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): June 16, 2024
Trump Media & Technology Group Corp.
(Exact name of registrant as specified in its charter)
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Delaware
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001-40779
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85-4293042
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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401 N. Cattlemen Rd., Ste. 200
Sarasota, Florida 34232
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (941) 735-7346
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class
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Trading
Symbol(s)
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Name of Each Exchange
on Which Registered
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Common stock, par value $0.0001 per share
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DJT
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The Nasdaq Stock Market LLC
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Warrants, each whole warrant exercisable for one share common stock at an exercise price of $11.50
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The Nasdaq Stock Market LLC
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 13(a) of the Exchange Act. ☐
| Item 7.01 |
Regulation FD Disclosure.
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On June 16, 2024, an article (the “Article”) about Trump Media & Technology Group Corp. (the “Company”) was published online, along with a Q&A
with the Company. The foregoing description is subject to and qualified in its entirety by reference to the full text of the Article, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or
the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 |
Financial Statements and Exhibits.
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Exhibits. The following exhibits are filed with this Form 8-K:
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Exhibit
No.
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Description of Exhibits
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Article, dated June 16, 2024.
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document).
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
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Trump Media & Technology Group Corp.
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Dated: June 17, 2024
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By:
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/s/ Scott Glabe
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Name:
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Scott Glabe
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Title:
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General Counsel
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Exclusive: Truth Social vows to punish short sellers, says streaming service 'moving forward'
The company said it feels "well positioned" at its current stage.
By Madeleine Hubbard and John Solomon
Published: June 16, 2024 10:50pm
Truth Social is confident about its future after going public earlier this year, telling Just the News that its streaming service is moving forward, and that it is
actively working to stop people from illegally short selling its stock.
Truth Social, owned by Trump Media & Technology Group, told Just the News in a written question-and-answer statement that its social media platform is a "beachhead
that will be supported by streaming."
The company, which is majority-owned by former President Donald Trump, is planning on hosting documentaries, shows and television networks that are at risk of being
canceled due to biases within the entertainment industry, the company said.
In addition to the streaming developments, which Truth Social calls a "front-burner issue," the platform says it is "actively exploring" potential mergers and
acquisitions to grow its brand.
The platform also said it is "looking both to improve the user experience and to strengthen our position so the platform can't be cancelled."
You can read the full document here:
truth Q&a.pdf
The company said it feels "well positioned" at its current stage, as it has more than $200 million in the bank and more than 600,000 shareholders.
In order to maintain the momentum and prevent illegal short selling of its stocks, Truth Social said it contacted various authorities. If it turns out that people are
illegally short selling the stocks, the "perpetrators need to be criminally prosecuted," a spokesperson said.
Ultimately, the company's goal ahead of the 2024 presidential election is to "serve as a one-stop shop" for the public to read the latest news and opinions, the
spokesperson also said.
[Note from TMTG: Q&A on following page]
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What effect are you seeing from your efforts to stop naked short selling of your stock?
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We’ve contacted various authorities, and they’re taking a closer look at the issue. We were on the Nasdaq Reg SHO threshold list for months, which indicates unusual
trading activity, and the rate of failures to deliver on our stock has been abnormal. If this is what it appears to be—illegal naked short selling—then the perpetrators need to be criminally prosecuted, possibly using federal and state RICO
statutes. If there’s illegal trading, then the problem will continue until those responsible are held to account.
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How are your streaming plans progressing?
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o |
Streaming is moving forward and we’re excited to make this a part of our ecosystem. The way we see it, Truth Social is a social media beachhead that will be
supported by streaming. We’re building out our own content delivery network to host documentaries, shows, and even entire networks that are at risk of cancellation or are having problems finding a home due to the biases of the entertainment
industry.
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Now that TMTG is capitalized, are you looking at any potential mergers and acquisitions?
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o |
Yes, that’s an area we’re actively exploring. Since our merger, we have more than $200 million in the bank, so it’s a logical move at this point. We’re looking for
firms with growth potential that mesh with our type of business and our brand. There are a surprising number of firms out there that meet these criteria and that would add value to TMTG. We’re looking in the general communications field, at
all the ways people communicate and how information transits from one person to another. We’d like to find partnerships to build new brands with a wide range of delivery mechanisms. We also want to ensure we can reach the full patriot
economy with the Trump brand— which is one of the all-time iconic American brands—without being held captive by woke corporations.
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What role do you see Truth Social playing during this year’s presidential election campaign?
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The same role we always play – to serve as a one-stop shop where people can get uncensored news and opinion, and to make their own voices heard, about all the
issues of the day. We’re the only platform that has both Donald Trump’s personal account and the Biden Campaign account, so users can get a wide array of views on Truth.
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What’s next for Truth Social?
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o |
Launching streaming is our front-burner issue. After that, and in fact alongside that, we’re making a range of enhancements to the group’s functions. We’re looking
both to improve the user experience and to strengthen our position so the platform can’t be cancelled. We have more than $200 million in the bank and more than 600,000 retail shareholders who believe in our vision, so we feel we’re well
positioned at this early stage of our growth.
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