Trump Media & Technology Group Corp.
For the period ended Sep 30, 2025. Filed Nov 7, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 7, 2025
DJT$3.99-0.7%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-01.
0001140361-25-028418
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-07.
0001140361-25-040977
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 120 previous paragraphs and 136 current paragraphs.
73 unchanged; 44 reworded; 19 added; 1 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 4 previous and 4 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (19)
Current report
In September 2025, TMTG announced a major update to the Truth Social app, introducing premium features for Patriot Package subscribers—including editing, scheduling, and cross-device drafts of truths—as well as a new rewards system using Truth gems and Crypto.com’s wallet infrastructure. The update also enhanced Truth Search AI with conversation history, added group truth titles, and enabled access to version history for all users.
Current report
On August 25, 2025, TMTG entered into a privately negotiated purchase agreement (the “Purchase Agreement”) with Foris Holdings US, Inc. (“Foris”). Pursuant to the Purchase Agreement, TMTG transferred to Foris 2,797,985 shares of our common stock, par value $0.0001 per share, and $50,000.0 of cash, in exchange for 684,427,004 Cronos, which is the native cryptocurrency of the Cronos blockchain.
Current report
Trump Media Group CRO Strategy
Current report
On August 26, 2025, TMTG announced that it entered into a definitive agreement (as amended by Amendment No. 1 to the Business Combination Agreement, dated October 31, 2025, the “Business Combination Agreement”) for a business combination (the “Business Combination”) to establish Trump Media Group CRO Strategy, Inc., a digital asset treasury company focused on acquisition of the native cryptocurrency token of the Cronos ecosystem with Yorkville Acquisition Corp., a special purpose acquisition company (SPAC) sponsored by Yorkville Acquisition Sponsor LLC (“Yorkville”).
Current report
Expected funding for the digital asset treasury will consist of $1 billion in Cronos (6,313,000,212 Cronos, representing approximately 19% of the total Cronos market cap as of announcement) from Crypto.com, $200 million in cash and $220 million cash-in mandatory exercise warrants, with an additional $5 billion equity line of credit from an affiliate of Yorkville, YA II PN, Ltd., which would make it the first and largest publicly traded Cronos treasury company, as well as what we believe to be the largest digital asset treasury company to market cap ratio in history.
Current report
Following the completion of the Business Combination, Trump Media Group CRO Strategy will implement a forward-looking digital asset treasury strategy centered on the accumulation and active management of Cronos. This approach is designed to capture long-term value by allocating substantially all of the Company’s cash reserves to acquiring Cronos. By focusing on yield-generating, ecosystem-aligned assets rather than traditional non-productive holdings, Trump Media Group CRO Strategy aims to enhance capital efficiency, establish itself as a disciplined, long-term participant in the evolving digital asset landscape and benefit from early-stage market positioning in a growing asset. The strategy includes the establishment and operation of a validator node by the Company and the delegation of Cronos under management to the validator. The operation of the validator will enable direct participation in the network’s security and governance, while generating native staking rewards that are reinvested to compound Cronos holdings over time and help offset operational expenses. The validator will be established and maintained by a crypto-native team with a deep understanding of the Cronos ecosystem, aiming to maximize staking rewards and attracting additional delegation of Cronos from third-party Cronos holders.
Current report
Pursuant to and concurrently with the execution and delivery of the Business Combination Agreement, TMTG entered into an asset contribution agreement with Yorkville Acquisition Corp. (the “TMTG Contribution Agreement” and, together with the Crypto.com Contribution Agreements (as defined in the Business Combination Agreement) and the TMTG License Agreement (defined below), the “Contribution Agreements”) pursuant to which, at the closing of the Business Combination (the “Closing” and such date, the “Closing Date”), TMTG will contribute 100% of the issued and outstanding membership interests of Trump Media Group, LLC, a Florida limited liability company, to Yorkville Acquisition Corp. in consideration of 10,000,000 shares of Yorkville Acquisition Corp.’s Class A Common Stock, three tranches of Earnout Warrants exercisable for a total of up to 21% of the SPAC’s outstanding capital stock at the time of the Closing, and a Forced Exercise Warrant, exercisable for 10,000,000 shares of Yorkville Acquisition Corp.’s Class A Common Stock. Pursuant to and concurrently with the execution and delivery of the Business Combination Agreement, TMTG entered into a trademark license agreement (the “TMTG License Agreement”), with Trump Media Group, LLC, a Florida limited liability company, (“Asset Company”) pursuant to which, immediately prior to, but contingent upon, the Closing, TMTG will license the rights to use the “Trump Media Group” brand name and certain other Intellectual Property rights to the Asset Company.
Current report
In connection with the Business Combination Agreement, TMTG will into a lock-up agreement (the “Lock-Up Agreement”) with the other parties. Pursuant to the terms of the Lock-Up Agreement, TMTG will be restricted on their ability to dispose of their ownership in Trump Media Group CRO Strategy, Inc. during the 36-month period beginning on the Closing Date.
Current report
Change in fair value of digital assets
Current report
The expense related to the change in fair value of digital assets increased $16,204.6, or 100%, for the three months ended September 30, 2025 compared to $0.0 for the three months ended September 30, 2024. The increase is due to the difference in our purchase price of bitcoin and Cronos in the third quarter of 2025 and the ending spot price of our bitcoin and Cronos investments on their principal market as of the close of market on September 30, 2025. There were no investments in digital assets during the three months ended September 30, 2024.
Current report
Comparison of the nine months ended September 30, 2025 and 2024
Current report
Revenues increased $59.1, or 2%, to $2,677.4 for the nine months ended September 30, 2025 compared to revenue of $2,618.3 for the nine months ended September 30, 2024. The increase was primarily attributable to revenue generated from paid subscriptions to the Patriot Package on our nascent Truth+ streaming service.
Current report
Change is fair value of digital assets
Current report
The expense related to the change in fair value of digital assets increased $16,204.6, or 100%, to $16,204.6 for the nine months ended September 30, 2025 compared to $0.0 for the nine months ended September 30, 2024. The increase is due to the difference in our purchase price of bitcoin and Cronos in the third quarter of 2025 and the ending spot price of our bitcoin and Cronos investments on their principal market as of the close of market on September 30, 2025. There were no investments in digital assets during the nine months ended September 30, 2024.
