Gabelli Multimedia Trust (GGT) updates ATM deal for up to 17M common shares

Rhea-AI Filing Summary

The Gabelli Multimedia Trust Inc. entered into Amendment No. 2 to its sales agreement, allowing it to offer and sell up to 17,000,000 shares of common stock through G.research, LLC in an at-the-market program. Shares will be sold at prices at least equal to net asset value per share plus the sales commission. The offering is made under an effective Form N-2 shelf registration statement, using a prospectus supplement dated February 20, 2026, and commenced on that date.

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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) February 20, 2026

Gabelli Multimedia Trust Inc.

(Exact name of registrant as specified in its charter)

Maryland		811-08476		13-3767317
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

One Corporate Center, Rye, New York		10580
(Address of principal executive offices)		(Zip Code)

Registrants telephone number, including area code (800) 422-3554

(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
Common Stock		GGT		New York Stock Exchange
5.125% Series G Cumulative Preferred Stock		GGTPrG		New York Stock Exchange
5.125% Series E Cumulative Preferred Stock		GGTPrE		New York Stock Exchange

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 new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01. Entry into a Material Definitive Agreement.

On February 20, 2026, The Gabelli Multimedia Trust Inc. (NYSE: GGT) (the “Fund”) entered into amendment no. 2 to the sales agreement dated April 16, 2025 (the “Amendment” and the agreement, as so amended, the “Sales Agreement”), between the Fund and G.research, LLC (the “Sales Manager”), pursuant to which the Fund may offer and sell up to 17,000,000 share of common stock of the Fund, par value $0.001 per share (the “Common Stock”), from time to time, through the Sales Manager, in transactions deemed to be “at the market” as defined in Rule 415 under the Securities Act of 1933, as amended (the “Offering”). The minimum price on any day at which Common Stock may be sold will not be less than the then current net asset value per share plus the per share amount of the commission to be paid to the Sales Manager.

The Offering is being made pursuant a prospectus supplement, dated February 20, 2026, and the accompanying prospectus, dated April 19, 2024, each of which constitute part of the Fund’s effective shelf registration statement on Form N-2 (File No. 333-277213) previously filed with the Securities and Exchange Commission (the “Registration Statement”).

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment filed with this report as Exhibit 1.1 and incorporated herein by reference.

Item 8.01. Other Events.

On February 20, 2026, the Fund commenced the Offering pursuant to the Fund’s Registration Statement. A copy of the opinion of Venable LLP relating to the legality of the Common Stock is filed as Exhibit 5.1 to this report.

The Fund incorporates by reference the exhibits filed herewith into the Registration Statement.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

1.1		Amendment No. 2 to Sales Agreement between the Registrant and G.research, LLC
5.1		Opinion of Venable LLP
23.1		Consent of Venable LLP (included in Exhibit 5.1)
104		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.

	THE GABELLI MULTIMEDIA TRUST INC.
Date: February 20, 2026	By:	/s/ John C. Ball
	Name:	John C. Ball
	Title:	President and Treasurer

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FAQ

What did Gabelli Multimedia Trust Inc. (GGT) announce in this 8-K?

Gabelli Multimedia Trust Inc. entered into Amendment No. 2 to its sales agreement with G.research, LLC, enabling an at-the-market offering of common shares under its existing Form N-2 shelf registration statement using a new prospectus supplement dated February 20, 2026.

How many GGT common shares can be sold under the amended at-the-market offering?

The amended sales agreement permits Gabelli Multimedia Trust Inc. to offer and sell up to 17,000,000 shares of its common stock. These shares may be issued from time to time through G.research, LLC as sales manager in at-the-market transactions defined under Rule 415.

At what price can GGT shares be sold in this at-the-market program?

Common shares sold under the at-the-market program must be priced at no less than the then current net asset value per share plus the per-share commission payable to G.research, LLC. This condition seeks to ensure sales occur at or above the fund’s underlying asset value.

Which registration statement and prospectus documents support GGT’s offering?

The offering is made under Gabelli Multimedia Trust Inc.’s effective Form N-2 shelf registration statement, File No. 333-277213. It uses a prospectus supplement dated February 20, 2026, together with a base prospectus dated April 19, 2024, which together govern the share sales.

When did Gabelli Multimedia Trust Inc. commence this at-the-market offering?

Gabelli Multimedia Trust Inc. commenced the at-the-market offering of its common stock on February 20, 2026. On the same date, it executed Amendment No. 2 to the sales agreement and filed related legal opinions and consents as exhibits to support the share issuance.

Who is the sales manager for GGT’s at-the-market common stock offering?

G.research, LLC serves as the sales manager for Gabelli Multimedia Trust Inc.’s at-the-market offering. Under the amended sales agreement, G.research, LLC conducts sales of up to 17,000,000 common shares in transactions deemed to be at the market under Rule 415.

Filing Exhibits & Attachments

7 documents

Other Documents

• EX-1.1 EXHIBIT 1.1 16.0 KB
• EX-5.1 EXHIBIT 5.1 18.9 KB
• EX-5 GRAPHIC 15.4 KB
• EX-101 XBRL SCHEMA FILE 3.7 KB
• EX-101 XBRL DEFINITION FILE 26.4 KB
• EX-101 XBRL LABEL FILE 36.4 KB
• EX-101 XBRL PRESENTATION FILE 25.0 KB