ADRT.U / Ault Disruptive Technologies C Units, each consisting of one share of common stock, $0.001 par value, and three-fourths of one redeemable warrant - Документы SEC, Годовой отчет, Доверенное заявление

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-41171 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Exact name of registran

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES NYSE American LLC hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on October 22, 2024, pursuant to the provisions of Rule 12d2-2 (a).

Ault Disruptive Technologies Corporation Will Redeem Its Public Shares and Will Not Consummate an Initial Business Combination

Exhibit 99.1 Ault Disruptive Technologies Corporation Will Redeem Its Public Shares and Will Not Consummate an Initial Business Combination LAS VEGAS, NV, September 27, 2024 – Ault Disruptive Technologies Corporation (NYSE American: ADRT) (the “Company”), a publicly-traded special purpose acquisition company, today announced that its board of directors (the “Board”) has determined to redeem all of

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Other Events

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): September 27, 2024 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or Other Jurisdiction of Incorporat

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): September 6, 2024 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or other jurisdiction of incorporati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41171 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Exa

Termination of a Material Definitive Agreement, Financial Statements and Exhibits

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): August 15, 2024 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or Other Jurisdiction of Incorporation

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-41171 NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-41171 NOTIFICATION OF LATE FILING ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K ý Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: June 30, 2024 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 11-K ¨ Transition Report on Form 20-F ¨ Transition Report on

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) x Definitive Proxy State

Agreement and Plan of Merger, dated as of June 23, 2024, by and among Ault Disruptive Technologies Corporation, ADRT Merger Sub, Inc., and Gresham Worldwide, Inc.

Exhibit 2.1 [***] Certain information has been excluded pursuant to Item 601(b)(2)(ii) of Regulation S-K from this document because it is both not material and is the type that the registrant treats as private or confidential. AGREEMENT AND PLAN OF MERGER by and among AULT DISRUPTIVE TECHNOLOGIES CORPORATION, ADRT MERGER SUB, INC., AND GRESHAM WORLDWIDE, INC. dated as of June 23, 2024 TABLE OF CON

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): June 23, 2024 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or Other Jurisdiction of Incorporation)

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): June 23, 2024 Ault Disruptive Tec

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): June 23, 2024 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or Other Jurisdiction of Incorporation)

Regulation FD Disclosure, Financial Statements and Exhibits

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): June 24, 2024 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or Other Jurisdiction of Incorporation)

Gresham Worldwide, Inc. and Ault Disruptive Technologies Corporation Announce Merger Agreement

Exhibit 99.1 Gresham Worldwide, Inc. and Ault Disruptive Technologies Corporation Announce Merger Agreement · The combined company, which will be named Gresham Worldwide, Inc., will have an implied pro-forma enterprise value of approximately $83 million with up to approximately $1 million in additional cash, assuming no redemptions by Ault Disruptive’s public stockholders · Merger anticipated to c

Gresham Worldwide, Inc. and Ault Disruptive Technologies Corporation Announce Merger Agreement

Filed by Ault Disruptive Technologies Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Ault Disruptive Technologies Corporation Commission File No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): June 20, 2024 Ault Disruptive Technologies Corporation (Exact name of registrant as specified in its charter) Delaware 001-41171 86-2279256 (State or Other Jurisdiction of Incorporati

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): June 17, 2024 Ault Disruptive Tec

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): June 17, 2024 Ault Disruptive Technologies Corporation (Exact name of registrant as specified in its charter) Delaware 001-41171 86-2279256 (State or Other Jurisdiction of Incorporati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41171 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Ex

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-41171 NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-41171 NOTIFICATION OF LATE FILING ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K ý Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: March 31, 2024 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 11-K ¨ Transition Report on Form 20-F ¨ Transition Report on

Clawback Policy

Exhibit 97.1 AULT DISRUPTIVE TECHNOLOGIES CORPORATION DODD-FRANK CLAWBACK POLICY The Board of Directors (the “Board”) of Ault Disruptive Technologies Corporation (the “Company”) has adopted this clawback policy (the “Policy”) as a supplement to any other clawback policies in effect now or in the future at the Company to provide for the recovery of erroneously awarded Incentive-Based Compensation f

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2023 ¨ TRANSITION REPORT UNDER SECTION 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2023 or ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-41171 AULT DISRUPTIVE TECHNOLOGIES CORPO

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-41171 NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-41171 NOTIFICATION OF LATE FILING ý Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: December 31, 2023 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 11-K ¨ Transition Report on Form 20-F ¨ Transition Report

Financial Statements and Exhibits, Other Events

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): February 23, 2024 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or other jurisdiction of incorporati

Ault Disruptive Technologies Announces Offer of Reverse Redemptions in Connection with Vote to Extend Period to Consummate its Initial Business Combination

Exhibit 99.1 Ault Disruptive Technologies Announces Offer of Reverse Redemptions in Connection with Vote to Extend Period to Consummate its Initial Business Combination Las Vegas, NV – (Business Newswire – February 16, 2024) – Ault Disruptive Technologies Corporation, a special purpose acquisition company (the “Company”), today announced that it will allow those holders of shares of the Company's

Certificate of Amendment to the Amended and Restated Certificate of Incorporation.

