Trump Media & Technology Group Corp 8-K, filed Jun 4, 2024
Trump Media & Technology Group Corp. (DJT)
8-K
2024-06-04
For: 2024-06-04
View Original
Added on
April 07, 2026
About this 8-K
Trump Media & Technology Group Corp filed this 8-K on June 4, 2024.
Items reported
- Item 7.01: Regulation FD disclosure
- Item 9.01: 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): June 4, 2024
(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. ☐
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Item 7.01
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Other Events.
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On June 4, 2024, Trump Media & Technology Group Corp. (the “Company”) sent a letter addressed to Adena T. Friedman, Chair and Chief Executive Officer
of Nasdaq, Inc. (the “Second Nasdaq Letter”). The foregoing description is subject to and qualified in its entirety by reference to the full text of the Second Nasdaq Letter, 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.
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Item 9.01
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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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Second Nasdaq Letter, dated June 4, 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 4, 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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Exhibit 99.1
401 N Cattlemen Rd., Suite 200, Sarasota, FL
June 4, 2024
Adena T. Friedman
Chair and Chief Executive Officer
Nasdaq, Inc.
Via Electronic Mail
Dear Ms. Friedman,
I write to follow up my letter of April 18, 2024, concerning the potential manipulation of the stock of Trump Media & Technology Group Corp. (“TMTG”),
which trades on the Nasdaq Stock Exchange under the ticker “DJT.”
In my previous letter, I explained the serious anomalies surrounding the trading of DJT stock. I also described DJT’s constant appearance on the Nasdaq Reg
SHO Threshold List since April 2, 2024, which results from persistent failures to deliver (FTDs) of DJT. These are all strong indicators that DJT may be subject to illegal “naked” short selling.
I write today to inform you that these acute anomalies appear to be growing even more severe. New data from the Securities and Exchange Commission for May
1-15 reveal that FTDs for DJT remain shockingly high. FTDs exceeded one million shares on seven of the ten trading days covered by the data, and on three of those days—May 2, May 3, and May 6—they exceeded two million shares.
In light of this information, it’s unsurprising that as of today, DJT still appears on the Nasdaq Reg SHO Threshold List.
In order to determine if sophisticated investors—either individuals or financial institutions—are engaging in illegal naked short selling of DJT stock, I have
requested that Congress encourage the Financial Industry Regulatory Authority (“FINRA”) to issue Electronic Blue Sheet (“EBS”) requests pertaining to April 29, April 30, May 1, May 2, May 3, May 6, May 30, May 31, and June 3, 2024. Recipients of
these requests should include the following financial firms:
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Citadel Securities
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VIRTU Americas
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G1 Execution Services,
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Jane Street Capital
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Apex Clearing
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Clear Street
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Cobra Trading
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Cowen and Company
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Curvature Securities
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StoneX Securities
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TradePro
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UBS
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Velocity Clearing
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In furtherance of these requests, I ask Nasdaq to fulsomely cooperate with any and all congressional or other investigations into these firms—including by
promptly providing responsive data within Nasdaq’s possession.
DJT stock is held by more than 620,000 shareholders, the vast majority of whom are everyday retail investors. A thorough inquiry into the anomalies of DJT
stock trading would help protect these shareholders from any market manipulations and defend them against possible illegal practices by Wall Street insiders. As always, I am ready and willing to assist your efforts in any way possible.
Sincerely,
Devin Nunes
CEO, Trump Media & Technology Group Corp.