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UPLOAD Filing

MNTN, Inc.
Date: May 20, 2025 · CIK: 0001891027 · Accession: 0000000000-25-005389

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File numbers found in text: 333-285471

Date
May 20, 2025
Author
Division of
Form
UPLOAD
Company
MNTN, Inc.

Letter

Re: MNTN, Inc. Amendment No. 3 to Registration Statement on Form S-1 Filed May 14, 202 File No. 333-285471 Dear Mark Douglas:

May 20, 2025

Mark Douglas Chief Executive Officer MNTN, Inc. 823 Congress Avenue #1827 Austin, TX 78768

We have reviewed your amended registration statement and have the following comment(s).

Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response.

After reviewing any amendment to your registration statement and the information you provide in response to this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our December 9, 2024 letter.

Amendment No.3 to Registration Statement on Form S-1 Summary Historical Consolidated Financial and Other Data, page 16

1. Please explain to us how you calculated your pro forma net loss per share and weighted average shares of common stock used to compute pro forma net loss per share. Please note the weighted average number of shares outstanding during the period should be adjusted to give effect to any shares that have been or will be issued to consummate the transaction as if the shares were outstanding as of the beginning of the period presented. 2. Please explain in detail how total assets as adjusted and as further adjusted were calculated. May 20, 2025 Page 2

Please contact Scott Stringer at 202-551-3272 or Lyn Shenk at 202-551-3380 if you have questions regarding comments on the financial statements and related matters. Please contact Nicholas Nalbantian at 202-551-7470 or Dietrich King at 202-551-8071 with any other questions.

Sincerely,
Division of
Corporation Finance
Office of Trade &
Services
cc: Ian Schuman

Show Raw Text
<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 May 20, 2025

Mark Douglas
Chief Executive Officer
MNTN, Inc.
823 Congress Avenue
#1827
Austin, TX 78768

 Re: MNTN, Inc.
 Amendment No. 3 to Registration Statement on Form S-1
 Filed May 14, 202
 File No. 333-285471
Dear Mark Douglas:

 We have reviewed your amended registration statement and have the
following
comment(s).

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our December 9,
2024 letter.

Amendment No.3 to Registration Statement on Form S-1
Summary Historical Consolidated Financial and Other Data, page 16

1. Please explain to us how you calculated your pro forma net loss per
share and
 weighted average shares of common stock used to compute pro forma net
loss per
 share. Please note the weighted average number of shares outstanding
during the
 period should be adjusted to give effect to any shares that have been or
will be issued
 to consummate the transaction as if the shares were outstanding as of
the beginning of
 the period presented.
2. Please explain in detail how total assets as adjusted and as further
adjusted were
 calculated.
 May 20, 2025
Page 2

 Please contact Scott Stringer at 202-551-3272 or Lyn Shenk at
202-551-3380 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Nicholas Nalbantian at 202-551-7470 or Dietrich King at 202-551-8071
with any
other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Trade &
Services
cc: Ian Schuman
</TEXT>
</DOCUMENT>