Exhibit 3.1 DelawareThe First StatePage 1 5204193 8100Authentication: 202820632SR# 20240528523Date: 02-15-24You may verify this certificate online at corp.delaware.gov/authver.shtmlI, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "AULT DISRUPTIVE TECHNOLOGIES CORPORATION", FILED IN THIS

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

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): February 16, 2024 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or other jurisdiction of incorporati

ADRT / Ault Disruptive Technologies Corporation / Vivaldi Asset Management, LLC Passive Investment

SC 13G/A 1 schedule13gaadrt021224.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Ault Disruptive Technologies Corp (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 05150A104 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this St

ADRT / Ault Disruptive Technologies Corporation / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Ault Disruptive Technologies Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 05150A104 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): December 29, 2023 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or other jurisdiction of incorporati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) x Definitive Proxy State

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): December 4, 2023 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or Other Jurisdiction of Incorporatio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41171 AULT DISRUPTIVE TECHNOLOGIES CORPORATION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-41171 NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-41171 NOTIFICATION OF LATE FILING ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K ý Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: September 30, 2023 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 11-K ¨ Transition Report on Form 20-F ¨ Transition Repor

Regulation FD Disclosure, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

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): October 3, 2023 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or Other Jurisdiction of Incorporation

Ault Disruptive Technologies Corporation Announces Acceptance of Compliance Plan by NYSE American

Exhibit 99.1 Ault Disruptive Technologies Corporation Announces Acceptance of Compliance Plan by NYSE American LAS VEGAS-(BUSINESS WIRE) – October 3, 2023 –Ault Disruptive Technologies Corporation, a special purpose acquisition company (the “Company”), today announced that the NYSE American (the “Exchange”) has accepted the Company’s business plan to regain compliance with the Exchange’s continued

Financial Statements and Exhibits, Other Events

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): September 13, 2023 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or Other Jurisdiction of Incorporat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41171 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Exa

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-41171 NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-41171 NOTIFICATION OF LATE FILING ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K ý Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: June 30, 2023 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 11-K ¨ Transition Report on Form 20-F ¨ Transition Report on

Ault Disruptive Technologies Corporation Announces Notice of Noncompliance with NYSE American Listing Standards

Exhibit 99.1 Ault Disruptive Technologies Corporation Announces Notice of Noncompliance with NYSE American Listing Standards LAS VEGAS-(BUSINESS WIRE) – July 21, 2023 - Ault Disruptive Technologies Corporation, a special purpose acquisition company (the “Company”), announced today that on July 19, 2023, the Company received a written notice from the staff of NYSE Regulation of the New York Stock E

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): July 21, 2023 Ault Disruptive Tec

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): July 21, 2023 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or other jurisdiction of incorporation)

ADRT.U / Ault Disruptive Technologies C Units, each consisting of one share of common stock, $0.001 par value, and three-fourths of one redeemable warrant / Lighthouse Investment Partners, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

Ault Disruptive Technologies Announces Offer of Reverse Redemptions in Connection with Vote to Extend Period to Consummate its Initial Business Combination

Exhibit 99.1 Ault Disruptive Technologies Announces Offer of Reverse Redemptions in Connection with Vote to Extend Period to Consummate its Initial Business Combination Las Vegas, NV – (Business Newswire – June 16, 2023) – Ault Disruptive Technologies Corporation, a special purpose acquisition company (the “Company”), today announced that it will allow those holders of shares of the Company's comm

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): June 21, 2023 Ault Disruptive Tec

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): June 21, 2023 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or other jurisdiction of incorporation)

Amendment to Amended and Restated Certificate of Incorporation. Incorporated herein by reference to the Current Report on Form 8-K filed on June 16, 2023, as Exhibit 3.1 thereto.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AULT DISRUPTIVE TECHNOLOGIES CORPORATION June 15, 2023 Ault Disruptive Technologies Corporation (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify: 1. The name of the corporation is: Ault Disruptive Technologies Corporation. 2. The ori

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): June 16, 2023 Ault Disruptive Tec

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): June 16, 2023 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or other jurisdiction of incorporation)

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): June 1, 2023 Ault Disruptive Tech

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): June 1, 2023 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or Other Jurisdiction of Incorporation) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

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): June 1, 2023 Ault Disruptive Tech

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): June 1, 2023 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or Other Jurisdiction of Incorporation) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2022 ¨ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2022 or ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-41171 AULT DISRUPTIV

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41171 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Ex

Financial Statements and Exhibits, Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

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): May 22, 2023 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-41171 86-2279256 (State or other jurisdiction of incorporatio

AULT DISRUPTIVE TECHNOLOGIES CORPORATION RESTATED BALANCE SHEET (unaudited)