Current report
We may, at any time and from time to time, seek to retire or purchase our outstanding Notes through cash purchases and/or exchanges for equity or debt, in open-market purchases, privately-negotiated transactions, or otherwise. Such repurchases or exchanges, if any, will be upon such terms and at such prices as we determine, and will depend on factors including liquidity, price, market conditions, and legal requirements.
Current report
We have not provided any guarantees related to Yorkville America and no creditors of Yorkville America have recourse to the general credit of TMTG.
Current report
Digital Assets
Current report
Our digital assets as of September 30, 2025, consisted of our investments in bitcoin and Cronos. We retain ownership of and control over our digital assets and use third-party custodial services to secure it. The cost basis of our digital assets is calculated using the weighted-average method.
Current report
Digital assets purchased are initially recorded at cost, including capitalizing transaction costs or fees, and subsequently, remeasured at fair value based on the exchange quoted price each reporting period, with changes in fair value recognized on the condensed consolidated statement of operations.
Removed paragraphs (1)
Previous report
Comparison of the six months ended June 30, 2025 and 2024
Reworded paragraphs (44)
Previous wording
References in this report (this “Quarterly Report”) to “TMTG,” “we,” “us” or the “Company” refer to Trump Media & Technology Group Corp. References to our “management” or our “management team” refer to our officers and directors. The following discussion and analysis of the Company’s financial condition and results of operations should be read in conjunction with the unaudited condensed consolidated financial statements and the notes thereto contained elsewhere in this Quarterly Report. All amounts are in thousands, except per share data. Certain information contained in the discussion and analysis set forth below includes forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from such forward-looking statements. Factors that could cause or contribute to those differences include, but are not limited to, those identified below and those discussed in the sections titled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” included elsewhere in this report.
Current wording
References in this report (this “Quarterly Report”) to “TMTG,” “we,” “us” or the “Company” refer to Trump Media & Technology Group Corp. References to our “management” or our “management team” refer to our officers and directors. The following discussion and analysis of the Company’s financial condition and results of operations should be read in conjunction with the unaudited condensed consolidated financial statements and the notes thereto contained elsewhere in this Quarterly Report. All amounts are in thousands, except per share and quantity data. Certain information contained in the discussion and analysis set forth below includes forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from such forward-looking statements. Factors that could cause or contribute to those differences include, but are not limited to, those identified below and those discussed in the sections titled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” included elsewhere in this report.
Previous wording
We ended June 30, 2025 with $3,085,566.5 of cash, cash equivalents, restricted cash, short-term investments, and trading securities, as well as $944,294.7 of debt (excluding lease liabilities). Our $1,000,000.0 of restricted cash serves as collateral to our debt which may be used to purchase bitcoin and bitcoin related securities.
Current wording
We ended September 30, 2025 with $3,106,527.3 of cash, cash equivalents, restricted cash, short-term investments, trading securities, and digital assets, as well as $950,769.1 of debt (excluding lease liabilities). Our $335,838.8 of restricted cash serves as collateral to our debt which may be used to purchase bitcoin and bitcoin related securities, and our unexpired cash-covered put options.
Previous wording
Truth Social was generally made available in the first quarter of 2022. TMTG prides itself on operating its platform, to the best of its ability, without relying on Big Tech companies. Partnering with mission-aligned technology firms, we fully launched Truth Social for iOS in April 2022. We debuted the Truth Social web application in May 2022, and the Truth Social Android App became available in the Samsung Galaxy and Google Play stores in October 2022. In. July 2025, TMTG announced the launch of a Truth Social app for iPads.
Current wording
TMTG thus developed and launched the Truth Social platform, restoring free speech to millions of Americans who had been suffocated by Big Tech. Anchored by Donald Trump’s restored social media account, Truth Social was stood up as we’d envisioned it—a free-speech haven where everyone, regardless of their political viewpoint, could speak their mind without some faceless tech bureaucrat judging the acceptability of their speech.Truth Social was generally made available in the first quarter of 2022. TMTG prides itself on operating its platform, to the best of its ability, without relying on Big Tech companies. Partnering with mission-aligned technology firms, we fully launched Truth Social for iOS in April 2022. We debuted the Truth Social web application in May 2022, and the Truth Social Android App became available in the Samsung Galaxy and Google Play stores in October 2022. In. July 2025, TMTG announced the launch of a Truth Social app for iPads.
Previous wording
We introduced direct messaging to all versions of Truth Social in 2022, released a “Groups” feature for users in May 2023, and announced the general availability of Truth Social internationally in June 2023. In March 2025, TMTG announced updates and enhancements to the “Groups” feature. TMTG has also connected the Truth Social platform to its Truth+ streaming service, and added additional features including “for you” feed, a “discover” tab to find trending content, and a carousel to recommend other accounts.
Current wording
We introduced direct messaging to all versions of Truth Social in 2022, released a “Groups” feature for users in May 2023, and announced the general availability of Truth Social internationally in June 2023. In March 2025, TMTG announced updates and enhancements to the “Groups” feature. TMTG has also connected the Truth Social platform to its Truth+ streaming service, and added additional features including “for you” feed, a “discover” tab to find trending content, and a carousel to recommend other accounts. In August 2025, TMTG announced that it had begun beta testing its new AI search feature, Truth Search AI, on the Truth Social platform.
Previous wording
Since the initial launch of Truth+, TMTG has steadily added both on-demand content and live 24-hour news streams. TMTG is actively developing various means of monetizing the Truth+ platform, including through advertising. On July 9, 2025, TMTG announced the public beta testing of a subscription plan with premium content, the Patriot Package—and that, in the future, Patriot Package subscribers will accumulate gems, which will eventually be tied to a utility token on both Truth Social and Truth+.
