DRCT on Nasdaq
Direct Digital Holdings, Inc.
American advertising services company based in Houston, active since 20092
In its 2026 annual report the company says: “We are an end-to-end, full-service advertising and marketing platform primarily focused on providing advertising technology, data-driven campaign optimization and other solutions to help brands, agencies and middle market businesses deliver successful marketing results that drive return on investment across both the sell- and buy-side of the digital advertising ecosystem.”6 Its shares trade on Nasdaq under the symbol DRCT.2
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Last updated Oct 21, 2026.
Overview
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- TickerDRCT on Nasdaq2
- IndustryServices-Advertising2
- HeadquartersCharlotte, United States2
- Incorporated inDE4
- Business address1177 West Loop South, Suite 1310, Houston, Tx 770274
- Filer category, Emerging growth company4
- Legal formCorporation2
- LEI5493007D3YPNWZNE6X262
- StatusActive2
- LEI statusLapsed (not renewed)2
- Registered addressC/O CORPORATION SERVICE COMPANY, 19808 Wilmington, United States2
- Registered withDivision of Corporations, Department of State, 47156252
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We are an end-to-end, full-service advertising and marketing platform primarily focused on providing advertising technology, data-driven campaign optimization and other solutions to help brands, agencies and middle market businesses deliver successful marketing results that drive return on investment ("ROI") across both the sell- and buy-side of the digital advertising ecosystem. Direct Digital Holdings, Inc., incorporated as a Delaware corporation on August 23, 2021 and headquartered in Houston, Texas, is the holding company for DDH LLC, the business formed by our founders in 2018 through acquisitions of Colossus Media and Huddled Masses. Colossus Media operates our proprietary sell-side programmatic platform operating under the trademarked banner of Colossus SSP™. In September 2020, DDH LLC acquired Orange 142 to further bolster its overall programmatic buy-side advertising platform an…6 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
What sells
Revenue by product, business segment and region, as the company reports it to the SEC.
Products and services
Buy-side advertising brought in 85% of the revenue Direct Digital Holdings, Inc. broke down this way in fiscal 2025.
Products and services by year
| Products and services | 2024 | 2025 |
|---|---|---|
| Buy-side advertising | $26.6M | $29.4M |
| Sell-side advertising | $35.7M | $5.3M |
Business segments
Buy-side advertising brought in 85% of the revenue Direct Digital Holdings, Inc. broke down this way in fiscal 2025.
Business segments by year
| Business segments | 2024 | 2025 |
|---|---|---|
| Buy-side advertising | $26.6M | $29.4M |
| Sell-side advertising | $35.7M | $5.3M |
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue70¢$24.3M
- Other costs30¢$10.4M
Out of $34.7M in revenue.3 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.3
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Total revenues | $34.7M | $62.3M |
| Total cost of revenues | $24.3M | $44.9M |
| Gross profit | $10.4M | $17.4M |
| Compensation, taxes and benefits | $14.5M | $16.4M |
| General and administrative | $10.7M | $14.2M |
| Total operating expenses | $25.2M | $30.6M |
| Loss from operations | -$14.8M | -$13.2M |
| Other income | $77.0K | $199.0K |
| Expenses and commitment shares for Equity Reserve Facility | -$198.0K | -$532.0K |
| Loss on settlement of accounts payable | -$267.0K | $0 |
| Loss on debt extinguishment | -$3.8M | $0 |
| Loss on Exit Fee | -$3.6M | $0 |
| Derecognition of tax receivable agreement liability | $0 | $5.2M |
