Trump Media COO Resigns; DJT gives more shares to SPAC investor in court battle

Trump media Chief Operating Officer Andrew Northwall resigned at the end of September, the company disclosed in a regulatory filing Thursday.

Former President Donald Trump's social media company announced in the same filing that it will divest about 800,000 shares of its stock to early investors in accordance with a recent order by a Delaware judge.

At Thursday's closing price, those shares would be worth about $12.7 million.

The company, which trades on Nasdaq as DJT, did not provide an explanation for Northwall's resignation, but said it “plans to transition his responsibilities internally.”

Filings with the US Securities and Exchange Commission did not make any direct connection between the development of the Delaware case and the executive's departure.

In mid-September, Delaware Chancery Court Judge Laurie Will ruled that Trump Media breached an agreement with ARC Global Investments II, a so-called sponsor of the business merger that took the company public.

The legal dispute centers on competing claims about how to calculate the number of Class A shares owed by ARC after Trump Media merged with blank-check firm Digital World Acquisition Corp., or DWAC.

Will ruled that the stock-conversion ratio paid by DWAC was too low and therefore ARC was entitled to more shares.

Trump media noted in Thursday's SEC filing that the judge also rejected ARC's proposed ratio, which was too high.

But the company nevertheless said that as a result of the court order, “a portion of the disputed conversion common stock held in escrow has been released to ARC.”

Trump Media said it will issue 785,825 shares of its common stock to ARC.

Patrick Orlando, the investor behind ARC, was the original CEO of DWAC. He was kicked out of DWAC in 2023, a year before Trump Media and DWAC completed their merger in late March.

In July, the SEC sued Orlando, accusing the investor of lying in public securities filings about DWAC's merger plan with Trump Media.

The SEC asked the court to compel Orlando to return “all ill-gotten gains” from the alleged fraud and civil penalties. The agency is also seeking a permanent injunction that would bar Orlando from serving as an officer or director of a publicly traded company.

The case is pending in the US District Court for the District of Columbia.

Trump is the majority shareholder of Trump Media, which operates the Twitter-esque social media platform Truth Social.

The Republican presidential nominee owns about 57% of the company, a stake worth about $1.9 billion on paper.

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