UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K/A
(Amendment No. 2)


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 10, 2024


Trump Media & Technology Group Corp.
(Exact name of registrant as specified in its charter)


Delaware
001-40779
85-4293042
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

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:

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class
 
Trading
Symbol(s)
 
Name of Each Exchange
on Which Registered
Common stock, par value $0.0001 per share
 
DJT
 
The Nasdaq Stock Market LLC
Redeemable Warrants, each whole warrant exercisable for one share common stock at an exercise price of $11.50
 
DJTWW
 
The Nasdaq Stock Market LLC
 
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. ☐
EXPLANATORY NOTE

We are filing this Amendment No. 2 to our Current Report on Form 8-K (the “Amendment”) as originally filed with the Securities and Exchange Commission (the “SEC”) on April 1, 2024 (the “Original 8-K”) to include audited financial statements as of and for the years ended December 31, 2023 and 2022 of Trump Media & Technology Group Corp. audited by Semple, Marchal & Cooper, LLP in Exhibit 99.2. Except as described above, no other information in the Original 8-K has been updated and this Amendment continues to speak as of the date of the Original 8-K. Other events occurring after the filing of the Original 8-K or other disclosure necessary to reflect subsequent events will be addressed in other reports filed with or furnished to the SEC subsequent to the date of the filing of the Original 8-K. 

Item 9.01
Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed with this Form 8-K:

Exhibit
No.
 
Description of Exhibits
2.1†
3.1
3.2
3.3
3.4
3.5
4.1
4.2
4.3
10.1
10.2
10.3
10.4
10.5
10.6
10.7+
10.8
10.9
10.10
10.11
10.12
10.13
10.14
10.15
10.16
10.17
10.18
10.19
10.20
10.21
10.22
10.23
10.24
10.25
10.26
10.27
10.28
10.29
10.30
10.31
10.32
10.33
10.34
10.35
10.36
 
10.37
 
10.38
 
14.1
 
16.1
 
16.2
 
21.1
 
23.1
 
99.1
  
99.2*
 
Audited financial statements of Trump Media & Technology Group Corp. as of and for the years ended December 31, 2023 and 2022.
99.3
 
99.4
 
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document).

* Filed herewith
† Certain of the exhibits and schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Registrant agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request.
+Indicates a management or compensatory plan.
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.

 
Trump Media & Technology Group Corp.
 
 
Dated: June 10, 2024
By:
/s/ Scott Glabe
 
Name:
Scott Glabe
 
Title:
General Counsel and Secretary



v3.24.1.1.u2
Document and Entity Information
Jun. 10, 2024
Entity Listings [Line Items]  
Document Type 8-K/A
Amendment Flag false
Document Period End Date Jun. 10, 2024
Entity File Number 001-40779
Entity Registrant Name Trump Media & Technology Group Corp.
Entity Central Index Key 0001849635
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 85-4293042
Entity Address, Address Line One 401 N. Cattlemen Rd.
Entity Address, Address Line Two Ste. 200
Entity Address, City or Town Sarasota
Entity Address, State or Province FL
Entity Address, Postal Zip Code 34232
City Area Code 941
Local Phone Number 735-7346
Entity Emerging Growth Company true
Entity Ex Transition Period false
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Common Stock [Member]  
Entity Listings [Line Items]  
Title of 12(b) Security Common stock, par value $0.0001 per share
Trading Symbol DJT
Security Exchange Name NASDAQ
Redeemable Warrants, each whole warrant exercisable for one share common stock at an exercise price of $11.50 [Member]  
Entity Listings [Line Items]  
Title of 12(b) Security Redeemable Warrants, each whole warrant exercisable for one share common stock at an exercise price of $11.50
Trading Symbol DJTWW
Security Exchange Name NASDAQ
Trump Media and Technology (NASDAQ:DJTWW)
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