| Interest expense and amortization of deferred financing cost and debt discount (premium), net | -$5.2M | -$5.4M |
| Total other expense, net | -$13.0M | -$542.0K |
| Loss before income taxes | -$27.7M | -$13.8M |
| Income tax expense | $0 | $6.1M |
| Net loss | -$27.7M | -$19.9M |
| Net loss attributable to noncontrolling interest | -$8.8M | -$13.7M |
| Net loss attributable to Direct Digital Holdings, Inc. | -$18.9M | -$6.2M |
| Basic (in dollars per share) | -$75.79 | -$91.26 |
| Diluted (in dollars per share) | -$75.79 | -$91.26 |
| Basic (in shares) | 308.0K shares | 68.0K shares |
| Diluted (in shares) | 308.0K shares | 68.0K shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.3
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash and cash equivalents | $728.0K | $1.4M | |
| Accounts receivable, net of provision for credit losses of $944 and $978 | $3.1M | $5.0M | |
| Prepaid expenses and other current assets | $890.0K | $2.1M | |
| Total current assets | $4.7M | $8.5M | |
| Property, equipment and software, net | $166.0K | $341.0K | |
| Goodwill | $6.5M | $6.5M | |
| Intangible assets, net | $7.9M | $9.7M | |
| Operating lease right-of-use assets | $702.0K | $832.0K | |
| Other long-term assets | $172.0K | $48.0K | |
| Total assets | $20.2M | $26.0M | |
| Accounts payable | $7.8M | $7.7M | |
| Liability related to tax receivable agreement, current portion | $41.0K | $41.0K | |
| Current maturities of long-term debt | $12.0M | $3.7M | |
| Deferred revenues | $513.0K | $507.0K | |
| Operating lease liabilities, current portion | $221.0K | $188.0K | |
| Total current liabilities | $26.4M | $13.3M | |
| Long-term debt, net of current portion, deferred financing cost and debt discount | $146.0K | $31.6M | |
| Operating lease liabilities, net of current portion | $608.0K | $783.0K | |
| Total liabilities | $27.2M | $45.7M | |
| Series A Convertible Preferred Stock, $0.001 par value per share, 10,000,000 shares authorized, 27,077 and 0 shares issued and outstanding, respectively | $0 | $0 | |
| Additional paid-in capital | $25.8M | $3.8M | |
| Accumulated deficit | -$27.7M | -$8.8M | |
| Noncontrolling interest | -$5.1M | -$14.7M | |
| Total stockholders deficit | -$7.0M | -$19.7M | -$5.4M |
| Total liabilities and stockholders deficit | $20.2M | $26.0M | |
| Accounts receivable, net of provision for credit losses of $944 and $978 | $944.0K | $978.0K | $344.0K |
| Preferred stock par value (in dollar per share) | $0.00 | $0.00 | |
| Preferred stock authorized (in shares) | 10.0M shares | 10.0M shares | |
| Preferred stock, shares outstanding (in shares) | 27.1K shares | 0 shares | |
| Preferred stock, shares issued (in shares) | 27.1K shares | 0 shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash and cash equivalents | $728.0K | $1.4M | |
| Accounts receivable, net of provision for credit losses of $944 and $978 | $3.1M | $5.0M | |
| Prepaid expenses and other current assets | $890.0K | $2.1M | |
| Total current assets | $4.7M | $8.5M | |
| Property, equipment and software, net | $166.0K | $341.0K | |
| Goodwill | $6.5M | $6.5M | |
| Intangible assets, net | $7.9M | $9.7M | |
| Operating lease right-of-use assets | $702.0K | $832.0K | |
| Other long-term assets | $172.0K | $48.0K | |
| Total assets | $20.2M | $26.0M | |
| Accounts payable | $7.8M | $7.7M | |
| Liability related to tax receivable agreement, current portion | $41.0K | $41.0K | |
| Current maturities of long-term debt | $12.0M | $3.7M | |
| Deferred revenues | $513.0K | $507.0K | |
| Operating lease liabilities, current portion | $221.0K | $188.0K | |
| Total current liabilities | $26.4M | $13.3M | |
| Long-term debt, net of current portion, deferred financing cost and debt discount | $146.0K | $31.6M | |
| Operating lease liabilities, net of current portion | $608.0K | $783.0K | |
| Total liabilities | $27.2M | $45.7M | |
