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DJT · Trump Media & Technology Group Corp

Trump Media & Technology Group Corp. · S-4/A filed Nov 2, 2026 at 16:06 ET

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NEUTRALIMPACT 5/10

S-4/A filed Nov 2, 2026 at 16:06 ET

Trump Media & Technology Group Corp. (DJT) filed Amendment No. 2 to its S-4 registration statement for the proposed all-stock merger with TAE Technologies, Inc. TMTG shareholders will vote on December 14, 2026 to approve an increase in authorized shares from 999M to 1.998B and the issuance of ~293M new shares to TAE stockholders. Post-merger, TMTG shareholders would own ~52.5% and TAE stockholders ~46.3% of the combined company on an issued-and-outstanding basis. The merger is expected to close in late 2026, subject to shareholder and regulatory approvals.

  • TMTG and TAE entered into an all-stock merger agreement on December 18, 2025; Merger Sub will merge into TAE, with TAE surviving as a wholly owned subsidiary of TMTG.
  • TMTG shareholders will vote on December 14, 2026 on proposals to amend the articles of incorporation (increase authorized common shares from 999M to 1.998B and preferred from 1M to 2M) and to approve the issuance of ~293M new TMTG shares to TAE stockholders.
  • Post-merger, TMTG pre-merger shareholders are expected to own ~52.5% of issued and outstanding shares and 49.5% on a fully diluted basis; TAE pre-merger shareholders ~46.3% issued and outstanding and 49.5% fully diluted.
  • The exchange ratio is fixed at approximately 4.8327 TMTG shares per TAE share based on October 30, 2026 share counts.

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