Exhibit 99.1

 

 

TRUMP MEDIA & TECHNOLOGY GROUP CORP.

 

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF TRUMP MEDIA & TECHNOLOGY GROUP CORP. FOR THE 2026 SPECIAL MEETING OF STOCKHOLDERS

 

The undersigned stockholder of Trump Media & Technology Group Corp., a Florida corporation (the “Company”), hereby acknowledges receipt of the Notice of Special Meeting of Stockholders, dated ________, 2026, and hereby appoints [______] and [______], or either of them, as proxies, each with the full power to appoint his substitute, and hereby authorize(s) them to represent and to vote, as designated on this Proxy Card, all of the shares of common stock of the Company that the stockholder(s) is/are entitled to vote at the Special Meeting of Stockholders to be held virtually at [____] at [____] Eastern Time on ________, 2026 (the “TMTG Special Meeting”), and any adjournment or postponement thereof.

 

The Board of Directors of the Company recommends a vote “FOR” the proposals in Items 1, 2 and 3.

 

 

 

 

For

Against

Abstain

1.

Approve the amendment of the Company’s articles of incorporation, in the form attached as Annex B to the proxy statement/prospectus/consent solicitation statement, required in connection with the Merger Agreement (as defined therein) to, among other things, increase the number of authorized shares of the Company’s common stock from 999,000,000 to 1,998,000,000 and the Company’s preferred stock from 1,000,000 to 2,000,000.

 

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2.

Approve the issuance of new shares of Company common stock required in connection with the Merger (as defined in the proxy statement/prospectus/consent solicitation statement), which will represent more than 20% of the shares of existing shares of Company common stock outstanding immediately prior to the Merger, which includes shares underlying certain warrants to purchase shares of shares of TMTG Common Stock.

 

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3.

Approve an adjournment of the TMTG Special Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of the proposals in Items 1 and 2.

 

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THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN. IF NO SUCH DIRECTION IS MADE, THIS PROXY WILL BE VOTED IN ACCORDANCE WITH THE BOARD OF DIRECTORS’ RECOMMENDATIONS AND IN THE DISCRETION OF THE PROXIES ON SUCH OTHER MATTERS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENTS THEREOF.

 

Dated: ________________, 2026

 

Please sign exactly as your name appears on the front of this Proxy Card. When shares are held in common or in joint tenancy, both should sign. When signing as attorney, executor, administrator, trustee or guardian, please give full title as such. If a corporation, sign in full corporate name by President or other authorized officer. If a partnership, please sign in partnership name by an authorized person.

 

SIGNATURES:

 

 

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Signature

 

 

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Signature