Trump Media (DJT) Director Awarded 23,105 RSUs with Multi-Year Vesting

Rhea-AI Filing Summary

Insider grant of restricted stock units to a director. This Form 4 reports that David Longly Bernhardt, a director of Trump Media & Technology Group Corp. (symbol DJT), was awarded 23,105 restricted stock units ("RSUs") on 08/22/2025. Each RSU represents the contingent right to receive one share of the issuer's common stock, subject to the RSU award agreement and the company's 2024 Amended & Restated Equity Incentive Plan.

The award partially vested immediately as consideration for services from March 25, 2025 to June 25, 2025 (one-twelfth, ~8.33% of the total). The remaining eleven-twelfths (~91.67%) vest in eleven substantially equal quarterly installments beginning September 25, 2025 and ending March 25, 2028. Settlement and delivery after vesting are subject to the award agreement and plan terms.

Positive

• 23,105 RSUs awarded to a director, explicitly disclosed in the Form 4
• Initial vesting of one-twelfth (~8.33%) provided as consideration for services from March 25, 2025 to June 25, 2025
• Remaining RSUs vest quarterly in eleven substantially equal installments beginning September 25, 2025

Negative

• Settlement is contingent on the RSU award agreement and the Issuer's 2024 Amended & Restated Equity Incentive Plan (no guaranteed immediate shares)
• Extended vesting period through March 25, 2028, delaying full ownership to a multi-year horizon

Insights

Corporate Governance Expert

TL;DR: Director received a time‑based RSU grant of 23,105 units with a multi-year quarterly vesting schedule.

The filing documents a standard time‑based equity compensation grant to a director, providing initial partial vesting for prior services and scheduled quarterly vesting thereafter through March 25, 2028. The RSUs are subject to the issuer's award agreement and equity incentive plan, which governs settlement. For governance assessment, the award aligns the director's interests with shareholders over a multi-year horizon, and the use of RSUs rather than immediate stock avoids short‑term transferability until settlement. The filing contains no other transactions, cash consideration, or derivative activity.

Securities Analyst

TL;DR: A director-level compensation grant of 23,105 RSUs was recorded; no cash payment and standard vesting schedule disclosed.

The Form 4 discloses an acquisition coded 'A' of 23,105 RSUs at $0 price, indicating compensation rather than a market purchase. One-twelfth vested on grant as retroactive consideration; the balance vests quarterly from September 25, 2025 through March 25, 2028. There is no indication of exercised or outstanding derivatives in this filing. The disclosure is routine for executive/director compensation and provides transparency on potential future share issuance tied to service.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Bernhardt David Longly

(Last) (First) (Middle)

C/O TRUMP MEDIA & TECHNOLOGY GROUP CORP.

401 N. CATTLEMEN RD., SUITE 200

(Street)

SARASOTA FL 34232

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Trump Media & Technology Group Corp. [ DJT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.0001 per share	08/22/2025		A		23,105(1)(2)	A	$0	23,105(3)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The securities reported are restricted stock units ("RSUs"), each of which represents the contingent right to receive one share of Trump Media & Technology Group Corp.'s (the "Issuer") common stock, par value $0.0001 per share (the "common stock").

2. The RSU award will vest as follows: one twelfth (approximately 8.33%) of the total number of shares of common stock underlying the RSUs vested on the date of grant as consideration for services provided by the reporting person to the Issuer from March 25, 2025, to June 25, 2025; subject to the reporting person's continued service to the Issuer, the remaining eleven twelfths (approximately 91.67%) of the total number of shares of common stock underlying the RSUs shall vest in eleven (11) substantially equal quarterly installments beginning September 25, 2025, and ending March 25, 2028. Settlement and delivery of common stock following vesting of each installment is subject to the terms and conditions of the RSU award agreement and the Issuer's 2024 Amended & Restated Equity Incentive Plan.

3. The securities reported in Column 5 of Table I are RSUs. Each RSU represents a contingent right to receive one share of common stock, subject to the applicable vesting schedule and conditions of each RSU award agreement and the Issuer's 2024 Amended & Restated Equity Incentive Plan.

	/s/ Nelson Mullins Riley & Scarborough LLP, Attorney-in-Fact	08/25/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did David Longly Bernhardt disclose on Form 4 for DJT?

He was granted 23,105 restricted stock units (RSUs) on 08/22/2025, each representing the contingent right to one share of common stock.

When do the RSUs granted to the director vest?

One-twelfth (~8.33%) vested on the date of grant for services from March 25, 2025 to June 25, 2025; the remaining ~91.67% vest in eleven substantially equal quarterly installments from September 25, 2025 to March 25, 2028.

Was there any cash paid for the RSUs reported on this Form 4?

No cash consideration was reported; the transaction is coded as an acquisition at $0, indicating compensation via equity awards.

Are the RSUs immediately convertible to shares upon grant?

No. Each RSU is a contingent right and settlement/delivery of common stock after vesting is subject to the RSU award agreement and the company’s 2024 Equity Incentive Plan.

Does the Form 4 show any derivative or option activity for the reporting person?

No derivative securities or option transactions are reported in Table II of this Form 4.