Exhibit 99.1 AULT DISRUPTIVE TECHNOLOGIES CORPORATION RESTATED BALANCE SHEET (unaudited) As of December 31, 2022 As Reported Adjustment Restated Assets Current asset - cash $ 206,527 $ - $ 206,527 Prepaid expenses 391,443 - 391,443 Cash and securities held in Trust Account - 118,193,123 118,193,123 Total current assets 597,970 118,193,123 118,791,093 Prepaid expenses, noncurrent 10,873 - 10,873 De

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-41171 NOTIFICATION OF LATE FILING

NT 10-Q 1 g515231nt10q.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-41171 NOTIFICATION OF LATE FILING ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K ý Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: March 31, 2023 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 11-K ¨ Transition Report on Form

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

* * *

April 14, 2023 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attn: Dorrie Yale and Isabel Rivera Division of Corporation Finance Office of Real Estate & Construction Re: Ault Disruptive Technologies Corporation Preliminary Proxy Statement on Schedule 14A Filed April 3, 2023 File No. 001-41171 Ladies and Gentlemen: On behalf of Ault Disruptive Technologies Corporatio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2022 ¨ TRANSITION REPORT UNDER SECTION 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2022 or ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-41171 AULT DISRUPTIVE TECHNOLOGIES CORPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41171 NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41171 NOTIFICATION OF LATE FILING x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: December 31, 2022 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 11-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 10-Q For the Transi

Financial Statements and Exhibits, Other Events

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 20, 2023 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or other jurisdiction of incorporation)

ADRT.U / Ault Disruptive Technologies C Units, each consisting of one share of common stock, $0.001 par value, and three-fourths of one redeemable warrant / Lighthouse Investment Partners, LLC Passive Investment

SC 13G/A 1 lighthouse-adrt123122a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Ault Disruptive Technologies Corporation (Name of Issuer) Units, each consisting of one share of Common Stock, par value $0.001 per share and three-fourths of one Redeemable Warrant to purchase one share of Common S

ADRT / Ault Disruptive Technologies Corp / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Ault Disruptive Technologies Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 05150A104 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement)

ADRT / Ault Disruptive Technologies Corp / Vivaldi Asset Management, LLC - ADRT 13G Passive Investment

SC 13G 1 schedule13gadrt2142023.htm ADRT 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ault Disruptive Technologies Corp (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 05150A104 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of thi

AULT DISRUPTIVE TECHNOLOGIES CORPORATION 100 Park Avenue, Suite 1658 New York, NY 10017

CORRESP 1 filename1.htm AULT DISRUPTIVE TECHNOLOGIES CORPORATION 100 Park Avenue, Suite 1658 New York, NY 10017 January 12, 2023 Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, DC 20549 Attn.: Howard Efron Re: Ault Disruptive Technologies Corporation Form 10-K for the Year Ended December 31, 2021 Letter from SEC dated December

Financial Statements and Exhibits, Other Events

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): December 13, 2022 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or other jurisdiction of incorporati

AULT DISRUPTIVE TECHNOLOGIES CORPORATION 100 Park Avenue, Suite 1658 New York, NY 10017

CORRESP 1 filename1.htm AULT DISRUPTIVE TECHNOLOGIES CORPORATION 100 Park Avenue, Suite 1658 New York, NY 10017 November 30, 2022 Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, DC 20549 Attn.: Howard Efron Re: Ault Disruptive Technologies Corporation Form 10-K for the Year Ended December 31, 2021 Filed April 15, 2022 File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41171 AULT DISRUPTIVE TECHNOLOGIES CORPORATION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41171 NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41171 NOTIFICATION OF LATE FILING ? Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: September 30, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 11-K ? Transition Report on Form 20-F ? Transition Report on Form 10-Q For the Trans

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES NYSE American LLC ("NYSE American" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the Redeemable Warrants, each exercisable for one share of Common Stock at an exercise price of $11.

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): October 21, 2022 AULT DISRUPTIVE

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): October 21, 2022 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-41171 86-2279256 (State or other jurisdiction of incorpor

Ault Disruptive Technologies Corporation Announces Receipt of Letter from NYSE Regulation Regarding Low Selling Price of its Warrants

Exhibit 99.1 Ault Disruptive Technologies Corporation Announces Receipt of Letter from NYSE Regulation Regarding Low Selling Price of its Warrants Las Vegas, NV ? (Business Newswire ? October 21, 2022) ? Ault Disruptive Technologies Corporation, a special purpose acquisition company (the ?Company?) announced today that on October 20, 2022 it had received a letter (the ?Letter?) from the NYSE Regul

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): August 26, 2022 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-41171 86-2279256 (State or other jurisdiction of incorpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41171 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Exa

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41171 NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41171 NOTIFICATION OF LATE FILING ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K ý Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: June 30, 2022 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 11-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 10-Q For the Transition

ADRT / Ault Disruptive Technologies Corp / Saba Capital Management, L.P. - FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ault Disruptive Technologies Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 05150A104 (CUSIP Number) June 1, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41171 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Ex

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41171 NOTIFICATION OF LATE FILING

NT 10-Q 1 j516221nt10q.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41171 NOTIFICATION OF LATE FILING ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K ý Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: March 31, 2022 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 11-K ¨ Transition Report on Form 20-F ¨ Transition Report on

Description of Capital Stock. Incorporated herein by reference to the Annual Report on Form 10-K filed on April 15, 2022, as Exhibit 4.5 thereto.

