{"url_path":"/sec/illr/8-k/2026-06-25/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive Agreement**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-25","source_url":"https://www.sec.gov/Archives/edgar/data/1769624/0001213900-26-071784-index.html","accession_number":"0001213900-26-071784","cik":"0001769624","ticker":"ILLR","issuer_name":"Triller Group Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1769624/0001213900-26-071784-index.html","primary_entity_key":"0001769624","primary_entity_name":"Triller Group Inc."},"word_count":395,"has_tables":true,"body_markdown":"**Item 1.01 Entry into a Material Definitive Agreement**\n\n* *\n\nOn June 23, 2026, Trendy Reach Holdings Limited\n(“Buyer”), a wholly owned British Virgin Islands subsidiary of Triller Group Inc. (“Triller”), entered into\na definitive membership interest purchase agreement (the “Purchase Agreement”) with a limited liability company\norganized under the laws of The Bahamas (“Seller”), for Buyer to purchase 100% of the membership interests (the\n“Holdings Membership Interests”) of SAC1, a Bahamian investment vehicle (“Holdings”) that owns certain\ncommon stock equivalent interests (the “Share Equivalents”), through the Holdings investment in the Fortune Offshore\nFund – Gigafund in and to 3,917,185 shares of Class A common stock, par value $0.001 per share (the “SpaceX\nShares”) of Space Exploration Technologies Corp., a Texas corporation (“SpaceX”).\n\n \n\nThe purchase price for the Holdings Membership Interests is US $411,304,425\n(the “Purchase Price”), which is the equivalent of $105 per Share Equivalent.\n\n \n\nThe closing of the purchase of the Holdings Membership Interests will\nno later than July 22, 2026 (the “Outside Closing Date”). The actual date of the closing is referred to as the\n“Closing Date.” The Purchase Price will be held in escrow pending the closing, and will be released when irrevocable\ninstructions and related documentation for the transfer of the SpaceX Shares and/or the Share Equivalents to the Buyer have been\nfinalized by all parties.\n\n \n\nThe Purchase Agreement contains standard representations and warranties\nby both parties, as well as additional representations by the Seller as to the Holdings Membership Interests, the Share Equivalents and\nthe SpaceX Shares. The Purchase Agreement also contains a number of closing conditions, including without limitation (i) the closing having\noccurred on or before the Outside Closing Date, (ii) the funding of the escrow account in the full amount of the Purchase Price; and (iii)\nthe completion of due diligence by the Buyer to the satisfaction of the Buyer in its sole discretion.\n\n* *\n\nThe Holdings Membership Interests will be transferred to the Buyer in\na transaction pursuant to an applicable exemption from the registration requirements of the Securities Act of 1933, as amended, (the\n“Securities Act”) including without limitation a private resale pursuant to so called “Section 4(a)(1½)”.\nThe Holdings Membership Interests, the Share Equivalents and the SpaceX Shares have not been registered under the Securities Act and\nmay not be offered or sold in the United States absent registration or an applicable exemption from registration requirements."}