| Series A Convertible Preferred Stock, $0.001 par value per share, 10,000,000 shares authorized, 27,077 and 0 shares issued and outstanding, respectively | $0 | $0 | |
| Additional paid-in capital | $25.8M | $3.8M | |
| Accumulated deficit | -$27.7M | -$8.8M | |
| Noncontrolling interest | -$5.1M | -$14.7M | |
| Total stockholders deficit | -$7.0M | -$19.7M | -$5.4M |
| Total liabilities and stockholders deficit | $20.2M | $26.0M | |
| Accounts receivable, net of provision for credit losses of $944 and $978 | $944.0K | $978.0K | $344.0K |
| Preferred stock par value (in dollar per share) | $0.00 | $0.00 | |
| Preferred stock authorized (in shares) | 10.0M shares | 10.0M shares | |
| Preferred stock, shares outstanding (in shares) | 27.1K shares | 0 shares | |
| Preferred stock, shares issued (in shares) | 27.1K shares | 0 shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.3
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$27.7M | -$19.9M |
| Amortization of deferred financing cost and debt discount (premium), net | $3.2M | $1.1M |
| Amortization of intangible assets | $1.9M | $2.0M |
| Reduction in carrying amount of right-of-use assets | $182.0K | $156.0K |
| Depreciation and amortization of property, equipment and software | $262.0K | $275.0K |
| Stock-based compensation | $1.5M | $1.6M |
| Deferred income taxes | $0 | $6.1M |
| Derecognition of tax receivable agreement liability | $0 | -$5.2M |
| Loss on debt extinguishment | $3.8M | $0 |
| Loss on Exit Fee | $3.6M | $0 |
| Loss on settlement of accounts payable | $267.0K | $0 |
| Interest paid in kind | $1.1M | $0 |
| Commitment shares and expenses for Equity Reserve Facility | $0 | $532.0K |
| Provision for credit losses/bad debt expense | $6.0K | $619.0K |
| Accounts receivable | $1.8M | $31.6M |
| Prepaid expenses and other assets | -$27.0K | -$60.0K |
| Accounts payable | $911.0K | -$26.3M |
| Accrued liabilities and TRA payable | $638.0K | -$1.1M |
| Income taxes payable | -$65.0K | -$34.0K |
| Deferred revenues | $6.0K | $126.0K |
| Operating lease liability | -$193.0K | -$127.0K |
| Net cash used in operating activities | -$8.9M | -$8.6M |
| Cash paid for capitalized software and property and equipment | -$87.0K | -$17.0K |
| Net cash used in investing activities | -$87.0K | -$17.0K |
| Proceeds from note payable | $3.8M | $4.0M |
| Payments on term loan | $0 | -$373.0K |
| Proceeds from line of credit | $0 | $6.7M |
| Payments on line of credit | -$3.7M | -$6.0M |
| Payment of expenses for Equity Reserve Facility | -$198.0K | -$382.0K |
| Payment of deferred financing cost | $0 | -$26.0K |
| Proceeds from issuance of Class A Common Stock | $8.7M | $1.6M |
| Payments on financed insurance premiums | -$317.0K | $0 |
| Payment of tax related to shares withheld upon vesting | $0 | -$878.0K |
| Proceeds from options exercised | $0 | $92.0K |
| Proceeds from warrants exercised | $0 | $215.0K |
| Net cash provided by financing activities | $8.3M | $5.0M |
| Net decrease in cash and cash equivalents | -$717.0K | -$3.7M |
| Cash paid for taxes | $3.0K | $388.0K |
| Cash paid for interest | $835.0K | $4.3M |
| Conversion of term loan into preferred stock net of premium | $30.7M | $0 |
| Accrued term loan amendment closing fees | $0 | $3.0M |
| Settlement of accounts payable through issuance of common stock | $941.0K | $0 |
| Financed insurance premiums | $291.0K | $129.0K |
| Non-cash funding of debt issuance costs | $63.0K | $0 |
| Funding of interest reserve through debt | $0 | $2.0M |
| Common stock issued for subscription receivable | $0 | $1.4M |
| Issuance of stock in lieu of cash bonus, net of tax withholdings | $0 | $906.0K |
No quarter-by-quarter statement was filed.
Corporate structure
Direct Digital Holdings, Inc. sits at the top of its group. 4 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Direct Digital Holdings, Inc.