Current wording
Since the initial launch of Truth+, TMTG has steadily added both on-demand content and live 24-hour news streams. TMTG is actively developing various means of monetizing the Truth+ platform, including through advertising. On July 9, 2025, TMTG announced the public beta testing of a subscription plan with premium content, the Patriot Package—and that, in the future, Patriot Package subscribers will accumulate gems, which will eventually be tied to a utility token on both Truth Social and Truth+. On August 7, 2025, TMTG announced that Truth+ launched a slate of on-demand content from the Great American Media broadcaster—home to a wide array of programming and brands, spanning faith, comedies, dramas, classic series, lifestyle content, and more, and on August 7, 2025, TMTG announced that Truth+ has added British news broadcaster GB News to the Truth+ platform.
Previous wording
On January 29, 2025, TMTG announced a financial technology strategy. In addition to traditional investment vehicles, these funds may be allocated to customized separately managed accounts (“SMAs”); customized exchange-traded funds and/or exchange-traded products (collectively, “ETFs”); and Bitcoin and similar cryptocurrencies or crypto-related securities. On April 15, 2024, TMTG and its partners announced the launch of SMAs. On April 22, 2025, TMTG and its partners announced an agreement to launch a series of ETFs, which are expected to comprise securities as well as digital assets. Registration statements for three cryptocurrency ETFs—consisting of (1) Bitcoin; (2) Bitcoin and Ethereum; and (3) Bitcoin, Ethereum, Solana, Cronos, and Ripple—were filed on June 5, 2025; June 15, 2025; and July 8, 2025, respectively.
Current wording
On January 29, 2025, TMTG announced a financial technology strategy. In addition to traditional investment vehicles, these funds may be allocated to customized separately managed accounts (“SMAs”); customized exchange-traded funds and/or exchange-traded products (collectively, “ETFs”); and bitcoin and similar cryptocurrencies or crypto-related securities. On April 15, 2025, TMTG and its partners announced the launch of SMAs. On April 22, 2025, TMTG and its partners announced an agreement to launch a series of ETFs, which are expected to comprise securities as well as digital assets. Registration statements for three cryptocurrency ETFs—consisting of (1) bitcoin; (2) bitcoin and Ethereum; and (3) bitcoin, Ethereum, Solana, Cronos, and Ripple—were filed on June 5, 2025; June 15, 2025; and July 8, 2025, respectively. An amended registration statement for the bitcoin ETF was filed on August 11, 2025. A registration statement for five equity ETFs—consisting of (1) American Icons; (2) American Security & Defense; (3) American Next Frontiers; (4) American Energy Security; and (5) American Red State REITs—was filed on September 10, 2025.
Previous wording
TMTG is implementing a bitcoin treasury strategy to help ensure the Company’s financial freedom and protect against discrimination by financial institutions, and may also consider the acquisition of other, similar cryptocurrencies.
Current wording
TMTG implemented a bitcoin and digital asset treasury strategy to help ensure the Company’s financial freedom and protect against discrimination by financial institutions, and may also consider the acquisition of other, similar cryptocurrencies.
Previous wording
TMTG’s bitcoin strategy generally involves, from time to time and subject to market conditions, (i) issuing debt or equity securities or engaging in other capital raising transactions and (ii) using the proceeds of such capital raises to acquire bitcoin. TMTG’s bitcoin strategy may also include purchasing bitcoin-related securities or, given certain market conditions, selling bitcoin and investing such proceeds in assets including cash, cash equivalents, or other interest bearing investments.
Current wording
TMTG’s bitcoin and digital asset strategy generally involves, from time to time and subject to market conditions, (i) issuing debt or equity securities or engaging in other capital raising transactions and (ii) using the proceeds of such capital raises to acquire bitcoin. TMTG’s bitcoin and digital asset strategy may also include purchasing bitcoin-related securities or, given certain market conditions, selling bitcoin and investing such proceeds in assets including cash, cash equivalents, other interest bearing investments, or other digital assets.
Previous wording
TMTG will acquire its bitcoin and bitcoin-related holdings in the amounts and on the timeline it deems optimal. TMTG will continue to monitor market conditions in implementing its strategy and determining whether to engage in future financings to purchase additional bitcoin.
Current wording
TMTG will acquire its bitcoin, bitcoin-related holdings, and digital assets in the amounts and on the timeline it deems optimal. TMTG will continue to monitor market conditions in implementing its strategy and determining whether to engage in future financings to purchase additional bitcoin and digital assets.
Previous wording
Revenues increased $46.4, or 6%, to $883.3 for the three months ended June 30, 2025 compared to revenue of $836.9 for the three months ended June 30, 2024. The increase was primarily attributable to an improvement in advertising economics between the relevant periods. Additionally, revenue has varied as we continue to selectively test an early-stage advertising initiative on our Truth Social platform.
Current wording
Revenues decreased $38.0, or 4%, to $972.9 for the three months ended September 30, 2025 compared to revenue of $1,010.9 for the three months ended September 30, 2024. The decrease was primarily attributable to advertising economics between the relevant periods. Additionally, revenue has varied as we continue to selectively test an early-stage advertising initiative on our Truth Social platform. The decrease was mitigated marginally by revenue generated from paid subscriptions to the Patriot Package on our nascent Truth+ streaming service.
Previous wording
Cost of revenue increased $306.7, or 847%, to $342.9 for the three months ended June 30, 2025 compared to $36.2 for the three months ended June 30, 2024. The increase was primarily due to content license and data center lease costs that support our burgeoning Truth+ platform.
Current wording
Cost of revenue increased $323.5, or 262%, to $446.8 for the three months ended September 30, 2025 compared to $123.3 for the three months ended September 30, 2024. The increase was primarily due to content license and data center lease costs that support our burgeoning Truth+ platform.
Previous wording
Research and development expense increased $8,179.4, or 168%, to $13,041.0 for the three months ended June 30, 2025 compared to $4,861.6 for the three months ended June 30, 2024. The increase was primarily driven by higher stock-based compensation expense of $8,048.2 in the second quarter of 2025 compared to $0.0 stock-based compensation expense recorded in the second quarter of 2024. The increase in stock-based compensation expense was augmented by moderately higher consulting and server costs, while marginally offset by lower software costs.
