Trump Media & Technology Group Corp.

false 0001849635 NYSE NYSE 0001849635 2026-04-21 2026-04-21 0001849635 djt:RedeemableWarrantsEachWholeWarrantExercisableForOneShareCommonStockAtAnExercisePriceOf1150Member djt:NYSEMember 2026-04-21 2026-04-21 0001849635 djt:RedeemableWarrantsEachWholeWarrantExercisableForOneShareCommonStockAtAnExercisePriceOf1150Member djt:NASDAQMember 2026-04-21 2026-04-21 0001849635 us-gaap:CommonStockMember djt:NYSEMember 2026-04-21 2026-04-21 0001849635 djt:NASDAQMember us-gaap:CommonStockMember 2026-04-21 2026-04-21 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): April 21, 2026 Trump Media & Technology Group Corp. (Exact name of registrant as specified in its charter) Florida 001-40779 85-4293042 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 401 N. Cattlemen Rd. , Ste. 200 Sarasota , Florida 34232 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: ( 941 ) 735-7346 (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, par value $0.0001 per share DJT The Nasdaq Stock Market LLC Common stock, par value $0.0001 per share DJT New York Stock Exchange Texas Redeemable Warrants, each whole warrant exercisable for one share common stock at an exercise price of $11.50 DJTWW The Nasdaq Stock Market LLC Redeemable Warrants, each whole warrant exercisable for one share common stock at an exercise price of $11.50 DJTWW New York Stock Exchange Texas 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. Departure of Chief Executive Officer On April 21, 2026, Trump Media & Technology Group Corp., a Florida corporation (the “Company”), announced that, as of such date (the “Transition Date”), Kevin J. McGurn will serve as Interim Chief Executive Officer and succeed Devin Nunes as the Company’s principal executive officer. The Company and Mr. Nunes entered into a Separation and Release Agreement, dated as of April 21, 2026 (the “Separation Agreement”), pursuant to which Mr. Nunes ceased to be an employee, officer or director of the Company or any subsidiary or affiliate of the Company—including Chairman of the board of directors of the Company (the “Board”). The Separation Agreement also contains certain provisions which supersede the severance provisions of Mr. Nunes’s Executive Employment Agreement, effective as of January 2, 2022, as amended on March 7, 2024 (as amended, the “Employment Agreement”). Pursuant to such terms, the Company will provide Mr. Nunes with continuation of his base salary in effect on the Transition Date for the period beginning on the Transition Date through September 30, 2026. Additionally, the Separation Agreement provides for accelerated vesting of 96,721 time-based restricted stock units (“RSUs”) granted to Mr. Nunes on August 6, 2025 under the Company’s 2024 Amended & Restated Equity Incentive Plan, and the forfeiture of all other unvested equity. In addition, to the extent not already paid, Mr. Nunes is entitled to receive the accrued benefits provided under the Employment Agreement, which include any unpaid base salary through the Separation Date, reimbursement for unreimbursed business expenses, and all other accrued and vested payments, benefits, or fringe benefits required to be paid under applicable plans or by law. As part of the Separation Agreement, and in consideration for receiving the separation benefits described above, Mr. Nunes agreed to execute a general release and waiver of claims in favor of the Company and its affiliates, officers, directors, employees, agents, and other related parties. The Separation Agreement also includes confidentiality, trade secret, nondisparagement and other restrictive covenants. The foregoing description of the Separation Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Separation Agreement, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference. Appointment of Principal Executive Officer Also on April 21, 2026, the Board appointed Kevin J. McGurn, age 53, to serve as Interim Chief Executive Officer of the Company, effective immediately. Mr. McGurn has served as an advisor to the Company since December 2024, supporting the Company’s strategic initiatives across social media, streaming, and mergers and acquisitions. Mr. McGurn has also served as Chief Executive Officer and a director of Blue Water Acquisition Corp. III (NASDAQ: BLUW) since November 2025. Mr. McGurn has served as the Chief Executive Officer and as a member of SONO Group N.V. (NASDAQ: SSM) since September 2025. Mr. McGurn has also served as the Chief Executive Officer and as a member of the board of directors of New America Acquisition I Corp. (NYSE: NWAX) since February 2026. Mr. McGurn has also served as a member of the board of directors of D. Boral Acquisition I Corp. (NASDAQ: DBCA) since February 2026. Mr. McGurn served as the Chief Executive Officer and as a member of the board of directors of Yorkville Acquisition Corp. (NASDAQ: MCGA) from March 2025 to April 2026. He also served as Chief Executive Officer of Texas Ventures Acquisition III Corp (NASDAQ: TVA) from September 2025 to April 2026. Previously, Mr. McGurn also served as Vice President of Advertising Solutions at T-Mobile, where he led initiatives across digital and programmatic advertising platforms from 2023 to 2024. Prior to that, he was President at Vevo LLC, a global music video platform jointly owned by Universal Music Group and Sony Music Entertainment, where he was responsible for monetization, sales strategy, and global partnerships from 2017 to 2023. Earlier in his career, from 2007 to 2013, Mr. McGurn served as Senior Vice President of Advertising Sales at Hulu, where he helped to launch and scale the company’s ad-supported streaming business. He has also held an independent board role at Zype, Inc., a video infrastructure platform that was acquired by Backlight, a portfolio company of PSG. He is also a limited partner and strategic entrepreneurial advisor to Revel Partners, a venture capital firm focused on B2B SaaS and media innovation, and Alpine Meridian, a venture capital fund with investments across digital media and consumer technology. Mr. McGurn has cultivated extensive relationships across media, entertainment, technology, telecommunications, and music industries. Mr. McGurn graduated from Ohio Wesleyan University in 1998 with a BA in History and was a two-time NCA