Exhibit 4.5 DESCRIPTION OF SECURITIES Dated: April 15, 2022 The following is a summary of all material characteristics of our capital stock as set forth in our amended and restated certificate of incorporation and bylaws. The summary does not purport to be complete and is qualified in its entirety by reference to our amended and restated certificate of incorporation and bylaws, and to the provisio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2021 Commission file number 1-41171 AULT DIS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2021 Commission file number 1-41171 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Exact name of registrant as specified in its charter) Delaware 86-2279256 (State or other jurisdiction of incorporat

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41171 NOTIFICATION OF LATE FILING

NT 10-K 1 b331225nt10k.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41171 NOTIFICATION OF LATE FILING x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-CEN o Form N-CSR For Period Ended: December 31, 2021 o Transition Report on Form 10-K o Transition Report on Form 11-K o Transition Report on Form 20-F o Transition Report

ADRT / Ault Disruptive Technologies Corp / Feis Lawrence Michael - SCHEDULE 13-G AMENDMENT Passive Investment

Schedule 13G OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Joint Filing Agreement

Exhibit 99.1 Joint Filing Agreement The undersigned hereby agree that the Statement on Schedule 13G dated February 11, 2022 with respect to the Common Stock, par value $0.001 per share, of Ault Disruptive Technologies Corporation and any amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisio

ADRT / Ault Disruptive Technologies Corp / Ault Disruptive Technologies Company, LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b) (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.

ADRT.U / Ault Disruptive Technologies C Units, each consisting of one share of common stock, $0.001 par value, and three-fourths of one redeemable warrant / MMCAP International Inc. SPC - FORM SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A AMENDMENT NO.

Lighthouse Investment Partners, LLC

SC 13G 1 lighthouse-adrt123121.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ault Disruptive Technologies Corporation (Name of Issuer) Units, each consisting of one share of Common Stock, par value $0.001 per share and three-fourths of one Redeemable Warrant to purchase one share of Common Stock (T

Feis Lawrence Michael - SCHEDULE 13G

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number:3235-0145 Expires:Febuary 28, 2009 Estimated average burden hours per response ....10.4 SCHEDULE 13G Under the Securities and Exchange Act of 1934 (Amendment No. )* Ault Disruptive Technologies Corporation (Name of Issuer) Common Stock, par value $ 0.001 (Title of Class of Securities) 05150A203 (CUSIP N

Financial Statements and Exhibits, Other Events

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): December 20, 2021 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or Other Jurisdiction of Incorporati

AULT DISRUPTIVE TECHNOLOGIES CORPORATION INDEX TO FINANCIAL STATEMENT

EX-99.1 2 ex991.htm EXHIBIT 99.1 Exhibit 99.1 AULT DISRUPTIVE TECHNOLOGIES CORPORATION INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Financial Statement: Balance Sheet as of December 20, 2021 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Ault Disruptive T

MMCAP International Inc. SPC - FORM SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 Ault Disruptive Technologies Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 05150A203 (CUSIP Number) December 15, 2021 (Date of Event Which Requires Filing of This Statement) Check the Appropriate box to designate the rule pursuant to which this schedule is filed: ? Rule 13d-1(b) ? Rule 13d-1(c) ? Rule 13d-1(d) CUSIP No.

Investment Management Trust Agreement, dated as of December 15, 2021, by and among the Company and Continental Stock Transfer & Trust Company, as trustee

Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of December 15, 2021 by and between Ault Disruptive Technologies Corporation, a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statements on Form S-1,

Underwriting Agreement, dated as of December 15, 2021, by and among the Company and A.G.P./Alliance Global Partners, as representative of the several underwriters.

EX-1.1 2 ex11.htm EXHIBIT 1.1 Exhibit 1.1 10,000,000 Units Ault Disruptive Technologies Corporation UNDERWRITING AGREEMENT New York, New York December 15, 2021 A.G.P./ Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Ault Disruptive Technologies Corporation, a Delaware corporation (the

Administrative Support Agreement, dated as of November 4, 2021, by and among the Company and Ault Global Holdings, Inc.

Exhibit 10.6 AULT DISRUPTIVE TECHNOLOGIES CORPORATION 11411 Southern Highlands Parkway, Suite 240 Las Vegas, Nevada 89141 November 4, 2021 Ault Global Holdings, Inc. 11411 Southern Highlands Parkway, Suite 240 Las Vegas, Nevada 89141 Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the ?Effective Date?) of the Registration Statement on Form S-1 (

Private Placement Warrant Purchase Agreement, dated as of December 15, 2021, by and among the Company and the Sponsor

Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of December 15, 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and between Ault Disruptive Technologies Corporation, a Delaware corporation (the ?Company?), and Ault Disruptive Technologies Company, LLC, a Delaware limited liability company (t

Letter Agreement, dated as of December 15, 2021, by and among the Company, the Sponsor and A.G.P./Alliance Global Partners.

