dMY Squared Restates Financials

TL;DR

dMY Squared says 'oops' on old financials, expect restatements.

AI Summary

dMY Squared Technology Group, Inc. announced on August 26, 2025, that it will not rely on previously issued financial statements. This decision impacts their financial reporting and audit processes.

Why It Matters

This filing indicates potential issues with past financial reporting, which could affect investor confidence and require significant remediation efforts.

Risk Assessment

Risk Level: high — Non-reliance on previously issued financial statements suggests significant accounting or reporting errors that could lead to restatements and impact the company's valuation.

Key Players & Entities

• dMY Squared Technology Group, Inc. (company) — Registrant
• August 26, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — rican Class A common stock, par value $0.0001 per share DMYY NYSE American Rede
• $11.50 — mon stock, each at an exercise price of $11.50 per share DMYY.WS NYSE American I
• $42.0 million — emed and the Company paid approximately $42.0 million to redeeming shareholders on January 4,
• $420,000 — excise tax obligation of approximately $420,000. Accrual of this obligation was require

Filing Documents

• dmysquared_8k.htm (8-K) — 50KB
• 0001829126-25-006739.txt ( ) — 269KB
• cik0001915380-20250826.xsd (EX-101.SCH) — 4KB
• cik0001915380-20250826_def.xml (EX-101.DEF) — 27KB
• cik0001915380-20250826_lab.xml (EX-101.LAB) — 37KB
• cik0001915380-20250826_pre.xml (EX-101.PRE) — 26KB
• dmysquared_8k_htm.xml (XML) — 8KB

02. Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

Item 4.02. Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review. On August 26, 2025, the audit committee (the "Audit Committee") of the board of directors of dMY Squared Technology Group, Inc. (the "Company"), in consultation with the Company's management, determined that the Company's previously issued unaudited condensed financial statements contained in its Quarterly Report on Form 10-Q as of and for the three months ended March 31, 2025, filed with the SEC on May 15, 2025 (the "First Quarter 10-Q"), should no longer be relied upon due to the under-accrual of excise tax payable under the Inflation Reduction Act of 2022 ("IRA") in connection with the redemption of Public Shares (as defined below) in January 2024 and the corresponding impact on accumulated deficit presented in the balance sheet in the First Quarter 10-Q. As previously disclosed, the Company held a special meeting of its shareholders on January 2, 2024, for the purpose of seeking shareholder approval of an amendment to the Company's amended and restated articles of association to extend the date by which the Company has to consummate its initial business combination, among other matters (the "Special Meeting"). In connection with the Special Meeting, an aggregate of 3,980,414 shares of Class A common stock initially issued by the Company as part of the units sold in its initial public offering (such shares, the "Public Shares") were redeemed and the Company paid approximately $42.0 million to redeeming shareholders on January 4, 2024. The IRA imposes a 1% excise tax on the fair market value of repurchased shares, subject to netting rules and certain exceptions, occurring on or after January 1, 2023. As a result, the Company incurred an excise tax obligation of approximately $420,000. Accrual of this obligation was required. At December 31, 2024, the net impact of excise tax payable was immaterial due to offsetting of over-accrued income tax

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K includes "forward-looking statements". Certain of these forward-looking statements can be identified by the use of words such as "intends", "may", "will" or other similar expressions. Such statements may include, but are not limited to, statements regarding the impact of the Company's restatement of certain historical financial statements, any proposed remediation measures with respect to identified material weaknesses, the Company's previously disclosed non-compliance with NYSE American continued listing standards relating to timely filing of its periodic reports and its ability to regain and maintain compliance with the requirements of the NYSE American, the outcome of any legal proceedings or government or regulatory action on inquiry that may be instituted against the Company related to the matters disclosed in this Current Report on Form 8-K, and other risks and uncertainties described from time to time in the Company's filings with the SEC. These statements are based on the Company's current expectations on the date of this Current Report on Form 8-K and involve a number of risks and uncertainties that may cause actual results to differ significantly. The Company does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements. 1 SIGNATURE 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. DMY SQUARED TECHNOLOGY GROUP, INC. By: /s/ Harry L. You Name: Harry L. You Title: Chief Executive Officer, Chief Financial Officer and Chairman Dated: August 26, 2025 2

View Full Filing

View this 8-K filing on SEC EDGAR