Current wording
Research and development expense increased $4,408.5, or 113%, to $8,302.2 for the three months ended September 30, 2025 compared to $3,893.7 for the three months ended September 30, 2024. The increase was driven by higher stock-based compensation expense of $2,886.9 in the third quarter of 2025 compared to $0.0 stock-based compensation expense recorded in the third quarter of 2024. Higher IT consulting costs of $2,142.8 in the third quarter of 2025 versus $150.0 in the third quarter of 2024 also contributed to the year-over-year increase in research and development expense in the quarter.
Previous wording
Sales and marketing expense decreased $619.3, or 53% to $556.0 for the three months ended June 30, 2025 compared to $1,175.3 for the three months ended June 30, 2024. The decrease was primarily driven by a decrease in marketing activity.
Current wording
Sales and marketing expense decreased $1,471.9, or 67% to $717.5 for the three months ended September 30, 2025 from $2,189.4 for the three months ended September 30, 2024. The decrease was primarily driven by a reduction in marketing activity.
Previous wording
General and administration expense increased $15,199.3, or 113%, to $28,617.9 for the three months ended June 30, 2025 compared to $13,418.6 for the three months ended June 30, 2024. The increase was primarily due to higher stock-based compensation awards of $9,696.4 during the quarter ended June 30, 2025, compared to $0.0 of stock-based compensation awards in the quarter ended June 30, 2024. In addition, legal fees increased $6,601.1, or 79%, to $14,994.8 in the current quarter versus $8,343.7 in the prior-year period.
Current wording
General and administration expense increased $13,359.1, or 75%, to $31,056.1 for the three months ended September 30, 2025 compared to $17,697.0 for the three months ended September 30, 2024. The increase was due in part to higher stock-based compensation expense of $7,603.3 during the quarter ended September 30, 2025, compared to $45.7 of stock-based compensation expense in the quarter ended September 30, 2024. In addition, legal fees increased $8,234.4, or 68%, to $20,330.6 in the current quarter versus $12,096.3 in the prior-year period.
Previous wording
Depreciation and amortization expense increased $3,603.4, or 38,746%, to $3,612.7 for the six months ended June 30, 2025 compared to $9.3 for the six months ended June 30, 2024. The increase in depreciation and amortization expense was due to the acquisition of software and hardware utilized to place our CDN into service as part of our launch of streaming video through Truth+.
Current wording
Depreciation and amortization expense increased $1,141.9, or 150%, to $1,904.1 for the three months ended September 30, 2025 compared to $762.2 for the three months ended September 30, 2024. The increase in depreciation and amortization expense was due to a full period of depreciation and amortization in the current quarter of software and hardware utilized to place our CDN into service as part of our launch of streaming video through Truth+ compared to a partial quarter for the three months ended September 30, 2024 when the assets were placed into service.
Previous wording
Interest income increased $14,703.8, or 689%, to $16,836.5 for the three months ended June 30, 2025 compared to $2,132.7 for the three months ended June 30, 2024. The increase was due to higher cash, cash equivalents, restricted cash, and short-term investment balances and interest earned for the quarter in 2025 on cash holdings in money market accounts and interest earned through repurchase agreements secured by U.S. treasury securities.
Current wording
Interest income increased $8,731.4, or 188%, to $13,384.4 for the three months ended September 30, 2025 compared to $4,653.0 for the three months ended September 30, 2024. The increase was driven by higher cash, cash equivalents, restricted cash, and short-term investment balances.
Previous wording
Interest expense increased $4,262.9, or 2,701%, to $4,105.1 for the three months ended June 30, 2025 compared to a $157.8 expense reversal for the three months ended June 30, 2024. The increase was primarily due to the accreted interest on the loan assumed as a result of the WCT acquisition and our $1,000,000.0 convertible notes facility.
Current wording
Interest expense increased $11,227.7, or 4,551%, to $11,474.4 for the three months ended September 30, 2025 compared to $246.7 for the three months ended September 30, 2024. The increase was primarily due to the accreted interest on the loan assumed as a result of the WCT acquisition and our $1,000,000.0 convertible notes facility issued in May 2025.
Previous wording
Investment income increased $11,085.0, or 100%, to $11,085.0 for the six months ended June 30, 2025 compared to $0.0 for the six months ended June 30, 2024. The increase was primarily due to $3,616.0 of unrealized gains on our trading securities and $7,578.2 of realized income from premiums received through the sale of written option contracts, partially offset by the change in fair value of our outstanding option contracts.
Current wording
Investment income increased $984.5, or 100%, for the three months ended September 30, 2025 compared to $0.0 for the three months ended September 30, 2024. The increase was primarily due to $15,333.9 of realized income from premiums related to written option contracts, offset by $11,418.0 of unrealized losses on our trading securities and $2,933.9 of unrealized losses due to the change in fair value of our unexpired option contracts.
Previous wording
Cost of revenue increased $550.0, or 424%, to $679.6 for the six months ended June 30, 2025 compared to $129.6 for the six months ended June 30, 2024. The increase was primarily due to content license and data center lease costs that support our burgeoning Truth+ platform.
Current wording
Cost of revenue increased $873.5, or 345%, to $1,126.4 for the nine months ended September 30, 2025 compared to $252.9 for the nine months ended September 30, 2024. The increase was primarily due to content license and data center lease costs that support our burgeoning Truth+ platform.
Previous wording
Research and development expense decreased $12,414.3, or 33%, to $25,605.9 for the six months ended June 30, 2025 compared to $38,020.2 for the six months ended June 30, 2024. The decrease was primarily driven by lower stock-based compensation expense of $15,609.1 in the six months ended June 30, 2025 compared to $30,142.5 of stock-based compensation expense recorded in the six months ended June 30, 2024. The 2024 charge related to the issuance of convertible notes to certain vendors engaged in the development of our live TV streaming platform, Truth+. The decrease in stock-based compensation expense was marginally offset by higher year-over-year consulting and server costs related to the launch of Truth+.
Current wording
Research and development expense decreased $8,005.8, or 19%, to $33,908.1 for the nine months ended September 30, 2025 compared to $41,913.9 for the nine months ended September 30, 2024. The decrease was primarily driven by lower stock-based compensation expense of $18,496.1 in the nine months ended September 30, 2025 compared to $30,142.5 of stock-based compensation expense recorded in the nine months ended September 30, 2024. The 2024 charge related to the issuance of convertible notes to certain vendors engaged in the development of our live TV streaming platform, Truth+. The decrease in stock-based compensation expense was marginally offset by higher year-over-year consulting and server costs related to the launch of Truth+.