Exhibit 10.1 December 15, 2021 Ault Disruptive Technologies Corporation 11411 Southern Highlands Parkway, Suite 240 Las Vegas, Nevada 89141 Re: Initial Public Offering Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) to be entered into by and among Ault Disruptive Technologies Corporation, a Dela

Ault Disruptive Technologies Corporation Announces Closing of $115 Million Initial Public Offering, Including Full Exercise of Underwriters’ Over-Allotment Option

Exhibit 99.2 Ault Disruptive Technologies Corporation Announces Closing of $115 Million Initial Public Offering, Including Full Exercise of Underwriters? Over-Allotment Option New York, New York ? December 20, 2021 ? Ault Disruptive Technologies Corporation, a newly organized blank-check special purpose acquisition company formed as a Delaware corporation, today announced that it closed its initia

Ault Disruptive Technologies Corporation Prices $100 Million Initial Public Offering

Exhibit 99.1 Ault Disruptive Technologies Corporation Prices $100 Million Initial Public Offering New York, New York ? December 15, 2021 ? Ault Disruptive Technologies Corporation, a newly organized blank-check special purpose acquisition company formed as a Delaware corporation, today announced the pricing of its initial public offering of 10,000,000 units at an offering price of $10.00 per unit,

Registration Rights Agreement, dated as of December 15, 2021, by and among the Company, the Sponsor and certain other security holders of the Company.

Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of December 15, 2021, is made and entered into by and among Ault Disruptive Technologies Corporation, a Delaware corporation (the ?Company?), Ault Disruptive Technologies Company, LLC, a Delaware limited liability company (the ?Sponsor?) and the undersigned parties listed under Holder on the

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

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): December 15, 2021 Ault Disruptive Technologies Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-41171 86-2279256 (State or Other Jurisdiction of Incorporati

Form of Indemnity Agreement, dated as of December 15, 2021, by and among the Company and each of the officers and directors of the Company.

Exhibit 10.5 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of December 15, 2021, by and between Ault Disruptive Technologies Corporation, a Delaware corporation (the ?Company?), and [Name of Indemnitee] (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors or in other capacities unless the

Warrant Agreement, dated as of December 15, 2021, by and among the Company and Continental Stock Transfer & Trust Company, as warrant agent.

EX-4.1 4 ex41.htm EXHIBIT 4.1 Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (“Agreement”) is made as of December 15, 2021, between Ault Disruptive Technologies Corporation, a Delaware corporation, with offices at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, Nevada 89141 (“Company”), and Continental Stock Transfer & Trust Company, a limited purpose trust company, with offices at 1

Amended and Restated Certificate of Incorporation

EX-3.1 3 ex31.htm EXHIBIT 3.1 Exhibit 3.1 State of Delaware Secretary of State Division of Corporation Delivered 01:53 PM 12/15/2021 FILED 01:53 PM 12/15/2021 SR 20214104132 - File Number 5204193 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AULT DISRUPTIVE TECHNOLOGIES CORPORATION December 15, 2021 Ault Disruptive Technologies Corporation, a corporation organized and existing under the law

$100,000,000 AULT DISRUPTIVE TECHNOLOGIES CORPORATION 10,000,000 Units

424B4 1 f1214213424b4.htm PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration No. 333-260825 $100,000,000 AULT DISRUPTIVE TECHNOLOGIES CORPORATION 10,000,000 Units Ault Disruptive Technologies Corporation is a newly organized blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combinati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Exact name of registrant as specified in its charter) Delaware 86-2279256 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer I

Ault Disruptive Technologies Corporation 11411 Southern Highlands Parkway, Suite 240 Las Vegas, Nevada 89141

CORRESP 1 filename1.htm EMAIL: [email protected] DIRECT DIAL: 212.451.2234 December 13, 2021 VIA EMAIL AND EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Patrick Costello and Pam Long Division of Corporation Finance Office of Real Estate & Construction Re: Ault Disruptive Technologies Corporation Registration Statement on Form S-1 (No. 333-2

A.G.P. / Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022

A.G.P. / Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 December 13, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Re: Ault Disruptive Technologies Corporation Registration Statement on Form S-1 File No. 333-260825 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933,

Form of Letter Agreement among the Registrant and the Registrant’s officers, directors and Ault Disruptive Technologies Company, LLC.

Exhibit 10.1 [?], 2021 Ault Disruptive Technologies Corporation 11411 Southern Highlands Parkway, Suite 240 Las Vegas, Nevada 89141 Re: Initial Public Offering Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) to be entered into by and among Ault Disruptive Technologies Corporation, a Delaware cor

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant.

Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of [?], 2021 by and between Ault Disruptive Technologies Corporation, a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statements on Form S-1, File No.

