Home > Insider Trading > Filing (0001104659-22-096094)

Filing Details

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	1177 West Loop South, Suite 1310 Houston TX 77027	President	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2022-08-26	100,000	$0.00	100,000	No	4	C	Indirect	By Direct Digital Management, LLC
Class A Common Stock	Disposition	2022-08-26	60,000	$3.13	40,000	No	4	S	Indirect	By SKW Financial LLC

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	By Direct Digital Management, LLC
No	4	S	Indirect	By SKW Financial LLC

Reported Derivative Transactions

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class A Common Units of Direct Digital Holdings LLC	Disposition	2022-08-26	100,000	$0.00	100,000	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
5,589,000			No	4	C	Indirect

Footnotes

Pursuant to the Second Amended and Restated Limited Liability Company Agreement of Direct Digital Holdings, LLC, dated as of February 15, 2022, Class A Common Units (as defined therein) held by the Reporting Person (indirectly through the Reporting Person's ownership interest in Direct Digital Management, LLC) are exchangeable for shares of Class A Common Stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The Class A Common Units have no expiration date. At the time of any such exchange, an equal number of shares of Class B Common Stock of the Issuer held by the Reporting Person, which have no economic value and entitle holders thereof to one vote per share on all matters on which stockholders of the Issuer are entitled to vote generally, are cancelled.
Upon receipt of the securities converted from Table II, Direct Digital Management, LLC distributed 100,000 shares of Class A Common Stock to one of its members, SKW Financial LLC, for no consideration. The Reporting Person, as owner of SKW Financial LLC and a Managing Partner of Direct Digital Management, LLC, may be deemed to have beneficial ownership of the securities directly held by SKW Financial LLC and Direct Digital Management, LLC.
Shares were transferred at fair market value in payment of an obligation owed by the Reporting Person to the transferee.