Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 1, 2024

MEGA MATRIX CORP.

(Exact name of registrant as specified in its charter)

Delaware

001-13387

94-3263974

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

3000 El Camino Real,

Bldg. 4, Suite 200, Palo Alto, CA

94306

(Address of Principal Executive Offices)

(Zip Code)

650-340-1888

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock, $0.001 par value		MPU		NYSE American Exchange LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure

On March 1, 2024, Mega Matrix Corp. (the “Company”) issued a press release announcing the operating metrics of its streaming platform, FlexTV, for the first two months of 2024. Following FlexTV’s rise to the 8th position in the Apple App Store Entertainment Top Charts (Free Apps, U.S.) in January 2024, FlexTV has achieved impressive operational performance. A copy of the Press Release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this Item 7.01in this Current Report on Form 8-K, including Exhibit 99.1, is deemed to be "furnished" and shall not be deemed to be "filed" for purposes of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act. The information set forth in this Item 7.01 shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.

Item 9.01. Financial Statement and Exhibits

(d) Exhibits

Exhibit No.		Description
99.1		Press Release dated March 1, 2024
104		Cover Page Interactive Data File (formatted in Inline XBRL)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Mega Matrix Corp.
	a Delaware corporation

	By:	/s/ Yucheng Hu
		Yucheng Hu, Chief Executive Officer

Dated: March 1, 2024

Exhibit 99.1

Mega Matrix Announces Inspiring Operating Metrics for the First Two Months of 2024

PALO ALTO, CA, March 1, 2024 (GLOBE NEWSWIRE) – Mega Matrix Corp. (NYSE American: MPU) (the “Company” or “MPU”) today announced FlexTV’s operating metrics for the first two months of 2024. Following FlexTV’s rise to 8th position in the Apple App Store Entertainment Top Charts (Free Apps, U.S.) in January 2024, FlexTV has achieved impressive operational performance for the first two months of 2024, which marked the successful acquisition of FlexTV by MPU and the rapid growth of FlexTV’s short drama business.

Highlights

■

FlexTV’s unaudited top-up and subscription fee amount from the users in January and February 2024 reached a total of $6.5 million, marking a 360% increase compared to the total for November and December 2023. We anticipate that the rate of growth will persist.

■

The unaudited revenue generated from FlexTV, including top-up, subscription and advertising income, for January and February 2024 totaled approximately $6.0 million, representing a 356% increase over the total for November and December 2023.

■

In the first two months of 2024, several hit series were released, among which “Mr. Williams! Madame is Dying” generated unaudited total user top-up amount reaching $3.5 million.

Short dramas offer a distinctive storytelling format, encapsulating narrative essence within brief time frames, usually optimized for vertical viewing on mobile devices, spanning 1 to 3 minutes per episode. Integrated into series, each episode contributes to complete storylines unfolding across 40 to over 100 episodes. Short dramas usually offer viewers a virtual escape, presenting narratives that may resonate with emotions, and fostering a sense of connection.

FlexTV has already formed a mature business model that integrates content production, distribution, and operation. FlexTV is available in more than 100 countries. Our production team film in various locations including, but not limited to, United States, Mexico, Australia, Thailand, and Philippines. We will continue to expand our international markets and collaborate with local partners in each major market.

Yucheng Hu, CEO of Mega Matrix Corp, said, “I’m proud to highlight the incredible progress and achievements of FlexTV since its integration into MPU. The start of 2024 has been phenomenal and our optimism for MPU’s Q1 outlook in fiscal 2024 is high. The unique format and narrative efficiency of short dramas continue to engage global audiences, providing immersive experiences and emotional connections. The journey of FlexTV under MPU’s guidance has been extraordinary. With a dedicated team, innovative strategies, and the support of our viewers and partners, we’re not just reaching but setting new industry benchmarks. I am excited about our future and confident that the best for FlexTV and MPU is yet to come. Together, we’re not just part of the entertainment streaming industry’s evolution—we’re at the forefront, shaping its future.”

Preliminary Information

The unaudited financial and operational information presented in this press release is preliminary and may change. MPU’s financial closing procedures with respect to the estimated financial information provided in this press release are not yet complete, and as a result, the Company’s final results may vary materially from the preliminary results included in this press release. MPU undertakes no obligation to update or supplement the information provided in this press release until the Company releases its financial statements for the three months ended March 31, 2024. The preliminary financial information included in this press release reflects the Company’s current estimates based on information available as of the date of this press release and has been prepared by Company management. This preliminary financial and operational information should not be viewed as a substitute for full financial statements prepared in accordance with GAAP and is not necessarily indicative of the results to be achieved for the current and any future periods. This preliminary financial and operational information could be impacted by the effects of financial closing procedures, final adjustments, and other developments.

About Mega Matrix: Mega Matrix Corp. is a holding company located in Palo Alto, California with five subsidiaries: Saving Digital Pte. Ltd., a Singapore corporation (“Saving”), Mega Matrix, Inc., an exempted company incorporated under the laws of the Cayman Islands, Mega Metaverse Corp., a California corporation (“Mega”), Marsprotocol Technologies Pte. Ltd., a Singapore corporation (“MTP”) and FunVerse Holding Limited (“FunVerse”), a company incorporated under the laws of the British Virgin Islands. The Company focuses on short drama business. For more information, please contact info@megamatrix.io or visit: http://www.megamatrix.io.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. All statements in this press release other than statements that are purely historical are forward looking statements. When used in this press release, the words “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,” “will,” “should,” “future,” “propose,” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. These forward-looking statements are not guarantees for future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors, among others, are: the ability to manage growth; ability to identify and integrate future acquisitions; ability to grow and expand our FlexTV business; ability to obtain additional financing in the future to fund capital expenditures; fluctuations in general economic and business conditions; costs or other factors adversely affecting the Company’s profitability; litigation involving patents, intellectual property, and other matters; potential changes in the legislative and regulatory environment; a pandemic or epidemic; the occurrence of any event, change or other circumstances that could affect the Company’s ability to continue successful development of its digital assets staking business model; the possibility that the Company may not succeed in developing its new lines of businesses due to, among other things, changes in the business environment, competition, changes in regulation, or other economic and policy factors; and the possibility that the Company’s new lines of business may be adversely affected by other economic, business, and/or competitive factors. The forward-looking statements in this press release and the Company’s future results of operations are subject to additional risks and uncertainties set forth under the heading “Risk Factors” in documents filed by the Company with the Securities and Exchange Commission, including the Company’s latest annual report on Form 10-K, and are based on information available to the Company on the date hereof. In addition, such risks and uncertainties include the Company’s inability to predict or control bankruptcy proceedings and the uncertainties surrounding the ability to generate cash proceeds through the sale or other monetization of the Company’s assets. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this press release.

Contact:

Info@megamatrix.io

Cover	Mar. 01, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Mar. 01, 2024
Entity File Number	001-13387
Entity Registrant Name	MEGA MATRIX CORP.
Entity Central Index Key	0001036848
Entity Tax Identification Number	94-3263974
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	3000 El Camino Real
Entity Address, Address Line Two	Bldg. 4
Entity Address, Address Line Three	Suite 200
Entity Address, City or Town	Palo Alto
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94306
City Area Code	650
Local Phone Number	340-1888
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	MPU
Security Exchange Name	NYSE
Entity Emerging Growth Company	false