- CONTINUATION CAPITAL, INC. Filed SCHEDULE 13G on Direct Digital Holdings, Inc., latest May 12, 2026 (2 filings since Mar 9, 2026)
- Mark D. Walker Filed SCHEDULE 13D/A on Direct Digital Holdings, Inc., latest Dec 19, 2025 (3 filings since Apr 18, 2025)
- Direct Digital Management, LLC Filed SC 13D on Direct Digital Holdings, Inc., latest Jan 12, 2024 (3 filings since Aug 12, 2022)
- Empery Asset Management, LP Filed SC 13G/A on Direct Digital Holdings, Inc., latest Jan 12, 2023 (2 filings since Mar 18, 2022)
- Direct Digital Holdings, Inc. Charlotte, North Carolina, United States
- Colossus Media, LLC Subsidiary · Delaware, United States
- Huddled Masses, LLC Subsidiary · Delaware, United States
- Orange 142, LLC Subsidiary · Delaware, United States
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Direct Digital Holdings, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, before depreciation | $990.0K3 Dec 31, 2025 | $903.0K3 Dec 31, 2024 | +9.6% |
| Accumulated depreciation | $824.0K3 Dec 31, 2025 | $562.0K3 Dec 31, 2024 | +46.6% |
| Property and equipment, net | $166.0K3 Dec 31, 2025 | $341.0K3 Dec 31, 2024 | −51.3% |
| Operating-lease assets (leased space) | $702.0K3 Dec 31, 2025 | $832.0K3 Dec 31, 2024 | −15.6% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $728.0K3 Dec 31, 2025 | $1.4M3 Dec 31, 2024 | −49.6% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Goodwill | $6.5M3 Dec 31, 2025 | $6.5M3 Dec 31, 2024 | 0% |
| Intangible assets, net (excluding goodwill) | $7.9M3 Dec 31, 2025 | $9.7M3 Dec 31, 2024 | −19.3% |
| Finite-lived intangibles, gross | $18.0M3 Dec 31, 2025 | $18.0M3 Dec 31, 2024 | 0% |
| Accumulated amortization | $10.2M3 Dec 31, 2025 | $8.3M3 Dec 31, 2024 | +22.6% |
| Finite-lived intangibles, net | $7.9M3 Dec 31, 2025 | $9.7M3 Dec 31, 2024 | −19.3% |
Properties, in its own words
Our headquarters are located in Houston, Texas, where we occupy a facility with approximately 8,000 square feet under a lease that expires in February 2030. We also have a permanent office in Austin, Texas. These offices are leased, and we do not own any real property. We believe that our current facilities are adequate to meet our needs for the immediate future, and that, should it be needed, suitable additional space will be available to accommodate any expansion of our operations.
Item 2 of the 10-K filed Mar 31, 2026.6
Leadership
Who has led Direct Digital Holdings, Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
President
Chief financial officer
- Chief executive officerMark D. Walker Feb 17, 2022 to now14
- ChairMark D. Walker Feb 17, 2022 to now14
- PresidentW. Keith Smith Feb 17, 2022 to now15
- Chief financial officerDiana P. Diaz Jun 6, 2023 to now16
- Chief financial officerSusan Echard Feb 17, 2022 to Mar 22, 202317
Board members and other officers (7)
- Chief Technology OfficerAnu Pillai Feb 17, 2022 to now18
- Chief Growth OfficerMaria Vilchez Lowrey Aug 23, 2022 to now19
- Board memberOhad Harlev Jun 15, 2026 to now20
- Board memberMistelle Locke Jan 18, 2023 to now21
- Board memberAntoinette Renee Leatherberry Feb 17, 2022 to now22
- Board memberRichard Cohen Feb 17, 2022 to now23
- Board memberW. Keith Smith Feb 17, 2022 to now15
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
- Colossus Media, LLC Delaware5
- Direct Digital Holdings, LLC Texas5
- Huddled Masses, LLC Delaware5
- Orange 142, LLC Delaware5
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Timeline
- Oct 2, 20268-K Listing notice or transfer24
- Oct 1, 20268-K Entered a material agreement; New debt or obligation25
- Aug 28, 20268-K Entered a material agreement; New debt or obligation26
- Aug 21, 20268-K Entered a material agreement; Other events27
- Aug 12, 20268-K Results of operations28
- Jul 31, 20268-K Executive or director change; Shareholder vote29
- Jun 11, 20268-K Director nominations; Other events30
- Jun 4, 20268-K Executive or director change; Regulation FD disclosure31
- May 21, 20268-K Entered a material agreement; Other events32
- May 11, 20268-K Results of operations33
- Apr 28, 20268-K Entered a material agreement; Ended a material agreement; Listing notice or transfer34
- Apr 23, 20268-K Regulation FD disclosure35
- Feb 17, 2022New chief executive Mark D. Walker becomes CEO14
- Jul 30, 2009Founded Direct Digital Holdings, Inc. is founded2
Calendar
Coming up
- Around Nov 13, 2026Next results, estimated About a quarter after its last report. The company hasn't announced the date.
