secwatch / observer
8-K filed March 26, 2024, 7:59 PM ET ticker DJT CIK 0001849635
litigation confidence high sentiment neutral materiality 0.60

Digital World deposits 4.67M TMTG shares into escrow to resolve conversion ratio dispute

Trump Media & Technology Group Corp.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Trump Media & Technology Group Corp. entered into Disputed Shares Escrow Agreements with Odyssey Transfer and Trust Company valued at 3,579,480 shares of TMTG Common Stock (ARC); 1,087,552 shares of TMTG Common Stock (Non-ARC Class B) (effective 2024-03-21).

Action
entry
Counterparty
Odyssey Transfer and Trust Company
Value
3,579,480 shares of TMTG Common Stock (ARC); 1,087,552 shares of TMTG Common Stock (Non-ARC Class B)
Effective
2024-03-21
Exact text from the filing
on March 21, 2024, Digital World entered into two escrow agreements with Odyssey Transfer and Trust Company, a Minnesota corporation, as escrow agent (the “ Escrow Agent ”), as follows: (i) an escrow agreement for the benefit of ARC (the “ ARC Escrow Agreement ”), pursuant to which TMTG deposited into escrow 3,579,480 shares of TMTG Common Stock, and (ii) an escrow agreement for the benefit of the holders of Digital World Class B Common Stock other than the Sponsor (the “ Non-ARC Class B Shareholders Escrow Agreement, ” and together with the ARC Escrow Agreement, the “ Disputed Shares Escrow Agreements ”), pursuant to which TMTG deposited into escrow 1,087,552 shares of TMTG Common Stock, which amounts represent the difference between the actual conversion ratio, determined by Digital World’s board of directors upon closing of the Business Combination (which was determined to be 1.348:1), and a conversion ratio of 2.00.
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Source: SEC EDGAR
accession 0001193125-24-077711
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