Previous wording
Sales and marketing expense decreased $1,192.3, or 53%, to $1,053.4 for the six months ended June 30, 2025 compared to $2,245.7 for the six months ended June 30, 2024. The decrease was primarily driven by a $600.0 bonus paid to an entity owned by a former director of and consultant to Private TMTG during the six months ended June 30, 2024, and a decrease in marketing activity.
Current wording
Sales and marketing expense decreased $2,664.2, or 60%, to $1,770.9 for the nine months ended September 30, 2025 compared to $4,435.1 for the nine months ended September 30, 2024. The decrease was primarily driven by a $600.0 bonus paid to an entity owned by a former director of and consultant to Private TMTG during the nine months ended September 30, 2024 and a decrease in marketing activity.
Previous wording
General and administration expense decreased $24,417.8, or 31%, to $53,795.9 for the six months ended June 30, 2025 compared to $78,213.7 for the six months ended June 30, 2024. The decrease was primarily due to lower stock-based compensation awards of $19,987.2 during the six months ended June 30, 2025, down $36,917.1 (62%) from $59,975.5 of cash and stock-based compensation awards to employees and vendors in connection with the merger transaction recorded in the six months ended June 30, 2024. These savings were partially offset by higher legal fees, which increased $15,623.1, or 153%, to $25,846.7 in the first half of 2025 versus $10,223.6 in the prior-year period.
Current wording
General and administration expense decreased $11,058.7, or 12%, to $84,852.0 for the nine months ended September 30, 2025 compared to $95,910.7 for the nine months ended September 30, 2024. The decrease was primarily due to lower stock-based compensation expense of $27,590.4 during the nine months ended September 30, 2025, down $26,900.8 (49%) from $54,491.2 of stock-based compensation expense to employees and vendors in connection with the merger transaction recorded in the nine months ended September 30, 2024. These savings were partially offset by higher legal fees, which increased $22,857.5, or 102%, to $46,177.3 in the nine months ended September 30, 2025 versus $22,319.8 in the prior-year period.
Previous wording
Depreciation and amortization expense increased $1,829.8, or 49,454%, to $1,833.5 for the three months ended June 30, 2025 compared to $3.7 for the three months ended June 30, 2024. The increase in depreciation and amortization expense was due to the acquisition of software and hardware utilized to place our CDN into service as part of our launch of streaming video through Truth+.
Current wording
Depreciation and amortization expense increased $4,745.3, or 615%, to $5,516.8 for the nine months ended September 30, 2025 compared to $771.5 for the nine months ended September 30, 2024. The increase in depreciation and amortization expense was due to the acquisition of software and hardware utilized to place our CDN into service as part of our launch of streaming video through Truth+ in August 2024.
Previous wording
Interest income increased $22,670.2, or 1,049%, to $24,831.7 for the six months ended June 30, 2025 compared to $2,161.5 for the six months ended June 30, 2024. The increase was due to higher cash, cash equivalents, restricted cash, and short-term investment balances and interest earned for the six months ended June 30, 2025 on cash holdings in money market accounts and interest earned through repurchase agreements secured by U.S. treasury securities. Interest earned during the six months ended June 30, 2024 only relates to the period from March 25, 2024 (the merger date) to June 30, 2024, prior to our completion of our SEPA, PIPE and convertible note financings, providing surplus cash available for investments.
Current wording
Interest income increased $31,401.6, or 461%, to $38,216.1 for the nine months ended September 30, 2025 compared to $6,814.5 for the nine months ended September 30, 2024. The increase was due to higher cash, cash equivalents, restricted cash, and short-term investment balances for the nine months ended September 30, 2025 versus the prior-year period. Interest earned during the nine months ended September 30, 2024 only relates to the period from March 25, 2024 (the merger date) to September 30, 2024, prior to our completion of our PIPE and convertible note financings, which provided surplus cash available for investments in May 2025.
Previous wording
Interest expense increased $1,632.1, or 61%, to $4,291.9 for the six months ended June 30, 2025 compared to $2,659.8 for the six months ended June 30, 2024. The increase in interest expense for the six months ended June 30, 2025 is attributable to the accreted interest on the loan assumed as a result of the WCT acquisition and our $1,000,000.0 convertible notes facility.
Current wording
Interest expense increased $12,859.8, or 442%, to $15,766.3 for the nine months ended September 30, 2025 compared to $2,906.5 for the nine months ended September 30, 2024. The increase in interest expense for the nine months ended September 30, 2025 is attributable to the accreted interest on the loan assumed as a result of the WCT acquisition and our $1,000,000.0 convertible notes facility issued in May 2025.
Previous wording
Investment income increased $11,085.0, or 100%, to $11,085.0 for the three months ended June 30, 2025 compared to $0.0 for the three months ended June 30, 2024. The increase was primarily due to $3,616.0 of unrealized gains on our trading securities and $7,578.2 of realized income from premiums received through the sale of written option contracts, partially offset by the change in fair value of our outstanding option contracts.
Current wording
Investment income increased $12,069.5, or 100%, to $12,069.5 for the nine months ended September 30, 2025 compared to $0.0 for the nine months ended September 30, 2024. The increase was primarily due to $22,912.1 of realized income from premiums received through the sale of written option contracts, offset by $7,802.0 of unrealized losses on our trading securities and $3,043.6 of unrealized losses from the change in fair value of our unexpired option contracts.
Previous wording
The loss from the extinguishment of debt of certain Private TMTG Convertible Notes decreased by $542.3, or 100%, to $0.0 for the six months ended June 30, 2025, compared to $542.3 for the six months ended June 30, 2024. Upon extinguishment of certain Private TMTG Convertible Notes in March 2024, we recorded a loss equal to the difference between the net carrying value of the applicable Private TMTG Convertible Notes and the fair value of our assets.
