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): April 3, 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

Spokespersons of Mega Matrix Corp. (the “Company”) plan to present the information in the presentation slides attached hereto as Exhibit 99.1 at its Investor Day Event on Wednesday, April 3, 2024, at the New York Stock Exchange.

The furnishing of the attached presentation is not an admission as to the materiality of any information therein. The information contained in the slides is summary information that is intended to be considered in the context of more complete information included in the Company’s filings with the U.S. Securities and Exchange Commission (the “SEC”) and other public announcements that the Company has made and may make from time to time by press release or otherwise. The Company undertakes no duty or obligation to update or revise the information contained in this report, although it may do so from time to time as its management believes is appropriate. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosures. For important information about forward looking statements, see the slide titled “Forward Looking Statements” in Exhibit 99.1 attached hereto.

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		Mega Matrix Corp. Presentation Slides
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: April 3, 2024

Exhibit 99.1

Mega Matrix Corp. NYSE American: MPU The inaugural publicly traded company specializing in short drama streaming video services

What is Short Drama? Short dramas aim to capture the essence of narratives within concise time frames, typically formatted vertically for optimal viewing on mobile phones, ranging from 1 to 3 minutes per episode . Each episode seamlessly integrates into a series, where complete story - lines unfold across 40 to over 100 episodes . Short dramas usually offer viewers a virtual escape, presenting narratives that resonate with emotions, fostering a sense of connection, and serving as a wellspring of comfort or inspiration in the digital realm . The global appeal of short dramas is underscored by their fast - growing market presence . In China, this genre commands an estimated market value of $ 5 billion in the year 2023 . This trend is rapidly gaining traction globally as well, indicating a promising future for FlexTV . FlexTV anticipates exponential growth in revenue throughout 2024 . 1

Short Drama 澦 Mr. Williams ! Madame Is Dying 澧

Company Profile Mega Matrix (NYSE American : MPU) is based in California, USA, with its Asian hub in Singapore . Mega Matrix Corp is a trailblazer in the realm of creative streaming video services through its recent acquisition of control over Yuder Pte . Ltd . , which operates FlexTV . FlexTV, which distinguishes itself by introducing short dramas as a unique form of storytelling . MPU’s commitment to short dramas emanates from a genuine understanding of the evolving viewing habits shaped by shorter attention spans, vertical viewing, and the prevalence of multitasking . MPU aim to solidify its position as a prominent player in the streaming video industry . 3

FlexTV Product No.8 on the US App Store Entertainment Chart 4 FlexTV App Home Page Feed Flow Product

Investment Highlights Changing Viewer Behaviors We acknowledge the significant and profound impact of short video platforms on viewer behaviors, characterized by shorter attention spans, vertical screen viewing, and increased multitasking. We leverage the substantial void between the long - form dramas provided by entities like Netflix and the predominantly influencer - created short videos. The increasing market presence of short dramas highlights their popularity. In China alone, this genre boasts an estimated market value of $4 billion in 2023. This trend is quickly gaining momentum worldwide, with pioneer players like FlexTV setting the pace. Expanding Market Scale Innovative Business Model FlexTV's revenue primarily comes from pay - per - view, mainly from the US. FlexTV's business model speeds up the production and distribution cycle, reducing costs and turnaround time for individual productions, while targeted digital advertising enhances marketing precision to boost efficiency. Proven Capability FlexTV has established a complete value chain encompassing script sourcing, drama production, and digital marketing. With a proven business model illustrated by a monthly pre - acquisition income of $1 million, the platform has seen significant growth. FlexTV is poised to achieve exponential growth in 2024. 5 5

Vertical Screen Entertainment Era: User Content Consumption Preferences Shift, Short Drama Features Attract a Wide Audience Supply - Side Characteristics Demand - Side Characteristics Short Drama Apps reach 20 Million DAU Short Drama Mechanism and Features User Base and Preference Validation Long Drama Cutoff ≠ ≠ Artistic Works Vertical Screen, Fragmented Popular Art Conflicts, Fast - Paced Emotional Value Mass Industrialized Production Rapid Iteration Replicable Fast Return 9.79 6 28.62 86.8 95.25 Chinese Mini - Program Short Drama Apps Exceed 100 Million MAU Million Users 120.01 Source ͹ QuestMobile TRUTH Mobile Internet Research Database 202311