When it reported results
- Aug 12, 2026Reported quarterly or annual results28
- May 11, 2026Reported quarterly or annual results33
- Apr 1, 2026Reported quarterly or annual results36
- Nov 14, 2025Reported quarterly or annual results37
- Aug 5, 2025Reported quarterly or annual results38
- May 6, 2025Reported quarterly or annual results39
- Mar 27, 2025Reported quarterly or annual results40
- Nov 12, 2024Reported quarterly or annual results41
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
409 filings to the SEC since October 2021: 5 annual reports, 14 quarterly reports, 95 major events, 162 insider forms, 11 large holders, 2 private raises, 120 other. The latest 20:
- Oct 2, 20268-K EDGAR
- Oct 1, 20268-K EDGAR
- Sep 3, 20264 EDGAR
- Aug 31, 2026144 EDGAR
- Aug 28, 20264 EDGAR
- Aug 28, 20268-K EDGAR
- Aug 21, 20268-K EDGAR
- Aug 14, 202610-Q EDGAR
- Aug 12, 20268-K EDGAR
- Jul 31, 20268-K EDGAR
- Jun 29, 20264 EDGAR
- Jun 29, 20264 EDGAR
- Jun 29, 20264 EDGAR
- Jun 29, 20264 EDGAR
- Jun 29, 2026DEFR14A EDGAR
- Jun 29, 20264 EDGAR
- Jun 29, 20264 EDGAR
- Jun 29, 20264 EDGAR
- Jun 29, 20264 EDGAR
- Jun 23, 2026DEF 14A EDGAR
The 409 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
98 open-market trades by officers, directors and large owners since October 2021: 0 buys and 98 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Sep 2, 2026 | Walker Mark DChairman and CEO | Sale | 500 | $1.90 | $950 | Form 4 |
| Sep 1, 2026 | Walker Mark DChairman and CEO | Sale | 1,636 | $2.06 | $3.4K | Form 4 |
| Jun 12, 2026 | Locke MistelleDirector | Sale | 25 | $2.91 | $73 | Form 4 |
| Jun 12, 2026 | Walker Mark DChairman and CEO | Sale | 1,363 | $2.80 | $3.8K | Form 4 |
| Jun 12, 2026 | Leatherberry Antoinette ReneeDirector | Sale | 23 | $2.91 | $67 | Form 4 |
| Jun 12, 2026 | Cohen RichardDirector | Sale | 25 | $2.91 | $73 | Form 4 |
| Jun 9, 2026 | Locke MistelleDirector | Sale | 76 | $2.96 | $225 | Form 4 |
| Jun 9, 2026 | Leatherberry Antoinette ReneeDirector | Sale | 67 | $2.96 | $198 | Form 4 |
| Jun 9, 2026 | Cohen RichardDirector | Sale | 76 | $2.96 | $225 | Form 4 |
| Jan 16, 2026 | Locke MistelleDirector | Sale | 31 | $6.51 | $202 | Form 4 |
| Nov 14, 2025 | Walker Mark DChairman and CEO | Sale | 245,008 | $0.21 | $51.5K | Form 4 |
| Nov 14, 2025 | SMITH W KEITHPresident | Sale | 100,000 | $0.21 | $21.0K | Form 4 |
| Nov 13, 2025 | Walker Mark DChairman and CEO | Sale | 27,492 | $0.37 | $10.2K | Form 4 |
| Nov 13, 2025 | SMITH W KEITHPresident | Sale | 71,242 | $0.37 | $26.4K | Form 4 |
| Aug 19, 2025 | Walker Mark DChairman and CEO | Sale | 23,000 | $0.39 | $9.0K | Form 4 |
| Aug 18, 2025 | Walker Mark DChairman and CEO | Sale | 24,313 | $0.39 | $9.5K | Form 4 |
| Aug 15, 2025 | Walker Mark DChairman and CEO | Sale | 22,369 | $0.41 | $9.2K | Form 4 |
| Jul 28, 2025 | SMITH W KEITHPresident | Sale | 8,050 | $0.54 | $4.3K | Form 4 |
| Jul 25, 2025 | SMITH W KEITHPresident | Sale | 8,900 | $0.53 | $4.7K | Form 4 |
| Jul 24, 2025 | SMITH W KEITHPresident | Sale | 15,800 | $0.53 | $8.4K | Form 4 |
All 98 trades can be filtered by person here when JavaScript is on.
