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Filing Details

Accession Number:: 0001628280-25-015294
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-03-27 19:55:28
Reporting Period:: 2025-03-20

Filing Date:: 2025-03-27
Accepted Time:: 2025-03-27 19:55:28
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1880613	Direct Digital Holdings Inc.	DRCT	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1203452	Keith W Smith	C/O Direct Digital Holdings, Inc. 1177 West Loop Sout, Suite 1300 Houston TX 77027	President	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock, Par Value $0.001 Per Share	Acquisiton	2025-03-20	9,970	$0.00	53,971	No	4	M	Direct
Class A Common Stock, Par Value $0.001 Per Share	Disposition	2025-03-20	2,957	$0.79	51,014	No	4	F	Direct
Class A Common Stock, Par Value $0.001 Per Share	Disposition	2025-03-25	7,700	$0.76	32,749	No	4	S	Indirect	By SKW Financial LLC
Class A Common Stock, Par Value $0.001 Per Share	Disposition	2025-03-26	20,563	$0.78	12,186	No	4	S	Indirect	By SKW Financial LLC
Class A Common Stock, Par Value $0.001 Per Share	Disposition	2025-03-27	12,186	$0.78	0	No	4	S	Indirect	By SKW Financial LLC

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Direct
No	4	F	Direct
No	4	S	Indirect	By SKW Financial LLC
No	4	S	Indirect	By SKW Financial LLC
No	4	S	Indirect	By SKW Financial LLC

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock, Par Value $0.001 Per Share	Restricted Stock Units	Disposition	2025-03-20	9,970	$0.00	9,970	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
9,970			No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock, Par Value $0.001 Per Share	0	Indirect	By SKW Financial LLC

Footnotes

Each restricted stock unit represents a contingent right to one share of DRCT's Class A Common Stock, par value $0.001 per share, upon settlement.
Represents shares withheld to satisfy tax liabilities associated with the reported vesting of restricted stock units for 9,970 shares.
This sale was made pursuant to a 10b5-1 plan previously entered into by the reporting person on December 12, 2024. This transaction was executed in multiple trades at prices ranging from $0.75 to $0.77 per share. The price reported above reflects the weighted average purchase price on the date indicated. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares.
This sale was made pursuant to a 10b5-1 plan previously entered into by the reporting person on December 12, 2024. This transaction was executed in multiple trades at prices ranging from $0.75 to $0.82 per share. The price reported above reflects the weighted average purchase price on the date indicated. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares.
This sale was made pursuant to a 10b5-1 plan previously entered into by the reporting person on December 12, 2024. This transaction was executed in multiple trades at prices ranging from $0.70 to $0.87 per share. The price reported above reflects the weighted average purchase price on the date indicated. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares.
On March 20, 2023, the reporting person was granted 29,910 restricted stock units, vesting in three annual installments beginning on the first anniversary of the grant date. 33% of the restricted stock units vested on March 20, 2024, an additional 33% of the restricted stock units vested on March 20, 2025, and the remaining balance of 34% of the restricted stock units will vest on March 20, 2026. Vesting will be accelerated upon certain termination of employment events and upon a "Change in Control" (as defined in the Direct Digital Holdings, Inc. 2022 Omnibus Incentive Plan).