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~~September 156, 2024

Ault Disruptive Technologies Corporation

(Exact Name of Registrant as Specified in Charter)

Delaware	001-41171	86-2279256
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

11411 Southern Highlands Parkway, Suite 240, Las Vegas, Nevada 89141

~~Las~~(Address ~~Vegas,~~of ~~Nevada~~principal ~~89141~~executive offices) (Zip Code)

(Address of Principal Executive Offices) (Zip Code)

(949) 444-5464

(Registrant’s telephone number, including area code)

N/A

(Former ~~Name~~name or ~~Former~~former ~~Address~~address, if ~~Changed~~changed ~~Since~~since ~~Last~~last ~~Report~~report)

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:

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~~210.14d-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(s)

Name of each exchange

on which registered

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

ADRTU

NYSE American LLC

Common Stock, par value $0.001 per share

ADRT

NYSE American LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR § 230.405 ~~of this chapter~~) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR § 240.12b-2 ~~of this chapter~~).

Emerging growth company x

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 15.0207. ~~Termination~~Submission of Matters to a ~~Material~~Vote ~~Definitive~~of ~~Agreement~~Security Holders.

AsOn ~~previously~~September ~~disclosed~~6, ~~on June 23,~~ 2024, Ault Disruptive Technologies Corporation, ~~a Delaware corporation~~ (the “Company”), ~~entered~~held ~~into~~ an ~~Agreement and~~Annual ~~Plan~~Meeting of ~~Merger~~Stockholders (asthe it“Meeting”). As ~~may~~of bethe ~~amended,~~close ~~supplemented~~of orbusiness ~~otherwise~~on ~~modified~~August ~~from~~7, ~~time to time~~2024, the ~~“Merger~~record ~~Agreement”) by~~date ~~and~~for ~~among~~the Meeting, the Company had 2,942,180 ~~ADRT~~shares ~~Merger~~of ~~Sub~~common stock, ~~Inc~~par value $0.,001 aper ~~Delaware~~share ~~corporation~~(“Common ~~and~~Stock”) aissued ~~direct~~and outstanding, ~~wholly~~which ~~owned~~constituted ~~subsidiary~~all of the ~~Company~~outstanding ~~(“Merger~~voting capital ~~Sub”),~~stock ~~and~~of ~~Gresham~~the ~~Worldwide, Inc~~Company.~~, a California corporation (“Gresham”).~~

OnAt ~~August~~the 15Meeting, ~~2024,~~ the stockholders ~~Company~~voted ~~delivered~~on atwo ~~termination~~proposals, ~~notice~~each toof ~~Gresham~~which ~~notifying~~is itdescribed ~~that~~in ~~the~~more ~~Company~~detail ~~was~~in ~~exercising its right to terminate~~ the ~~Merger Agreement~~Company’s ~~effective~~definitive ~~August~~proxy ~~15,~~statement ~~2024~~on ~~because~~Schedule ~~Gresham~~14A ~~recently~~ filed with ~~for~~the ~~bankruptcy~~U.S. NoSecurities ~~termination~~and ~~fee~~Exchange orCommission ~~other~~on ~~payment~~August is8, ~~due~~2024 ~~to any party to~~ (the ~~Merger~~“Proxy ~~Agreement~~Statement”). ~~from~~At ~~any of~~ the ~~other~~Meeting, ~~parties~~stockholders approved asboth aproposals ~~result~~that ofwere ~~the~~presented ~~termination.~~for ~~Following~~a ~~the termination, Ault Alliance, Inc~~vote. ~~will~~The ~~continue~~table tobelow ~~beneficially~~sets ~~own~~forth athe ~~majority~~number of ~~each~~votes ofcast ~~the~~for ~~Company’s~~ and ~~Gresham’s~~against ~~shares~~or ~~of common stock~~withheld, and the ~~Boards~~number of ~~Directors~~abstentions ofor ~~Ault~~broker ~~Alliance~~non-votes, ~~Inc.,~~for ~~the~~each ~~Company~~matter ~~and~~voted ~~Gresham~~upon ~~will~~by ~~consist~~the ofCompany’s ~~several identical members~~stockholders.

~~Item~~Proposal ~~9.01.~~One: ~~Financial~~The ~~Statements~~re-election of the director named in the Proxy Statement, to the Company's board of directors, with such director serving as a Class II director to hold office for a term of three years or until his successor has been duly elected and ~~Exhibits~~qualified.

(d) Exhibits

		For		Against		Abstain		Broker Non-Votes
Steve J. Smith		2,879,263		687		0		19,718

Exhibit No.		Description
101		Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language).
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

Proposal Two: The ratification of Marcum LLP, as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.

SIGNATURES

For		Against		Abstain		Broker Non-Votes
2,895,922		3,746		0		0

~~Pursuant~~Item to9.01. ~~the~~Financial ~~requirements~~Statements ofand ~~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~~Exhibits.

(d) Exhibits

Exhibit No.		Exhibit Description

101		Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language).

104		Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).

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.

Dated: September 6, 2024	AULT DISRUPTIVE TECHNOLOGIES CORPORATION

	By:	/s/ Henry Nisser
	Name:	Henry Nisser
	Title:	President and General Counsel

Dated: August 15, 2024

AULT DISRUPTIVE TECHNOLOGIES CORPORATION

/s/ Henry Nisser

Henry Nisser

President and General Counsel

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