DJT 8-K
Trump Media & Technology Group Corp. (DJT)
8-K
2025-06-05
For: 2025-06-05
View Original
Added on
April 07, 2026
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 5, 2025
(Exact name of registrant as specified in its charter)
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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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(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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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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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 5, 2025, Trump Media & Technology Group Corp. (the “Company”) issued a press release, 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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(d)
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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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Press Release, dated June 5, 2025.
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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 5, 2025
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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 and Secretary
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Exhibit 99.1
Trump Media Files S-3 Registration Statement
for Previously Announced Bitcoin Treasury Deal
Company Advances Ambitious Plans with Bitcoin Treasury Strategy, Universal Shelf
SARASOTA, Fla., June 5, 2025 (GLOBE NEWSWIRE) -- Trump Media and Technology Group Corp. (Nasdaq, NYSE Texas: DJT) (“Trump Media” or the “Company”), operator of the social
media platform Truth Social, the streaming platform Truth+, and the FinTech brand Truth.Fi, announced today that it has filed a registration statement on form S-3 (“Registration Statement”) with the U.S. Securities and Exchange Commission (“SEC”)
related to debt and equity subscription agreements recently entered into with approximately fifty investors that yielded approximately $2.3 billion in total proceeds—one of the largest Bitcoin treasury deals for a public company. The proceeds will
be used for the Company’s creation of a Bitcoin treasury and for general corporate purposes.
In accordance with registration obligations in the previously-disclosed agreements, the Registration Statement seeks to register for resale by the investors approximately
56 million shares of equity and 29 million shares underlying convertible notes.
Additionally, having recently become form S-3 eligible, Trump Media is taking the customary step of including within the Registration Statement a universal shelf. By
registering additional securities for future use, the shelf will provide the Company with greater flexibility to pursue a wide variety of initiatives related to its growth strategy, including funding potential mergers and acquisitions, and utilizing
capital raising tools, such as a possible At-The-Market (ATM) offering. The Company has no immediate plans to issue any securities under the shelf registration statement.
Trump Media’s CEO and President Devin Nunes said, “These activities will provide the Company with the capital, assets, independence, flexibility, and security we need to
fulfill our goals of rapid expansion, guaranteeing a wide array of ways to access the capital markets when it’s most advantageous to do so. We’re systematically putting in place all the elements we need to grow the Company according to our plans,
acquire crown jewel assets, and draw more customers and users into the patriot economy.”
This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in the United States or any other state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Cautionary Statement About Forward-Looking Statements
This press release includes forward-looking statements regarding, among other things, the plans, strategies, and prospects, both business and financial, of Trump Media. We
have based these forward-looking statements on our current expectations and projections about future events, including the terms, timing and results of any future offerings under the Registration Statement, potential merger & acquisition
activity, the rollout of products and features, our bitcoin treasury strategy, the future plans, timing and potential success of the streaming services and the launch and success of our financial services and FinTech platform. Although we believe
that our plans, intentions, and expectations reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions, or expectations. Forward-looking statements are
inherently subject to risks, uncertainties, and assumptions. Generally, statements that are not historical facts, including statements concerning possible or assumed future actions, business strategies, events, or results of operations, are
forward-looking statements. These statements may be preceded by, followed by, or include the words “believes,” “estimates,” “expects,” “projects,” “forecasts,” “may,” “will,” “should,” “seeks,” “plans,” “scheduled,” “anticipates,” “soon,” “goal,”
“intends,” or similar expressions. Forward-looking statements are not guarantees of future performance, and involve risks, uncertainties and assumptions that may cause our actual results to differ materially from the expectations that we describe in
our forward-looking statements. There may be events in the future that we are not accurately able to predict, or over which we have no control.
About Trump Media
The mission of Trump Media is to end Big Tech’s assault on free speech by opening up the Internet and giving people their voices back. Trump Media operates Truth Social, a
social media platform established as a safe harbor for free expression amid increasingly harsh censorship by Big Tech corporations, as well as Truth+, a TV streaming platform focusing on family-friendly live TV channels and on-demand content. Trump
Media is also launching Truth.Fi, a financial services and FinTech brand incorporating America First investment vehicles.
Investor Relations Contact
Shannon Devine (MZ Group | Managing Director - MZ North America)
Email: [email protected]
Email: [email protected]
Media Contact