Current wording
The loss from the extinguishment of debt of certain Private TMTG Convertible Notes decreased by $542.3, or 100%, to $0.0 for the nine months ended September 30, 2025, compared to $542.3 for the nine months ended September 30, 2024. Upon extinguishment of certain Private TMTG Convertible Notes in March 2024, we recorded a loss equal to the difference between the net carrying value of the applicable Private TMTG Convertible Notes and the fair value of our assets.
Previous wording
The loss from the change in the fair value of the derivative liabilities of the Private TMTG Convertible Notes decreased $225,916.0, or 100%, to $0.0 for the six months ended June 30, 2025, compared to $225,916.0 for the six months ended June 30, 2024. All Private TMTG Convertible Notes were automatically converted into shares of our common stock immediately prior to Closing of the Merger, and pursuant to ASC 815, the derivative liabilities were revalued immediately prior to the conversion of the Private TMTG Convertible Notes on March 25, 2024, when our closing share price was $49.95 per share. The substantial increase in the value of our common stock when combined with the certainty of our execution of the Merger were primarily responsible for the increase in the change in fair value of the derivative liabilities. The increase in the fair value of the derivative liabilities was a non-cash expense and the issuance of Private TMTG common stock upon conversion of the Private TMTG Convertible Notes extinguished the derivative liabilities immediately prior to the Closing. Therefore, there was no derivative liability recorded as of June 30, 2025, and there will no longer be future earnings adjustments pertaining to the Private TMTG Convertible Notes derivative liabilities.
Current wording
The loss from the change in the fair value of the derivative liabilities of the Private TMTG Convertible Notes decreased $225,916.0, or 100%, to $0.0 for the nine months ended September 30, 2025, compared to $225,916.0 for the nine months ended September 30, 2024. All Private TMTG Convertible Notes were automatically converted into shares of our common stock immediately prior to Closing of the Merger, and pursuant to ASC 815, the derivative liabilities were revalued immediately prior to the conversion of the Private TMTG Convertible Notes on March 25, 2024, when our closing share price was $49.95 per share. The substantial increase in the value of our common stock when combined with the certainty of our execution of the Merger were primarily responsible for the increase in the change in fair value of the derivative liabilities. The increase in the fair value of the derivative liabilities was a non-cash expense and the issuance of Private TMTG common stock upon conversion of the Private TMTG Convertible Notes extinguished the derivative liabilities immediately prior to the Closing. Therefore, there was no derivative liability recorded as of September 30, 2025, and there will no longer be future earnings adjustments pertaining to the Private TMTG Convertible Notes derivative liabilities.
Previous wording
Historically, as a private company, we financed operations primarily through cash proceeds from the issuance of Private TMTG Convertible Notes. During 2024, our capitalization was significantly enhanced through receipt of proceeds from the Business Combination, the conversion of warrants, and the issuance of common stock described in detail in the section below titled, “Standby Equity Purchase Agreement.” As a result, we ended June 30, 2025 with $3,085,566.5 of cash, cash equivalents, restricted cash, short-term investments, and trading securities, and $944,294.7 of debt (excluding lease liabilities). Cash and cash equivalents consist of interest-bearing deposits and money market funds held at financial institutions. Cash deposits are held at major financial institutions and are subject to credit risk to the extent those balances exceed applicable Federal Deposit Insurance Corporation (FDIC) limitations. Short-term investments consist of repurchase agreements in which we loan our cash over 1 to 3 days to a seller in exchange for interest earned on debt securities collateralizing the loan. The seller retains a beneficial interest in the securities serving as collateral. Our $1,000,000.0 restricted cash balance, held in a money market fund, serves as collateral to our convertible notes, although the collateral may be used to purchase Bitcoin and Bitcoin related securities. The collateral will be released to us upon payment in full of the principal, together with accrued and unpaid interest, on the Notes (defined below), or following the times upon our request that the outstanding principal balance of the Notes is $500,000.0 or less and $250,000.0 or less.
Current wording
Historically, as a private company, we financed operations primarily through cash proceeds from the issuance of Private TMTG Convertible Notes. During 2024, our capitalization was significantly enhanced through receipt of proceeds from the Business Combination, the conversion of warrants, and the issuance of common stock described in detail in the section below titled, “Standby Equity Purchase Agreement.” Our capitalization was further enhanced in 2025 with proceeds from the issuance of common stock and convertible notes described below in the section titled, “PIPE & Convertible Notes.” As a result, we ended September 30, 2025 with $3,106,527.3 of cash, cash equivalents, restricted cash, short-term investments, trading securities, and digital assets, and $950,769.1 of debt (excluding lease liabilities). Cash and cash equivalents consist of interest-bearing deposits and money market funds held at financial institutions. Cash deposits are held at major financial institutions and are subject to credit risk to the extent those balances exceed applicable Federal Deposit Insurance Corporation (FDIC) limitations. Short-term investments consist of repurchase agreements in which we loan our cash over 1 to 3 days to a seller in exchange for interest earned on debt securities collateralizing the loan. The seller retains a beneficial interest in the securities serving as collateral. Our restricted cash balance consists of $26,838.8 of cash that serves as collateral to our convertible notes, although the collateral may be used to purchase bitcoin and bitcoin related securities. This collateral will be released to us upon payment in full of the principal, together with accrued and unpaid interest, on the Notes (defined below), or following the times upon our request that the outstanding principal balance of the Notes is $500,000.0 or less and $250,000.0 or less. Restricted cash also includes $309,000.0 that served as collateral on our put options that were unexpired as of September 30, 2025, and has been or will be released upon expiration of the options.
Previous wording
We anticipate that the current cash and cash equivalents on hand will be sufficient to fund current operations for the at least the next 12 months; however, we cannot guarantee that we will not be required to obtain additional financing, or that additional financing, if needed, will be available on terms acceptable to us, or at all. In addition, although there are no other present binding understandings, commitments, or agreements with respect to any acquisition of other businesses, products, or technologies, we will, from time to time, evaluate acquisitions of other businesses, products, and technologies. If we are unable to raise additional equity or debt financing, as and when needed, we could be forced to forego such acquisitions or significantly curtail our operations.