The short drama market in China is growing rapidly, with an annual market exceeding 5 billion USD and monthly active users exceeding 100 million, fully validating product. Short Drama Market Size and Growth in China Billion USD 2020 2021 2022 2023 2024F 2025F 2026F 0.1 0.5 1.4 5.2 7 9.4 11 Script polishing 14 - 30 days Filming period 14 - 30 days Release period 30 - 60 days ~ $100,000 production cost with charge fees of one series over $100mm Example of Short Drama Product Launch Timeline x In 2023, on a certain short video platform in China, the number of short dramas with over 100 million views reached 500 ͫ multiple top short dramas have surpassed 1 billion views Source ͹ iMedia Research‘s ’2023 - 2024 China Short Drama Market Research Report‘ ͫ Douyin App The Cost Structure of Short Dramas Production costs 5~10% Distribution costs 80~90% 7

Global Short Drama: a verified business model, filling content gaps in the mass market and cultivating a vertical - screen streaming media giant Source: Guohai Securities The market size of global short dramas will reach $36 billion in 3 years High - value paying audience Broad content themes A replicable successful model to win the mass market Created conditions for a vertical - screen streaming giant Theatres TV Boxes Online Films Hollywood HBO NetFlix Elite Content 8 Mass Content Short Video Short Drama Film and Video Industry Pyramid

FlexTV Business Model FlexTV has established a comprehensive value business model, seamlessly integrating content production, distribution, and operations. Digital Marketing Content Creation Pay - to - watch FlexTV Production Distribution Ads Placement 9

FlexTV Content and Location Canada the United States England South Korea Japan Thailand Spanish Australia Brazil Indonesia FlexTV focuses on providing short drama services, gradually covering all mainstream languages, and is available in more than 100 countries. 10

Popular Short Dramas on FlexTV 11

FlexTV industrialized content platform Topic and Script Review User Research Internal Original Production Externa Procurement Review Carefully Select Production Studios Stable Producing Process Efficient Editing Hit Production Experience Mass Content Production Data Analysis Matching Production Studios and Evaluation Sustainable Content Supply Rapid Iteration Production, Directing, Editing, Post - production Pioneering the adoption of Netflix model to incubate studios Nurturing and supporting content production partners 12

MPU Strength as a Listed Company Organic Growth Financing and M&A Strengthen Brand Expand User Base Relying on the platform of listed companies to continuously integrate upstream and downstream players in the industry chain Accumulating quality content through in - house production and external collaboration The competition in the global short drama market is anticipated to conclude within a year or two, with successful models inevitably integrating capital and business. As we believe we are the sole US - listed company dedicated to short dramas, MPU holds distinct advantages in financing and mergers and acquisitions (M&A) 13

Management CEO and Director FlexTV CEO With over 15 years of experience in the internet industry, spanning various fields such as gaming and social media, he served as the founder and CEO of Chengdu Quleduo Technology Co . , Ltd . He established a large - scale mobile gaming platform named 'X 52 xiyou . com' centered around the Journey to the West theme . Additionally, he founded several software programming studios, such as the Dream Studio, and later developed various mini - programs for social media applications . Being among the early trailblazers of the internet, Mr . Cao brings over 20 years of entrepreneurial experience in the industry . He held the position of founder and CEO at Guangzhou Anyue Network Technology Co . , Ltd . During the PC internet era, Mr. Cao participated in affiliate marketing, movie websites, and browsers, with those products later being acquired. Transitioning into the mobile internet era, he has been involved in developing various products such as profit - making apps, Wi - Fi tools, online shops, and online literature, alongside mobile games. Yucheng Hu Zhenjun Cao Steven Gao COO Hold the bachelor's degree from Renmin University Mr . Gao has occupied core strategic roles at ByteDance, accruing substantial practical expertise in short video, live streaming, media platforms, advertising platforms, and influencer marketing . Mr . Gao has experience in strategy and investment at Stormtech, where he played a pivotal role in the merger of Ocean Music with QQ Music . In addition, he served in private equity fund Fengshion Capital, overseeing investments and contributing to projects totaling over $ 500 million in investment and exit value . Notable ventures include Genki Forest, Baiqiu E - commerce, Happy Element Game, and Huangtian'e Egg Carol Wang CFO Hold a master's degree from Renmin University and she is a member of CICPA Ms . Wang served as VP of Finance for U . S . Nasdaq - listed firms BTBT and GLG . Furthermore, she provided advisory services to multiple overseas companies for their U . S . stock market listings . With more than 7 years of experience, she specializes in IPOs, restructuring, and M&A within the U . S . capital market . She has held significant positions at Huao Trust, Yikuan Capital, and Ernst & Young . Her roles involved extensive engagement in investment and financing, investment research and strategy, auditing, and overseas taxation . Songtao Jia CSO Graduated from Tsinghua University and hold an MBA from McGill University in Canada, as well as an EMBA degree from Cheung Kong Graduate School of Business. Mr. Jia has previously served as the Executive Vice President of Lucent Technologies China and as the General Manager of Sinopec (Shandong) Hong Kong. 14