Form of Placement Warrant Purchase Agreement between the Registrant and Ault Disruptive Technologies Company, LLC.

Exhibit 10.5 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [?], 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and between Ault Disruptive Technologies Corporation, a Delaware corporation (the ?Company?), and Ault Disruptive Technologies Company, LLC, a Delaware limited liability company (the ?Purc

As filed with the Securities and Exchange Commission on December 8, 2021

As filed with the Securities and Exchange Commission on December 8, 2021 Registration No.

Consent of Robert O. Smith.

Exhibit 99.6 Consent of Director Nominee Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended (the ?Securities Act?), the undersigned hereby consents to being named in the registration statement on Form S-1 and in all subsequent amendments and post-effective amendments or supplements thereto and in any registration statement for the same offering that is to be effective up

Form of Warrant Agreement between the Registrant and Continental Stock Transfer & Trust Company.

Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (?Agreement?) is made as of [?], 2021, between Ault Disruptive Technologies Corporation, a Delaware corporation, with offices at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, Nevada 89141 (?Company?), and Continental Stock Transfer & Trust Company, a limited purpose trust company, with offices at 1 State Street, 30th Floor, New York, N

Form of Amended and Restated Certificate of Incorporation.

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AULT DISRUPTIVE TECHNOLOGIES CORPORATION [?], 2021 Ault Disruptive Technologies Corporation, a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is ?Ault Disruptive Technologies Corporation?. The original certificate of incorp

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EMAIL: [email protected] DIRECT DIAL: 212.451.2234 December 8, 2021 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attn: Patrick Costello, Esq. Office of Real Estate & Construction Division of Corporation Finance Re: Ault Disruptive Technologies Corporation Registration Statement on Form S-1 Filed November 5, 2021 File No. 377-05117 Ladies and Gentlemen: On beha

Form of Underwriting Agreement.

Exhibit 1.1 10,000,000 Units Ault Disruptive Technologies Corporation UNDERWRITING AGREEMENT New York, New York [?], 2021 A.G.P./ Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Ault Disruptive Technologies Corporation, a Delaware corporation (the ?Company?), hereby confirms its agreem

Form of Registration Rights Agreement between the Registrant and certain security holders.

EX-10.3 9 ex103.htm EXHIBIT 10.3 Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2021, is made and entered into by and among Ault Disruptive Technologies Corporation, a Delaware corporation (the “Company”), Ault Disruptive Technologies Company, LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties li

Specimen Unit Certificate.

Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] AULT DISRUPTIVE TECHNOLOGIES CORPORATION UNITS CONSISTING OF ONE SHARE OF COMMON STOCK AND THREE-FOURTHS OF ONE REDEEMABLE WARRANT TO PURCHASE ONE SHARE OF COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (?Unit?) consists of one (1) share of common stock, par value $0.001 per share (?Common Stock?), of Ault

Consent of Jeffrey A. Bentz.

Exhibit 99.5 Consent of Director Nominee Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended (the ?Securities Act?), the undersigned hereby consents to being named in the registration statement on Form S-1 and in all subsequent amendments and post-effective amendments or supplements thereto and in any registration statement for the same offering that is to be effective up

Specimen Unit Certificate

Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] AULT DISRUPTIVE TECHNOLOGIES CORPORATION UNITS CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE-HALF OF ONE REDEEMABLE WARRANT TO PURCHASE ONE SHARE OF COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) share of common stock, par value $0.001 per share (“Common Stock”), of Ault Disr

Form of Placement Warrant Purchase Agreement between the Registrant and Ault Disruptive Technologies Company, LLC

Exhibit 10.5 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [?], 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and between Ault Disruptive Technologies Corporation, a Delaware corporation (the ?Company?), and Ault Disruptive Technologies Company, LLC, a Delaware limited liability company (the ?Purc

Form of Indemnity Agreement

Exhibit 10.6 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [•], 2021, by and between Ault Disruptive Technologies Corporation, a Delaware corporation (the “Company”), and [•] (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors or in other capacities unless they are provided wi

By-Laws. Incorporated herein by reference to the Registration Statement on Form S-1 filed on November 5, 2021, as Exhibit 3.3 thereto.

Exhibit 3.3 Adopted on February 22, 2021 Pursuant to Action of the Sole Incorporator In Lieu of Organizational Meeting BY LAWS OF AULT DISRUPTIVE TECHNOLOGIES CORPORATION (THE ?CORPORATION?) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the

Administrative Support Agreement, dated as of November 4, 2021, by and among the Company and BitNile Holdings, Inc. (now known as Ault Alliance, Inc.) Incorporated herein by reference to the Current Report on Form 8-K filed on December 20, 2021, as Exhibit 10.6 thereto.