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- CONTINUATION CAPITAL, INC.SCHEDULE 13G, 2 filings Mar 9, 2026 to May 12, 202642
- Mark D. WalkerSCHEDULE 13D/A, 3 filings Apr 18, 2025 to Dec 19, 202543
- Direct Digital Management, LLCSC 13D, 3 filings Aug 12, 2022 to Jan 12, 202444
- Empery Asset Management, LPSC 13G/A, 2 filings Mar 18, 2022 to Jan 12, 202345
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2025 | Keith Smith | 57 | $500.0K | $706.8K46 |
| 2025 | Mark Walker | 51 | $500.0K | $706.8K46 |
| 2025 | Diana P. Diaz | 62 | $350.0K | $450.9K46 |
| 2024 | Chairman and Chief Executive Officer | $500.0K | $525.0K46 | |
| 2024 | President | $500.0K | $525.0K46 | |
| 2024 | Chief Financial Officer | $350.0K | $360.0K46 |
Funding
Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.
- Private raises (Form D) $25.0M
Figures by year
| Year | Private raises (Form D) | Total |
|---|---|---|
| 2025 | $25.0M | $25.0M |
Private raises
Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.
| Fund | Shares | Value | Share of the fund | Change |
|---|---|---|---|---|
| Vanguard Capital Management LLC | 6,905 | $18.7K | 0.0% | New |
| Tower Research Capital LLC (TRC) | 648 | $1.8K | 0.0% | New |
| BlackRock, Inc. | 33 | $90 | 0.0% | New |
| Morgan Stanley | 26 | $70 | 0.0% | New |
| Steward Partners Investment Advisory, LLC | 7 | $19 | 0.0% | New |
| SBI Securities Co., Ltd. | 1 | $3 | 0.0% | New |
| Caitong International Asset Management Co., Ltd | 1 | $3 | 0.0% | New |
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How Direct Digital Holdings, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARDirect Digital Holdings, Inc.1
- CIK0001880613
- Employer ID (EIN)87-23061856
- Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company6
- Incorporated inDelaware6
- Fiscal year endsDecember 311
- Industry code (SIC)7310 Services-Advertising1
- SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance1
- Business address1177 West Loop South, Suite 1310, Houston, TX 770271
- Phone832-402-10511
- Shares outstanding2,803,037 Common Class A shares; 168,645 Common Class B shares as of Mar 26, 20266
- Public float$6.5M as of Jun 30, 20256
- AuditorBDO USA, P.C., New York, New York PCAOB ID 243; no auditor attestation of internal control over financial reporting6
- On EDGAR sinceSep 9, 20211
- Filings411 in all: 4 (145), 8-K (92), CORRESP (21), 10-Q (14), 424B3 (14), 144 (13), UPLOAD (13), 3 (12)1
All 39 form types
EFFECT (7), S-1/A (7), DEF 14A (6), S-1 (6), 10-K (5), 4/A (5), 424B4 (4), PRE 14A (4), 8-K/A (3), DEFA14A (3), POS EX (3), S-8 (3), SC 13E3/A (3), SCHEDULE 13D/A (3), D (2), DRSLTR (2), NT 10-K (2), NT 10-Q (2), S-3 (2), SC 13G (2), SC 13G/A (2), SCHEDULE 13G (2), 25-NSE (1), 8-A12B (1), CERT (1), DEFR14A (1), DRS (1), DRS/A (1), SC 13D (1), SC 13D/A (1), SC TO-I (1)
- Latest filingsAnnual report (10-K) Mar 31, 2026
Quarterly report (10-Q) Aug 14, 2026
Proxy statement (DEF 14A) Jun 23, 2026
Latest 8-K (8-K) Oct 2, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Class A Common Stock, par value $0.001 per share | DRCT | Nasdaq |
From the cover page of the 10-K filed Mar 31, 2026 (Section 12(b) of the Exchange Act).6
Risk factors and legal proceedings
The risks Direct Digital Holdings, Inc. names in Item 1A of its 10-K filed Mar 31, 2026: 54 risks under these headings, as written.6
- Risks Related to our Business
- Our credit facilities subject us to operating restrictions and financial covenants that impose risk of default and may restrict our business and financing activities.
- There is substantial doubt about our ability to continue as a going concern, which may hinder our ability to obtain future financing.
- We may not be able to secure additional financing on favorable terms, or at all, to meet our future capital needs, which may in turn impair our growth.
- Our strategic shift to focusing on driving digital marketing spend among buy-side and new enterprise customers may not achieve the benefits anticipated by management, which could cause a material adverse effect on our business and prospects.
- High customer concentration exposes us to various risks faced by our major customers and may subject us to significant fluctuations or declines in revenues.