Our Mission We recognize the significant impact of short video platforms like Facebook Reels, Instagram Reels, YouTube Shorts, TikTok, and others on viewer behaviors . Our dedication to innovative short dramas stems from a deep understanding of evolving viewing habits influenced by shorter attention spans and increased multitasking . We are steadfast in delivering innovative content that connects with diverse audiences worldwide, promoting cultural appreciation and entertainment on a global scale, and bringing joy to the lives of users worldwide . 15

Streaming Media Comps Source ͹ Capital IQ ͫ 20240331 Market Cap/Total Revenues LTM Total Revenue in 2023 Market Capitalization Latest Company Name Million USD 2.5x 88,898 224,445 The Walt Disney Company (NYSE:DIS) 8.0x 33,723 262,828 Netflix, Inc. (NasdaqGS:NFLX) 2.8x 3,367 9,353 Roku, Inc. (NasdaqGS:ROKU) 6.9x 383,285 2,650,000 Apple, Inc. (NasdaqGS:AAPL) 5.0x 16

Inspiring Operating Metrics for the First Two Months of 2024 17

Safe Harbor and Disclaimer Forward Looking Statements Safe Harbor This presentation and other written or oral statements made from time to time by representatives of Mega Matrix Corp. (sometimes referred to as “Mega Matrix”) contains “forward - looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934. In some cases, you can identify these forward - looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “predicts,” “intends,” “trends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. Among other things, the business outlook for our new business FLEXTV, as well as Mega Matrix’s strategic and operational plans, contain forward - looking statements. Mega Matrix may also make written or oral forward - looking statements in its periodic reports to regulators, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about Mega Matrix’s beliefs and expectations, are forward - looking statements. Forward - looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward - looking statement, including but not limited to the following: the performance of FLEXTV; the successful implementation of its business strategy; its ability to compete effectively; its ability to maintain its pricing, control costs or continue to grow its business; the effects of the novel coronavirus (COVID - 19) on its business; the continued service of certain of its key employees and management; its ability to attract and retain enough highly trained employees; and its involvement in any disputes, legal, regulatory, and other proceedings arising out of its business operations. All information provided in this presentation is as of the date of this presentation, and Mega Matrix undertakes no obligation to update any forward - looking statement, except as required under applicable law. Disclaimer This communication and the information contained herein is not an offer to sell securities in the United States or elsewhere. The securities of Mega Matrix or any of its subsidiaries and affiliates may not be offered or sold in the United States or to, or for the account or benefit of U.S. person (as such term in defined in Regulation S under the U.S. Securities Act of 1933, as amended (the “Securities Act”)) absent registration pursuant to the Securities Act, or an exemption from registration. Any public offering of securities to be made in the United States will be made by means of a prospectus that may be obtained from the issuer or selling security holder and that will contain detailed information about the issuer and management, as well as financial statements. Nothing in this communication shall constitute an offer to sell or the solicitation of an offer to buy securities in any jurisdiction in which such offer or sale would be unlawful. 18

3000 El Camino Real Bldg 4, Suite 200 Palo Alto, CA 94306 21 Floor, 88 Market Street, CapitaSpring, Singapore 048948 ir@megamatrix.io www.megamatrix.io www.flextv.cc

Cover	Apr. 03, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Apr. 03, 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