Current wording
We anticipate that the current cash and cash equivalents on hand will be sufficient to fund current operations for at least the next 12 months; however, we cannot guarantee that we will not be required to obtain additional financing, or that additional financing, if needed, will be available on terms acceptable to us, or at all. In addition, although there are no other present binding understandings, commitments, or agreements with respect to any acquisition of other businesses, products, or technologies, we will, from time to time, evaluate acquisitions of other businesses, products, and technologies. If we are unable to raise additional equity or debt financing, as and when needed, we could be forced to forego such acquisitions or significantly curtail our operations.
Previous wording
No shares of common stock were sold pursuant to the terms of the SEPA during the six months ended June 30, 2025. As of June 30, 2025, we have sold a cumulative total of 20,330,365 shares of our common stock for prices between $14.31 and $36.98 per share, pursuant to the terms of the SEPA. Proceeds of these equity sales under the terms of the SEPA were $449,874.6 (net of $513.5 of deferred offering costs).
Current wording
No shares of common stock were sold pursuant to the terms of the SEPA during the nine months ended September 30, 2025. As of September 30, 2025, we have sold a cumulative total of 20,330,365 shares of our common stock for prices between $14.31 and $36.98 per share, pursuant to the terms of the SEPA. Proceeds of these equity sales under the terms of the SEPA were $449,874.6 (net of $513.5 of deferred offering costs).
Previous wording
We are required to have a Loan-to-Collateral Ratio of less than or equal to 1.0 to 1.0, with the Loan-to-Collateral Ratio calculated as the aggregate outstanding principal balance of all Notes divided by the sum of (i) the aggregate market value of Bitcoin collateral multiplied by 0.5263157895, plus (ii) the aggregate value of all of cash and cash equivalents collateral. We delivered to the Collateral Agent the $1,000,000.0 collateral of restricted cash. Portions of the collateral will be released when the outstanding aggregate principal balance of all Notes is at $500,000.0 or less, and an additional portion will be released when the outstanding aggregate principal of all Notes is $250,000.0 or less. Collateral will be automatically released upon payment in full of the principal, together with accrued and unpaid interest, on the Notes, or following the times upon our request that the outstanding principal balance of the Notes is $500,000.0 or less and $250,000.0 or less, so long as, immediately after such release the Loan-to-Collateral Ratio as of the date of release is 1.0 to 1.0 or less.
Current wording
We were required to have an initial Loan-to-Collateral Ratio of less than or equal to 1.0 to 1.0, with the Loan-to-Collateral Ratio calculated as the aggregate outstanding principal balance of all Notes divided by the sum of (i) the aggregate market value of bitcoin collateral multiplied by 0.5263157895, plus (ii) the aggregate value of all of cash and cash equivalents collateral. We delivered to the Collateral Agent the $1,000,000.0 collateral of restricted cash. Portions of the collateral will be released when the outstanding aggregate principal balance of all Notes is at $500,000.0 or less, and an additional portion will be released when the outstanding aggregate principal of all Notes is $250,000.0 or less. Collateral will be automatically released upon payment in full of the principal, together with accrued and unpaid interest, on the Notes, or following the times upon our request that the outstanding principal balance of the Notes is $500,000.0 or less and $250,000.0 or less, so long as, immediately after such release the Loan-to-Collateral Ratio as of the date of release is 1.0 to 1.0 or less.
Previous wording
Each Note holder has the right at its option, to require us to repurchase its Notes for cash on November 30, 2026, at a repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest, subject to the terms and conditions in the Indenture. Holders of the Notes may at their option convert such holder’s Notes into shares of our common stock at a conversion rate of 28.8 shares per $1,000 of Notes. We retain the right to force conversion if, at any time after November 29, 2025, (A) the last reported sale price of our common stock exceeds 130% of the conversion rate for any 20 consecutive trading days during a 30-day trading period.
Current wording
Each Note holder has the right at its option, to require us to repurchase its Notes for cash on November 30, 2026, at a repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest, subject to the terms and conditions in the Indenture. Holders of the Notes may at their option convert such holder’s Notes into shares of our common stock at a conversion rate of 28.8 shares per $1,000 of Notes. We retain the right to force conversion if, at any time after November 29, 2025, the last reported sale price of our common stock exceeds 130% of the conversion rate for any 20 consecutive trading days during a 30-day trading period.
Previous wording
On June 23, 2025, our Board of Directors authorized the repurchase of up to $400,000.0 of our common stock (the “Share Repurchase Program”). We may repurchase share or warrants from time to time on the open market, including in block trades, in accordance with applicable federal securities rules and regulations. The Share Repurchase Program has no time limit, does not obligate us to make any repurchases and may be modified, suspended or terminated by us at any time without prior notice. The amount and timing of repurchases are subject to a variety of factors including liquidity, share price, market conditions, and legal requirements, and will be funded by available cash and cash equivalents. As of June 30, 2025, no shares have been repurchased.
Current wording
On June 23, 2025, our Board of Directors authorized the repurchase of up to $400,000.0 of our common stock (the “Share Repurchase Program”). We may repurchase shares or warrants from time to time on the open market, including in block trades, in accordance with applicable federal securities rules and regulations. The Share Repurchase Program has no time limit, does not obligate us to make any repurchases and may be modified, suspended or terminated by us at any time without prior notice. The amount and timing of repurchases are subject to a variety of factors including liquidity, share price, market conditions, and legal requirements, and will be funded by available cash and cash equivalents. As of September 30, 2025, we had repurchased 355,208 shares at an average price of $18.02 per share and total cost of $6,400.1, in accordance with the program.
Previous wording
Net Cash Used in Operating Activities
Current wording
Net Cash Provided by/(Used in) Operating Activities
Previous wording
Net cash used in operating activities for the six months ended June 30, 2025 was $7,434.7, $23,319.6 less than $30,754.3 used in operating activities during the six months ended June 30, 2024. The decrease in cash used in operating activities was primarily driven by an increase of $22,670.2 in income from investments in repurchase agreements, money market funds, and option premiums, partially offset by higher payments for legal fees and other professional services.
Current wording
Net cash provided by operating activities for the nine months ended September 30, 2025 was $2,638.8, a $55,278.8 improvement over the $52,640.0 used in operating activities during the nine months ended September 30, 2024. The improvement in operating cash flow was primarily driven by an increase of $43,471.1 in income from investments in repurchase agreements, money market funds, and option premiums, as well as reduced marketing expenses and merger-related payments, partially offset by higher payments for legal fees and other professional services.