- We are subject to payment-related risks and, if our clients do not pay or dispute their invoices, our business, financial condition and operating results may be adversely affected.
- If we fail to detect advertising fraud, we could harm our reputation and hurt our ability to execute our business plan.
- Operational and performance issues with our platform, whether real or perceived, including a failure to respond to technological changes or to upgrade our technology systems, may adversely affect our business, operating results and financial condition.
- If the use of third-party “cookies,” mobile device IDs or other tracking technologies is restricted without similar or better alternatives, our platform’s effectiveness could be diminished and our business, results of operations, and financial condition could be adversely affected.
- Unfavorable publicity and negative public perception about us or our industry, particularly concerns regarding data privacy and security relating to our industry’s technology and practices, and perceived failure to comply with laws and industry self-regulation, could adversely affect our business and operating results.
- Failure to manage our growth effectively could cause our business to suffer and have an adverse effect on our business, operating results and financial condition.
The other 43 risks
- Future acquisitions or strategic investments could be difficult to identify and integrate, divert the attention of management, and could disrupt our business, dilute stockholder value and adversely affect our business, results of operations and financial condition.
- Changes in legislative, judicial, regulatory or cultural environments relating to information collection, use and processing may limit our ability to collect, use and process data. Such developments could cause revenue to decline, increase the cost of data, reduce the availability of data and adversely affect the demand for our products and services.
- Our buy-side clients include DMOs, which often operate as public/private partnerships involving a national, provincial, state and local governmental entity.
- The requirements of being a public company may strain our resources, divert our management’s attention.
- The digital advertising industry is intensely competitive, and if we do not effectively compete against current and future competitors, our business, results of operations, and financial condition could be harmed.
- A significant inadvertent disclosure or breach of confidential and/or personal information we hold, or of the security of our or our customers’, suppliers’ or other partners’ computer systems, could be detrimental to our business, reputation and results of operations.
- The effects of macroeconomic conditions and geopolitical events, such as economic downturns and market conditions beyond our control, have had, and could in the future have, an adverse impact on our business, financial condition and results of operations.
- Our success and revenue growth are dependent on adding new customers, effectively educating and training our existing customers on how to make full use of our platform and increasing usage of our platform by our customers.
- The market growth forecasts included in this Annual Report on Form 10-K may prove to be inaccurate and, even if the market in which we compete achieves forecasted growth, we cannot assure you our business will grow at similar rates, if at all.
- The market for programmatic advertising campaigns is relatively new and evolving. If this market develops slower or differently than we expect, our business, growth prospects and results of operations would be adversely affected.
- We often have long sales cycles, which can result in significant time between initial contact with a prospect and execution of a customer agreement, making it difficult to project when, if at all, we will obtain new customers and when we will generate revenue from those customers.
- Failure to maintain the brand security features of our solution could harm our reputation and expose us to liabilities.
- Our revenue and operating results are highly dependent on the overall demand for advertising. Factors that affect the amount of advertising spending, such as economic downturns and seasonality, can make it difficult to predict our revenue and could adversely affect our business.
- If the non-proprietary technology, software, products and services that we use are unavailable, have future terms we cannot agree to, or do not perform as we expect, our business, results of operations and financial condition could be harmed.
- Market pressure may reduce our revenue per impression.
- We face potential liability and harm to our business based on the human factor of inputting information into our platform.
- If we are unable to successfully execute our strategies and continue to develop and sell the services and solutions our customers demand, our business, results of operations and financial condition may suffer.
- We have a limited operating history and, as a result, our past results may not be indicative of future operating performance.
- The loss, modification or delay of large or multiple contracts may negatively impact our financial performance.
- We invest significantly in development, and to the extent our development investments do not translate into new solutions or material enhancements to our current solutions, or if we do not use those investments efficiently, our business and results of operations would be harmed.
- We must provide value to both publishers and buyers of advertising without being perceived as favoring one over the other or being perceived as competing with them through our service offerings.
- We rely on highly skilled personnel and if we are unable to attract, retain or motivate substantial numbers of qualified personnel or expand and train our sales force, we may not be able to grow effectively.
- We are, and may continue to be, subject to securities litigation, which is expensive and could divert management’s attention, cause harm to our reputation and result in significant damages for which we could be responsible.
- The development and use of Artificial Intelligence (“AI”) presents risks and challenges that may adversely impact our business.
