of MAC (“MAC Common Stock”); WHEREAS, pursuant to the Separation and D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 MachTen, Inc. (Exact name of regist

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 MachTen, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 92-3979418 (I.R.S. Employer Identification N

Subsidiaries of MachTen, Inc.

Exhibit 21.1 SUBSIDIARIES OF MACHTEN, INC. The entities listed below will be the subsidiaries of MachTen, Inc. at the time of the Distribution. 1. LMT Holding, LLC* 2. Lynch Michigan Telephone Holding Corporation* 3. Upper Peninsula Telephone Company 4. Michigan Central Broadband Company, LLC 5. Alpha Communications Limited, Inc. * The Company intends to dissolve LMT Holding, LLC and Lynch Michiga

Form of Tax Indemnity and Sharing Agreement by and between LICT Corporation and MachTen, Inc.

Exhibit 10.3 TAX INDEMNITY AND SHARING AGREEMENT This Tax Indemnity and Sharing Agreement (the “Agreement”) is dated as of , 2023, between LICT Corporation (“LICT”) and MachTen, Inc. (“SPINCO”). As used herein, LICT on the one hand, and SPINCO, on the other hand, are sometimes referred to individually as a “Party”, or together, as “Parties”. WHEREAS, prior to the Distribution, SPINCO is a wholly o

Form of Transitional Services Agreement by and between LICT Corporation and MachTen, Inc.

Exhibit 10.1 TRANSITIONAL SERVICES AGREEMENT This Transitional Services Agreement (the “Agreement”) is dated as of , 2023, between LICT Corporation (“LICT”) and MachTen, Inc. (“SPINCO”). As used herein, LICT on the one hand, and SPINCO, on the other hand, are sometimes referred to individually as a “Party”, or together, as “Parties”. WHEREAS, prior to the Distribution (as defined below), SPINCO is

July 11, 2023

July 11, 2023 VIA EDGAR, AND ELECTRONIC MAIL United States Securities and Exchange Commission Division of Corporation Finance Office of Technology Mail Stop 3628 100 F Street, N.

Information Statement of MachTen, Inc., preliminary and subject to completion, dated July 11, 2023

Exhibit 99.1 LICT CORPORATION 401 Theodore Fremd Avenue Rye, New York 10580 , 2023 Dear LICT Stockholder: We are pleased to report that the previously announced plan to spin-off a majority interest in our Michigan businesses is expected to become effective on []. Prior to the spin-off, LICT Corporation (“LICT”) will transfer its wholly-owned indirect subsidiary, LMT Holding Corporation (“LMT Holdi

Form of Separation and Distribution Agreement by and between LICT Corporation and MachTen, Inc.

Exhibit 2.1 SEPARATION AND DISTRIBUTION AGREEMENT This Separation and Distribution Agreement (the “Agreement”) is dated as of , 2023, between LICT Corporation (“LICT”) and MachTen, Inc. (“SPINCO”). As used herein, LICT on the one hand, and SPINCO, on the other hand, are sometimes referred to individually as a “Party”, or together, as “Parties”. WHEREAS, prior to the Distribution, SPINCO is a wholl

Form of Amended and Restated Certificate of Incorporation of MachTen, Inc.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MACHTEN, INC. MachTen, Inc., a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: (1) The name of the Corporation is MachTen, Inc. The original Certificate of Incorporation of the Corporation was filed on December 5, 2022. (2) This Amended and Restated Certificate of Incorporation

Form of Amended and Restated Bylaws of MachTen, Inc.

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF MACHTEN, INC. a Delaware corporation ARTICLE I STOCKHOLDERS SECTION 1.1. Annual Meetings. An annual meeting of stockholders of MACHTEN, INC. (the “Corporation”) to elect directors and transact such other business as may properly be presented to the meeting may be held at such place, within or without the State of Delaware, as may be designated by or in th

Specimen Common Stock Certificate of MachTen, Inc.

Exhibit 4.1 NUMBER Incorporated under the Laws of the State of Delaware SHARES MachTen, Inc. SHARES OF COMMON STOCK AUTHORIZED CAPITAL, 11,500,000 SHARES, COMMON STOCK, PAR VALUE $0.001 PER SHARE SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP No. XXXXXXXXXX THIS CERTIFIES THAT IS THE OWNER OF of the Capital Stock of MachTen, Inc., designated as Common Stock transferable on the books of the Corporation

July 6, 2023

O L S H A N 1325 AVENUE OF THE AMERICAS ● NEW YORK, NEW YORK 10019 TELEPHONE: 212.

May 16, 2023

O L S H A N 1325 AVENUE OF THE AMERICAS ● NEW YORK, NEW YORK 10019 TELEPHONE: 212.

Information Statement of MachTen, Inc., preliminary and subject to completion, dated May 15, 2023

Exhibit 99.1 LICT CORPORATION 401 Theodore Fremd Avenue Rye, New York 10580 , 2023 Dear LICT Stockholder: We are pleased to report that the previously announced plan to spin-off a majority interest in our Michigan businesses is expected to become effective on []. Prior to the spin-off, LICT Corporation (“LICT”) will transfer its wholly-owned indirect subsidiary, LMT Holding Corporation (“LMT Holdi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 MachTen, Inc. (Exact name of registrant as specified i

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 MachTen, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 92-3979418 (I.R.S. Employer Identification No.) 1516 Barlow Str