Previous wording
Net cash used in investing activities for the six months ended June 30, 2025 was $132,056.6 compared to $2,141.9 used in investing activities during the six months ended June 30, 2024. The increase was primarily due to outflows in the second quarter of 2025 of $118,768.1 for the purchase of trading securities as we began our digital asset treasury strategy.
Current wording
Net cash used in investing activities for the nine months ended September 30, 2025 was $1,973,108.2 compared to $312,773.7 used in investing activities during the nine months ended September 30, 2024. The increase was primarily due to outflows for the purchase of $1,436,000.0 of digital assets and $592,756.4 of trading securities, as we began our digital asset treasury strategy, compared to $300,742.5 of short-term investment purchases for the nine months ended September 30, 2025 and 2024, respectively.
Previous wording
Net cash provided by financing activities for the six months ended June 30, 2025 was $2,313,156.9 compared to $374,277.9 provided by financing activities for the six months ended June 30, 2024. Cash provided during the six months ended June 30, 2025 is mainly comprised of $960,000.0 of proceeds from the issuance of convertible notes and $1,395,318.3 from common stock sold through a PIPE financing, partially offset by $34,399.3 of debt and equity offering costs and $8,250.2 of common stock repurchases. During the six months ended June 30, 2024, cash provided from financing activities comprised cash proceeds of $233,017.5 from the merger, $47,455.0 from the issuance of convertible notes, and $93,805.4 from warrant exercises.
Current wording
Net cash provided by financing activities for the nine months ended September 30, 2025 was $2,302,144.8 compared to $734,976.7 provided by financing activities for the nine months ended September 30, 2024. Cash provided during the nine months ended September 30, 2025 is mainly comprised of $960,000.0 of proceeds from the issuance of convertible notes and $1,395,318.3 from common stock sold through a PIPE financing, partially offset by $34,399.3 of debt and equity offering costs and $14,662.8 of common stock repurchases. During the nine months ended September 30, 2024, cash provided from financing activities comprised cash proceeds of $233,017.5 from the merger, $47,455.0 from the issuance of convertible notes, $117,949.8 from warrant exercises, and $336,554.4 from the issuance of common stock (net of repurchases).
Previous wording
On April 2, 2025, we provided initial operational funding to Yorkville America, LLC, (“Yorkville America”), through a services agreement and licensing agreement. Yorkville America, through its subsidiaries serves as the Registered Investment Advisor for investment vehicles and financial products which focus on investments in American growth, manufacturing, energy companies, and digital assets, as well as investments that strengthen the Patriot Economy. Pursuant to the terms of the services agreement, we will provide a majority of the operational funding for Yorkville America, in exchange for a majority of their net profit. Additionally, through a licensing agreement, Yorkville America may utilize Truth.Fi intellectual property to market their investment vehicles and financial products. Substanially all of the business activity of Yorkville America is conducted on behalf of TMTG. We determined this represented a variable interest in Yorkville America. We do not maintain any equity ownership in Yorkville America.
Current wording
On April 2, 2025, we provided initial operational funding to Yorkville America, LLC, (“Yorkville America”), through a services agreement and licensing agreement. Yorkville America, through its subsidiaries serves as the Registered Investment Advisor for investment vehicles and financial products which focus on investments in American growth, manufacturing, energy companies, security and defense, and digital assets, as well as investments that strengthen the Patriot Economy. Pursuant to the terms of the services agreement, we will provide a majority of the operational funding for Yorkville America, in exchange for a majority of their net profit. Additionally, through a licensing agreement, Yorkville America may utilize Truth.Fi and certain Truth Social intellectual property to market their investment vehicles and financial products. Substantially all of the business activity of Yorkville America is conducted on behalf of TMTG. We determined this represented a variable interest in Yorkville America. We do not maintain any equity ownership in Yorkville America.
Previous wording
We determined that TMTG has the power to direct the activities that most significantly impact Yorkville America’s economic performance through our disproportionate economic rights and obligations, and that substantially all of Yorkville America’s activities are conducted on behalf of TMTG. Through meeting the criterion of a controlling financial interest, we determined that TMTG is the primary beneficiary of Yorkville America. As the primary beneficiary of Yorkville America, we consolidate in our financial statements the balance sheets, results of operations, and cash flows of Yorkville America, and all intercompany balances and transactions between us and Yorkville America are eliminated in the condensed consolidated financial statements. Yorkville America did not have any assets or liabilities upon initial consolidation. We report a non-controlling interest representing the economic interest held by other parties in Yorkville America.
Current wording
We determined that TMTG has the power to direct the activities that most significantly impact Yorkville America’s economic performance through our disproportionate economic rights and obligations, and that substantially all of Yorkville America’s activities are conducted on behalf of TMTG. Through meeting the criterion of a controlling financial interest, we determined that TMTG is the primary beneficiary of Yorkville America. As the primary beneficiary of Yorkville America, we consolidate in our financial statements the balance sheets, results of operations, and cash flows of Yorkville America, and all intercompany balances and transactions between us and Yorkville America are eliminated in the condensed consolidated financial statements. Yorkville America did not have any material assets or liabilities upon initial consolidation. We report a non-controlling interest representing the economic interest held by other parties in Yorkville America.
Showing the first 40 of 44 pairs. Open the source sections for the rest.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
TMTG thus developed and launched the Truth Social platform, restoring free speech to millions of Americans who had been suffocated by Big Tech. Anchored by Donald Trump’s restored social media account, Truth Social was stood up as we’d envisioned it—a free-speech haven where everyone, regardless of their political viewpoint, could speak their mind without some faceless tech bureaucrat judging the acceptability of their speech.
Previous report — wording carried elsewhere
Revenues increased $97.1, or 6%, to $1,704.5 for the six months ended June 30, 2025 compared to revenue of $1,607.4 for the six months ended June 30, 2024. The increase was primarily attributable to an improvement in advertising economics between the relevant periods. Additionally, revenue has varied as we continue to selectively test an early-stage advertising initiative on our Truth Social platform.