SEC Info - Troika Media Group, Inc. - ‘10-KT/A’ for 12/31/22

Troika Media Group, Inc. – ‘10-KT/A’ for 12/31/22 – ‘EX-31.2’

On: Monday, 5/15/23, at 5:07pm ET · For: 12/31/22 · Accession #: 1628280-23-18260 · File #: 1-40329

As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/15/23 Troika Media Group, Inc. 10-KT/A 12/31/22 17:4.7M Workiva Inc Wde… FA01/FA

Document/Exhibit Description Pages Size 1: 10-KT/A Amendment to Annual-Transition Report HTML 1.81M 2: EX-10.23 Material Contract HTML 20K 3: EX-23.1 Consent of Expert or Counsel HTML 7K 4: EX-31.1 Certification -- §302 - SOA'02 HTML 10K 5: EX-31.2 Certification -- §302 - SOA'02 HTML 10K 6: EX-32.1 Certification -- §906 - SOA'02 HTML 8K 7: EX-32.2 Certification -- §906 - SOA'02 HTML 8K 12: R1 Cover HTML 84K 15: XML IDEA XML File -- Filing Summary XML 15K 13: XML XBRL Instance -- trka-20221231_htm XML 42K 14: EXCEL IDEA Workbook of Financial Reports XLSX 10K 9: EX-101.DEF XBRL Definitions -- trka-20221231_def XML 58K 10: EX-101.LAB XBRL Labels -- trka-20221231_lab XML 122K 11: EX-101.PRE XBRL Presentations -- trka-20221231_pre XML 60K 8: EX-101.SCH XBRL Schema -- trka-20221231 XSD 12K 16: JSON XBRL Instance as JSON Data -- MetaLinks 19± 28K 17: ZIP XBRL Zipped Folder -- 0001628280-23-018260-xbrl Zip 237K

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EXHIBIT 31.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Erica Naidrich, the Chief Financial Officer of Troika Media Group, Inc., certify that: I have reviewed this annual report on Form 10-K of Troika Media Group, Inc. for the year ended December 31, 2022; 1. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 2. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 3. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a- 15(f) and 15d-15(f)) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 4. I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

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(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. Date: May 15, 2023 By: /s/ Erica Naidrich Name: Erica Naidrich Title: Chief Financial Officer (Principal Financial Officer)

This ‘10-KT/A’ Filing

Date

Other Filings

Filed on:

5/15/23

10-Q

For Period end:

12/31/22

10-KT, 10-KT/A

List all Filings

As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/28/23 Troika Media Group, Inc. 8-K:8,9 8/28/23 11:1.4M Workiva Inc Wde… FA01/FA 7/28/23 Troika Media Group, Inc. 8-K:8,9 7/28/23 11:1.3M Workiva Inc Wde… FA01/FA 7/17/23 Troika Media Group, Inc. 8-K:8,9 7/14/23 11:1.3M Workiva Inc Wde… FA01/FA 5/24/23 Troika Media Group, Inc. 424B5 1:106K Workiva Inc Wde… FA01/FA

As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/16/23 Troika Media Group, Inc. 8-K:5,8,9 2/10/23 13:7.1M Workiva Inc Wde… FA01/FA 11/22/22 Troika Media Group, Inc. 10-K/A 6/30/22 103:83M Workiva Inc Wde… FA01/FA 11/14/22 Troika Media Group, Inc. 10-Q 9/30/22 74:15M Workiva Inc Wde… FA01/FA 9/28/22 Troika Media Group, Inc. 10-K 6/30/22 100:79M Workiva Inc Wde… FA01/FA 9/27/22 Troika Media Group, Inc. 8-K:1,3,9 9/26/22 13:682K Workiva Inc Wde… FA01/FA 6/13/22 Troika Media Group, Inc. 8-K:5,9 6/07/22 14:307K Discount Edgar/FA 5/25/22 Troika Media Group, Inc. 8-K:3,5,9 5/19/22 14:339K Discount Edgar/FA 4/27/22 Troika Media Group, Inc. 8-K:5,9 4/21/22 13:801K Discount Edgar/FA 3/24/22 Troika Media Group, Inc. 8-K:2,3,5,9 3/21/22 19:9.2M Discount Edgar/FA 3/18/22 Troika Media Group, Inc. 8-K:1,9 3/16/22 17:953K Discount Edgar/FA 2/24/22 Troika Media Group, Inc. 8-K:1,9 2/24/22 14:414K Discount Edgar/FA 1/06/22 Troika Media Group, Inc. DEF 14C 1/06/22 1:482K Discount Edgar/FA 9/29/21 Troika Media Group, Inc. 10-K 6/30/21 97:8M Discount Edgar/FA 5/25/21 Troika Media Group, Inc. 8-K:1,2,3,5 5/21/21 6:380K Discount Edgar/FA 4/08/21 Troika Media Group, Inc. S-1/A 9:26M Discount Edgar/FA 3/31/21 Troika Media Group, Inc. S-1 7:3.3M Discount Edgar/FA 3/19/21 Troika Media Group, Inc. DRS/A¶ 4/01/21 3:3.6M Discount Edgar/FA 8/01/19 Troika Media Group, Inc. DRS¶ 4/01/21 15:72M 123EDGARDIRECT Inc./FA 7/24/19 Troika Media Group, Inc. S-1 22:145M 123EDGARDIRECT Inc./FA 7/06/18 Troika Media Group, Inc. 8-K:1,2,3,5 6/29/18 4:1.6M 123EDGARDIRECT Inc./FA 6/20/17 Troika Media Group, Inc. 8-K:1,2,3,5 6/12/17 3:657K 123EDGARDIRECT Inc./FA 4/02/15 Troika Media Group, Inc. 8-K:1,2,3,5 3/27/15 11:3.3M 123EDGARDIRECT Inc./FA

Troika Media Group, Inc. – ‘10-KT/A’ for 12/31/22 – ‘EX-31.2’

On: Monday, 5/15/23, at 5:07pm ET · For: 12/31/22 · Accession #: 1628280-23-18260 · File #: 1-40329

Previous ‘10-KT’: ‘10-KT/A’ on 4/14/23 for 12/31/22 · Latest ‘10-KT’: This Filing · 26 References:

Amendment to Annual-Transition Report — Form 10-K

Filing Table of Contents

‘EX-31.2’ — Certification — §302 – SOA’02

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

4 Subsequent Filings that Reference this Filing

22 Previous Filings that this Filing References

Troika Media Group, Inc. – ‘10-KT/A’ for 12/31/22 – ‘EX-31.2’

On: Monday, 5/15/23, at 5:07pm ET · For: 12/31/22 · Accession #: 1628280-23-18260 · File #: 1-40329

Amendment to Annual-Transition Report — Form 10-KFiling Table of Contents

‘EX-31.2’ — Certification — §302 – SOA’02

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

4 Subsequent Filings that Reference this Filing

22 Previous Filings that this Filing References

Amendment to Annual-Transition Report — Form 10-K

Filing Table of Contents