Trump Media & Technology SEC Filings

Trump Media & Technology Group Corp. plans a stock-for-stock merger with TAE Technologies, Inc., creating a combined company owned about 50% by each side on a fully diluted basis. A TMTG subsidiary will merge into TAE, which will become a wholly owned TMTG subsidiary, with all TAE preferred stock converted into TAE common stock before closing. TAE shareholders will receive TMTG common shares based on a formula comparing fully diluted equity of both companies.

TMTG will assume TAE’s equity awards, converting options, restricted stock units, restricted shares and warrants into awards over TMTG stock with adjusted exercise prices but generally the same vesting terms. After closing, a nine‑member board is expected, with two designees from each company, five mutually agreed independent directors, Michael B. Schwab as chairperson, and Devin Nunes and Dr. Michl Binderbauer serving as co‑CEOs.

Closing conditions include shareholder approvals at both companies, TMTG charter and share issuance approvals, antitrust clearance, SEC effectiveness of a Form S‑4 and dual Nasdaq/NYSE Texas listings for the new shares. The parties agreed to customary no‑shop and support agreements, including a commitment by the Donald J. Trump Revocable Trust, which holds about 42% of TMTG shares, to vote in favor of key TMTG proposals, and TAE holders representing about 26% of TAE shares to support the deal. Either side may owe a $90 million termination fee, plus up to $30 million of expense reimbursement in certain cases, and TMTG has agreed to provide TAE with an unsecured convertible note for $200 million within five business days plus up to an additional $100 million tied to the initial S‑4 filing.

Trump Media & Technology Group Corp. plans to merge with TAE Technologies in an all-stock deal valued at more than $6 billion. At closing, shareholders of each company are expected to own approximately 50% of the combined company on a fully diluted basis, creating a holding company for Truth Social, Truth+, Truth.Fi, TAE’s fusion power operations, TAE Power Solutions and TAE Life Sciences.

The boards of both companies have approved the merger, which is expected to close in mid-2026, subject to shareholder and regulatory approvals. TMTG has agreed to provide up to $200 million of cash to TAE, with an additional $100 million available upon initial filing of a Form S-4. TMTG reports total financial assets of $3.1 billion as of the third quarter of 2025, while TAE has raised $1.3 billion in private capital to date.

The combined company intends to site and begin construction of its first utility-scale fusion power plant in 2026, targeting initial facility power operations in 2031 and future commercial plants sized at 350–500 MWe. Leadership will be led by co-CEOs Devin Nunes and Dr. Michl Binderbauer, with a nine-member, majority-independent board chaired by Michael B. Schwab.

Trump Media & Technology Group Corp. reported that it has signed an Agreement and Plan of Merger with TAE Technologies, Inc.. Under the deal, a wholly owned TMTG subsidiary will merge with TAE, and TAE will survive as a wholly owned subsidiary of TMTG if the transaction closes under the agreed terms and conditions.

TMTG plans to file a Form S-4 registration statement with the SEC to register common stock to be issued in the merger, which will include a combined proxy statement, prospectus, and consent solicitation statement for TMTG shareholders and TAE stockholders. The filing emphasizes that the combination and its expected benefits are subject to numerous risks, including shareholder approvals, possible legal proceedings, regulatory and financing uncertainties, and the ability to commercialize TAE’s fusion technology and realize anticipated benefits after completion.

Trump Media & Technology Group Corp. (DJT) reported an insider stock purchase by its General Counsel and Secretary via a Form 4. On 11/18/2025, the officer purchased 1,000 shares of common stock at a price of $10.465 per share. Following this transaction, the reporting person beneficially owned 326,236 shares of DJT common stock, a figure that includes Restricted Stock Units that each may convert into one share under the company’s Amended and Restated 2024 Equity Incentive Plan. The insider has agreed to disgorge to the company any statutory “profits” arising from this transaction as required under Section 16(b) of the Securities Exchange Act of 1934.

Trump Media & Technology Group Corp. director reports stock sale. A board member of DJT sold 5,200 shares of common stock on 11/17/2025 at an average price of $10.5929 per share. After this transaction, the director beneficially owns 18,841 shares of DJT common stock. Some of these holdings are in the form of restricted stock units, each representing a right to receive one share of common stock under the company’s 2024 Amended & Restated Equity Incentive Plan, subject to vesting conditions.

Trump Media & Technology Group Corp. (DJT) reported an insider transaction by its CFO and Treasurer on a Form 4. On 11/13/2025, the officer disposed of 8,334 shares of common stock with a transaction code F, a withholding-related share disposition. The weighted average price was $12.1724, with trades ranging from $11.960 to $12.500.

The filing states this was solely to cover tax withholding obligations; the reporting person received no cash proceeds. Following the transaction, beneficial ownership stood at 301,518 shares, which includes Restricted Stock Units subject to the company’s 2024 Equity Incentive Plan.

Trump Media & Technology Group Corp. (DJT) reported an insider transaction by its General Counsel and Secretary. On 11/13/2025, the officer disposed of 13,496 shares of common stock under transaction code F, which reflects shares withheld to cover applicable taxes. The weighted average sale price was $12.1741, with trades executed between $11.960 and $12.500. The filing states the reporting person received no cash proceeds from this tax-related disposition.

Following the transaction, the reporting person beneficially owns 325,236 shares directly. The filing notes that a portion of these holdings consists of Restricted Stock Units (RSUs), each representing the contingent right to receive one share pursuant to the vesting conditions under the company’s Amended and Restated 2024 Equity Incentive Plan.

Trump Media & Technology Group Corp. (DJT) insider update: The company’s Chief Technology Officer reported a tax-withholding transaction on 11/13/2025. A total of 18,601 shares of common stock were disposed of under code “F” to cover withholding payments to taxing authorities; the insider received no cash proceeds. The weighted average price was $12.1753, with individual trades ranging from $11.960 to $12.500.

Following this withholding event, the reporting person beneficially owns 617,615 shares, held directly. The filing notes that a portion of the reported holdings consists of Restricted Stock Units granted under the Amended and Restated 2024 Equity Incentive Plan.

Trump Media & Technology Group (DJT) reported an insider transaction on a Form 4 by a director and officer (CEO, President, Chairman). On 11/13/2025, the filer disposed of 62,058 shares of common stock under transaction code F, which the filing explains reflects shares withheld to cover tax obligations; the filer received no cash proceeds.

The weighted average price reported was $12.1789, with sales executed between $11.960 and $12.500. Following the transaction, the filer directly beneficially owned 1,374,371 shares. The filing notes that certain shares in this balance are RSUs that each represent the contingent right to receive one common share, subject to award conditions and the company’s Amended and Restated 2024 Equity Incentive Plan.