UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code:
Not Applicable
(Former name or former address, if changed since last report)
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 | ||
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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On July 6, 2023, the board of directors (the “Board”) of Digital World Acquisition Corp., a Delaware corporation (the “Company”), appointed Eric Swider, the Interim Chief Executive Officer and director of the Company, as the Chief Executive Officer of the Company, effective immediately. Mr. Swider’s biography was included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 and filed with the Securities and Exchange Commission (the “SEC”) on April 26, 2023 and is incorporated herein by reference.
There are no family relationships between Mr. Swider and any director or executive officer of the Company. There are no arrangements between Mr. Swider and any other person pursuant to which Mr. Swider was appointed or approved as a director or officer. Other than previously disclosed in the Company’s filings with the SEC, including the Current Report on Form 8-K filed with the SEC on April 13, 2023, the Annual Report on Form 10-K filed with the SEC on April 26, 2023 and the Current Report on Form 8-K filed with the SEC on June 7, 2023, there are no transactions between the Company and Mr. Swider that are subject to disclosure under Item 404(a) of Regulation S-K.
On July 10, 2023, the Company issued a press release announcing the appointment of Mr. Swider as the Chief Executive Officer of the Company. The press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit No. | Description of Exhibits | |
| 99.1 | Press release, dated July 10, 2023. | |
| 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.
| Digital World Acquisition Corp. | ||||||
| Dated: July 10, 2023 | By: | /s/ Eric Swider | ||||
| Name: | Eric Swider | |||||
| Title: | Chief Executive Officer | |||||
Exhibit 99.1
Digital World Appoints Eric Swider as Permanent CEO
Miami, Florida – July 10, 2023 – Digital World Acquisition Corp. (Nasdaq: DWAC) (“DWAC” or the “Company”) today announced that Eric Swider, the Interim Chief Executive Officer and a member of DWAC’s Board of Directors (the “Board”), has been appointed as Chief Executive Officer, effective July 6, 2023. Mr. Swider has been serving as the Interim Chief Executive Officer since March 19, 2023.
Mr. Frank Andrews, the Chairman of the Board stated, “Through hard work and dedication to our shareholders, Mr. Swider has proven his ability to guide the Company to our ultimate goal, a successful business combination. Together, with the help of a stellar management team, Mr. Swider will continue to judiciously serve the Company and its shareholders as the CEO of DWAC. We congratulate Mr. Swider on the appointment.”
Mr. Swider shared the following statement with the Board. “I thank you for your continued confidence and trust you place in management. We will continue to serve the best interest of the shareholders at the pleasure and direction of the Board. DWAC has a stated objective of completing a strategic merger and that will continue to be the focus of management. Today, we believe that TMTG remains the best option for the shareholders. As we continue to put many of the challenges behind us, we remain ready willing and able to advance this merger.”
About Digital World Acquisition Corp.
Digital World Acquisition Corp. (Nasdaq: DWAC) is a special purpose acquisition company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.
Forward-Looking Statements
This press release may include, and oral statements made from time to time by representatives of the Company may include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements regarding management succession planning, possible business combinations, and related matters, as well as all other statements other than statements of historical fact included in this press release are forward-looking statements. When used in this press release, words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions, as they relate to us or our management team, identify forward-looking statements. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, the Company’s management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in the Company’s filings with the Securities and Exchange Commission (“SEC”). All subsequent written or oral forward-looking statements attributable to us or persons acting on our behalf are qualified in their entirety by this paragraph. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 filed with the SEC on April 26, 2023, its preliminary proxy statement on Schedule 14A filed with the SEC on June 23, 2023, and other documents to be filed by the Company from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements.
Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and while the Company may elect to update these forward-looking statements at some point in the future, it assumes no obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise. The Company gives no assurance that it will achieve its expectations.
Contact Information
Investor Relations:
Name: Alex Cano
Email: [email protected]