A smartphone displays the logo of Donald Trump’s Truth Social app on March 25, 2024.
Anna Barclay | Getty Images
Trump Media Chief Operating Officer Andrew Northwall resigned in late September, the company revealed in a regulatory filing Thursday.
In the same filing, former President Donald Trump’s social media company announced that it will release nearly 800,000 shares of its stock to an early investor in accordance with a recent order by a Delaware judge.
At Thursday’s closing price, those shares would be worth around $12.7 million.
The company, which trades on the Nasdaq as DJT, provided no explanation for Northwall’s resignation, but said it “plans to transition his duties internally.”
The filing with the U.S. Securities and Exchange Commission made no direct connection between the development in the Delaware lawsuit and the executive’s departure.
In mid-September, Delaware Chancery Court Judge Lori 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 centered on competing claims about how to calculate the number of Class A shares that ARC was owed once Trump Media combined with the blank-check firm Digital World Acquisition Corp., or DWAC.
Will ruled that the stock-conversion ratio put forward by DWAC was too low, and that ARC was therefore entitled to more shares.
Trump Media noted in Thursday’s SEC filing that the judge also rejected ARC’s proposed ratio, which was much higher.
But the company nevertheless said that as a result of the court’s order, “a portion of the disputed conversion Common Stock held in escrow were released to ARC.”
Trump Media said that it will release 785,825 shares of its common stock to ARC.
Patrick Orlando, the investor behind ARC, was DWAC’s original CEO. He was forced 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 having lied in public securities filings about DWAC’s merger plans with Trump Media.
The SEC has asked the court to force Orlando to turn over “all ill-gotten gains” from the alleged fraud, plus civil penalties. The agency is also seeking a permanent injunction that would Orlando from serving as an officer or director of a publicly traded company.
The case in U.S. District Court for the District of Columbia is ongoing.
Trump is the majority shareholder of Trump Media, which operates the Twitter-esque social media platform Truth Social.
The Republican presidential nominee owns nearly 57% of the company’s stock, a stake worth almost $1.9 billion on paper.
He and other company insiders, including ARC, were barred from selling any shares until Sept. 19, when a lock-up agreement expired.
Days after that restriction lifted, one of the company’s big shareholders, United Atlantic Ventures, dumped virtually its entire 11-million-share stake, SEC filings show.
That stake may have been worth at least $128 million, based on the price range that DJT stock was fetching after the lockup expired.
Trump has vowed not to sell his shares.