Exhibit 10.7 AULT DISRUPTIVE TECHNOLOGIES CORPORATION 11411 Southern Highlands Parkway, Suite 240 Las Vegas, Nevada 89141 [?], 2021 Ault Global Holdings, Inc. 11411 Southern Highlands Parkway, Suite 240 Las Vegas, Nevada 89141 Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the ?Effective Date?) of the Registration Statement on Form S-1 (the ?Re

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CORRESP 1 filename1.htm EMAIL: [email protected] DIRECT DIAL: 212.451.2234 November 5, 2021 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attn: Patrick Costello, Esq., Office of Real Estate & Construction Division of Corporation Finance Re: Ault Disruptive Technologies Corporation Amendment No. 1 to Draft Registration Statement Response Dated August 27, 2021 CI

Consent of Mark Nelson

Exhibit 99.4 Consent of Director Nominee Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), the undersigned hereby consents to being named in the registration statement on Form S-1 and in all subsequent amendments and post-effective amendments or supplements thereto and in any registration statement for the same offering that is to be effective up

Form of Registration Rights Agreement between the Registrant and certain security holders

Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2021, is made and entered into by and among Ault Disruptive Technologies Corporation, a Delaware corporation (the ?Company?), Ault Disruptive Technologies Company, LLC, a Delaware limited liability company (the ?Sponsor?) and the undersigned parties listed under Holder on the signatur

Promissory Note, dated as of June 30, 2021, issued to the Sponsor. Incorporated herein by reference to the Registration Statement on Form S-1 filed on November 5, 2021, as Exhibit 10.8 thereto.

EX-10.8 17 ex108.htm EXHIBIT 10.8 Exhibit 10.8 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE T

Securities Subscription Agreement, dated February 23, 2021, between the Registrant and Ault Disruptive Technologies Company, LLC. Incorporated herein by reference to the Registration Statement on Form S-1 filed on November 5, 2021, as Exhibit 10.4 thereto.

Exhibit 10.4 Ault Disruptive Technologies Corporation 11411 Southern Highlands Parkway, Suite 240 Las Vegas, Nevada 89141 February 23, 2021 Ault Disruptive Technologies Company, LLC 11411 Southern Highlands Parkway, Suite 240 Las Vegas, Nevada 89141 RE: Subscription Agreement for Founder Shares Ladies and Gentlemen: We are pleased to accept the offer Ault Disruptive Technologies Company, LLC (the

Form of Letter Agreement among the Registrant and our officers, directors and Ault Disruptive Technologies Company, LLC

EX-10.1 10 ex101.htm EXHIBIT 10.1 Exhibit 10.1 [•], 2021 Ault Disruptive Technologies Corporation 11411 Southern Highlands Parkway, Suite 240 Las Vegas, Nevada 89141 Re: Initial Public Offering Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among Ault Disruptive Techno

Form of Audit Committee Charter

Exhibit 99.1 Ault Disruptive Technologies Corporation Board of Directors Audit Committee Charter Establishment and Purposes The Audit Committee (the “Committee”) of the Board of Directors (the “Board”) of Ault Disruptive Technologies Corporation (the “Company”) is established pursuant to the Company’s By-laws. The Committee’s primary purposes are to: · assist the Board with oversight of: § the int

Power of Attorney (included on the signature page to this Registration Statement).

As filed with the U.S. Securities and Exchange Commission on November 5, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Exact name of registrant as specified in its charter) Delaware 6770 86-2279256 (State or other jurisdiction of incorporat

Form of Amended and Restated Certificate of Incorporation

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AULT DISRUPTIVE TECHNOLOGIES CORPORATION [•], 2021 Ault Disruptive Technologies Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Ault Disruptive Technologies Corporation”. The original certificate of incorp

Certificate of Incorporation

Exhibit 3.1 State of Delaware Secretary of State Division of Corporations Delivered 04:42 PM 02/22/2021 FILED 04:42 PM 02/22/2021 SR 20210569682 ? File Number 5204193 CERTIFICATE OF INCORPORATION OF AULT DISRUPTIVE TECHNOLOGIES CORPORATION THE UNDERSIGNED, for the purpose of organizing a corporation for conducting the business and promoting the purposes hereinafter stated, under the provisions and

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant

Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of [?], 2021 by and between Ault Disruptive Technologies Corporation, a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statements on Form S-1, File No.

Consent of Mark Gustafson

EX-99.3 22 ex993.htm EXHIBIT 99.3 Exhibit 99.3 Consent of Director Nominee Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), the undersigned hereby consents to being named in the registration statement on Form S-1 and in all subsequent amendments and post-effective amendments or supplements thereto and in any registration statement for the same o

Form of Warrant Agreement between the Registrant and Continental Stock Transfer & Trust Company

EX-4.4 8 ex44.htm EXHIBIT 4.4 Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (“Agreement”) is made as of [●], 2021, between Ault Disruptive Technologies Corporation, a Delaware corporation, with offices at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, Nevada 89141 (“Company”), and Continental Stock Transfer & Trust Company, a limited purpose trust company, with offices at 1 State S

Warrant Agreement, dated as of December 15, 2021, by and among the Company and Continental Stock Transfer & Trust Company, as warrant agent. Incorporated herein by reference to the Current Report on Form 8-K filed on December 20, 2021, as Exhibit 4.1 thereto.

