8-K - DJT - Equibles

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): April 17, 2025

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)
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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:

Title of Each Class	Trading<br><br> <br>Symbol(s)	Name of Each<br><br> <br>Exchange<br><br> <br>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. ☐

Item 7.01	Regulation FD Disclosure.

On April 17, 2025, Trump Media & Technology Group Corp. (the “Company”) sent a memo (the “Memo”) to the U.S. Securities and Exchange Commission (the “SEC”) regarding potential illegal naked short selling and market manipulation of the Company’s common stock. The Company also issued a press release announcing it sent the Memo to the SEC (the “Press Release”). A copy of the Memo and the Press Release are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K.

The information furnished pursuant to this Item 7.01, including Exhibit 99.1 and Exhibit 99.2, 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.
(d)	Exhibits. The following exhibits are filed with this Form 8-K:
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Exhibit<br><br> <br>No.	Description of Exhibits
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99.1	Memo, dated April 17, 2025.
99.2	Press Release, dated April 17, 2025.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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: April 17, 2025	By:	/s/ Scott Glabe
	Name:	Scott Glabe
	Title:	General Counsel and Secretary

Exhibit 99.1

TMTG

TRUMP MEDIA AND TECHNOLOGY GROUP

401 N Cattlemen Rd., Suite 200, Sarasota, FL

MEMO: Suspicious Trading Activity of DJT Stock

To: Mark Uyeda, Acting Chairman, U.S. Securities and Exchange Commission

From: Trump Media & Technology Group

Date: April 17, 2025

Subject: Potential Illegal Naked Short Selling and Market Manipulation of DJT Stock

CC: Financial Industry Regulatory Authority (FINRA); Nasdaq; New York Stock Exchange

This letter serves to inform you of suspicious activity related to a disclosure filed in Germany by the U.K.-based hedge fund Qube Research & Technologies (“Qube”). The following data points raise critical questions about the timing and methods used in Qube’s trading activities:

•	On April 10, 2025, Qube disclosed a nearly six-million share short position in Trump Media & Technology Group Corp (“TMTG”) (NASDAQ, NYSE Texas: DJT). Thus, a U.K.-based<br> entity, with a data center in Iceland, only disclosed these short sales in Germany.
•	According to Nasdaq, the total short interest in DJT as of March 31, 2025, was 10.7 million shares (see attached chart). Third party sources inform TMTG that the total short<br> interest as of April 16, 2025, is virtually unchanged—approximately 11 million shares.
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•	Neither Nasdaq, NYSE Texas, nor any other source has been able to confirm when the trades disclosed by Qube were conducted or if they were conducted at all.
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The above factors, especially when combined with the history of suspicious trading surrounding DJT stock—including DJT appearing on Nasdaq’s Regulation SHO Threshold Security List continuously for more than two months in 2024—could be indications of the illegal naked short selling of DJT shares.

We urge you to immediately investigate this suspicious trading and report your findings back to TMTG and any relevant civil and criminal authorities. American equities exchanges should be operated with full transparency and maximum efficiency, not as an opaque free-for-all reminiscent of a third-world casino.

Source: https://www.nasdaq.com/market-activity/stocks/djt/short-interest

Exhibit 99.2

Trump Media Alerts SEC to Potential Manipulation of DJT stock

SARASOTA, Fla., April 17, 2025 (GLOBE NEWSWIRE) -- Trump Media and Technology Group Corp. (Nasdaq, NYSE Texas: DJT) ("TMTG" or "the Company"), operator of the social media platform Truth Social, the streaming platform Truth+, and the FinTech brand Truth.Fi, sent the following memo to the U.S. Securities and Exchange Commission: