Nasdaq rejects Triller shareholder authorization for discounted stock sales

Triller Group Inc. (Nasdaq: ILLR) disclosed that Nasdaq will not recognize a shareholder-approved authorization that would have allowed the company to issue shares at a discount to market price in private placements.

Shareholders approved the proposal at Triller's annual meeting on June 10, 2026, authorizing the company to issue common stock, or securities convertible into common stock, totaling 20% or more of its outstanding shares at a discount in one or more private placements. Nasdaq subsequently advised the company that the omnibus authorization does not meet its shareholder approval rules.

Triller stated it has not entered into any definitive financing agreement and has not issued any securities under the authorization since the annual meeting. The company said it intends to comply with all applicable Nasdaq rules for any future securities issuances.

"This clarification addresses a procedural matter with Nasdaq regarding shareholder approval mechanics," said Desmond Shu, acting chief financial officer. "No financing has been undertaken, and the Company remains fully focused on disciplined execution and value creation."

The company filed a Current Report on Form 8-K/A with the U.S. Securities and Exchange Commission in connection with the disclosure.

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