EX-4.3 7 ex43.htm EXHIBIT 4.3 Exhibit 4.3 [FACE] Date: Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW AULT DISRUPTIVE TECHNOLOGIES CORPORATION Incorporated under the laws of the State of Delaware CUSIP Warrant Certificate This Warrant Certificate certifies that [], or registered assign

Specimen Common Stock Certificate. Incorporated herein by reference to the Registration Statement on Form S-1 filed on November 5, 2021, as Exhibit 4.2 thereto.

EX-4.2 6 ex42.htm EXHIBIT 4.2 Exhibit 4.2 NUMBER SHARES C- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] AULT DISRUPTIVE TECHNOLOGIES CORPORATION INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, PAR VALUE OF $0.001 (THE “COMMON STOCK”), OF AULT DISRUPTIVE TECHNOLOGIES CORPORATION (THE “COMPAN

Form of Code of Ethics. Incorporated herein by reference to the Registration Statement on Form S-1 filed on November 5, 2021, as Exhibit 14.1 thereto.

EX-14.1 18 ex141.htm EXHIBIT 14.1 Exhibit 14.1 CODE OF ETHICS OF AULT DISRUPTIVE TECHNOLOGIES CORPORATION Adopted: [•], 2021 The Board of Directors (the “Board”) of Ault Disruptive Technologies Corporation (the “Company”) has adopted this Code of Ethics (this “Code”) to provide value for our stockholders; and • To encourage honest and ethical conduct, including fair dealing and the ethical handlin

Form of Compensation Committee Charter

Exhibit 99.2 Ault Disruptive Technologies Corporation Board of Directors Compensation Committee Charter Establishment and Purposes The Compensation Committee (the ?Committee?) of the Board of Directors (the ?Board?) of Ault Disruptive Technologies Corporation (the ?Company?) is established pursuant to the Company?s By-laws. The Committee?s primary purposes are to: ? provide oversight of the Compan

EMAIL: [email protected]

DRSLTR 1 filename1.htm EMAIL: [email protected] DIRECT DIAL: 212.451.2252 August 27, 2021 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Pam Long and Patrick Costello Re: Ault Disruptive Technologies Corporation Amendment No. 1 to Draft Registration Statement on Form S-1 Submitted July 26, 2021 CIK No. 0001

As confidentially submitted to the U.S. Securities and Exchange Commission on July 26, 2021 pursuant to the Jumpstart our Business Startups Act of 2021.

As confidentially submitted to the U.S. Securities and Exchange Commission on July 26, 2021 pursuant to the Jumpstart our Business Startups Act of 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Confidential Draft Submission No. 2 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Exact name

BY LAWS AULT DISRUPTIVE TECHNOLOGIES CORPORATION (THE “CORPORATION”) ARTICLE I

EX-3.3 2 filename2.htm Exhibit 3.3 Adopted on February 22, 2021 Pursuant to Action of the Sole Incorporator In Lieu of Organizational Meeting BY LAWS OF AULT DISRUPTIVE TECHNOLOGIES CORPORATION (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of

WARRANT AGREEMENT

EX-4.4 3 filename3.htm Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (“Agreement”) is made as of [●], 2021, between Ault Disruptive Technologies Corporation, a Delaware corporation, with offices at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, Nevada 89141 (“Company”), and Continental Stock Transfer & Trust Company, a limited purpose trust company, with offices at 1 State Street,

EMAIL: [email protected]

DRSLTR 1 filename1.htm EMAIL: [email protected] DIRECT DIAL: 212.451.2252 July 23, 2021 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Pamela Long and Austin Appleby Re: Ault Disruptive Technologies Corporation Confidential Draft Submission No. 1 to Registration Statement on Form S-1 Submitted June 29, 2021

BY LAWS AULT DISRUPTIVE TECHNOLOGIES CORPORATION (THE “CORPORATION”) ARTICLE I

EX-3.3 2 filename2.htm Exhibit 3.3 Adopted on February 22, 2021 Pursuant to Action of the Sole Incorporator In Lieu of Organizational Meeting BY LAWS OF AULT DISRUPTIVE TECHNOLOGIES CORPORATION (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of

As confidentially submitted to the U.S. Securities and Exchange Commission on June 29, 2021 pursuant to the Jumpstart our Business Startups Act of 2021.

As confidentially submitted to the U.S. Securities and Exchange Commission on June 29, 2021 pursuant to the Jumpstart our Business Startups Act of 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AULT DISRUPTIVE TECHNOLOGIES CORPORATION (Exact name of registrant as specified in its c

EMAIL: [email protected]

DRSLTR 1 filename1.htm EMAIL: [email protected] DIRECT DIAL: 212.451.2252 June 29, 2021 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Ault Disruptive Technologies Corporation Draft Registration Statement on Form S-1 Ladies and Gentlemen: On behalf of Ault Disruptive Technologies Corporation, a Delaware corporation (the “Company”), we hereb