- Risks Related to Legal and Regulatory Matters
- We rely on licenses to use the intellectual property rights of third parties to conduct our business.
- Risks Related to Our Organizational Structure
- We are a holding company and our principal asset is our equity interest in DDH LLC, and, accordingly, we depend on distributions from DDH LLC to pay our taxes, expenses and dividends.
- The Tax Receivable Agreement with DDM and DDH LLC requires us to make cash payments to them in respect of certain tax benefits to which we may become entitled. In certain circumstances, payments under the Tax Receivable Agreement may be accelerated and/or significantly exceed the actual tax benefits we realize.
- Our organizational structure, including the Tax Receivable Agreement, confers certain benefits upon DDM that do not benefit the Class A Common stockholders to the same extent as they benefit DDM.
- We may not be able to realize all or a portion of the tax benefits that are currently expected to result from the Tax Attributes covered by the Tax Receivable Agreement and from payments made under the Tax Receivable Agreement.
- If we were deemed to be an investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), as a result of our ownership of DDH LLC, applicable restrictions could make it impractical for us to continue our business as contemplated and could adversely affect our business, results of operations and financial condition.
- Risks Related to our Offering with New Circle and Owning our Securities
- The sale or issuance of our Class A Common Stock to New Circle may cause dilution and the sale of the shares of Class A Common Stock acquired by New Circle, or the perception that such sales may occur, could cause the price of our Class A Common Stock to decrease.
- We may require additional financing to sustain our operations, without which we may not be able to continue operations, and the terms of subsequent financings may adversely impact our stockholders.
- Our management will have broad discretion over the use of the net proceeds from our sale of shares of Class A Common Stock to New Circle, you may not agree with how we use the proceeds and the proceeds may not be invested successfully.
- We have identified a material weakness in our internal control over financial reporting, which could, if not remediated, result in material misstatements in our financial statements.
- If we fail to maintain or implement effective internal controls, we may not be able to report financial results accurately or on a timely basis, or to detect fraud, which could have a material adverse effect on our business and the per share price of our Class A Common Stock.
- If we fail to maintain compliance with applicable listing standards, our Class A Common Stock may be delisted from the Nasdaq Capital Market.
- We may experience fluctuations in our operating results, which could make our future operating results difficult to predict or cause our operating results to fall below analysts’ and investors’ expectations.
- The trading price of the shares of our Class A Common Stock has been volatile, and purchasers of our Class A Common Stock could incur substantial losses.
- Our charter documents and Delaware law could discourage takeover attempts and other corporate governance changes.
- Because we do not anticipate paying any cash dividends on our Class A Common Stock in the foreseeable future, capital appreciation, if any, will be your sole source of gains.
- General Risks
- If securities or industry analysts do not publish research or reports about our business or publish inaccurate or unfavorable research reports about our business, our share price and trading volume could decline.
- Our reported financial results may be adversely affected by changes in accounting principles generally accepted in the United States ("U.S. GAAP"). If our estimates or judgments relating to our critical accounting policies prove to be incorrect, our results of operations could be adversely affected.
- If our estimates or judgments relating to our critical accounting policies are erroneous or based on assumptions that change or prove to be incorrect, our operating results could fall below the expectations of securities analysts and investors, resulting in a decline in our stock price.
Legal proceedings
We may from time to time be subject to various legal or administrative claims and proceedings arising in the ordinary course of business. As of the date hereof, except as set forth below, we are not a party to any material legal or administrative proceedings nor are there any proceedings in which any of our directors, executive officers or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to our interest. Litigation or any other legal or administrative proceeding, regardless of the outcome, is likely to result in substantial cost and diversion of our resources, including our management’s time and attention.
On May 10, 2024, the Company was the subject of a defamatory article / blog post. In connection with this post, one of the Company’s sell-side customers paused its connection to the Company while the allegations were investigated. This customer reconnected the Company on May 22, 2024 and sell-side volumes have resumed but not yet at the levels experienced prior to the pause in May 2024 which has created a significant disruption in the Company's sell-side business. During 2025, the Company worked with its partners to achieve prior sell-side volume levels but was unable to achieve historical volumes for the year. In May 2024, the Company, as plaintiff, filed a lawsuit against the author of the defamatory article. On March 5, 2025, the United States District Court for the District of Maryland denied the defendant’s motion to dismiss in its entirety. On March 9, 2026, the Court granted the Company's motion to dismiss counterclaims but granted the defendant 21 days to amend their counterclaim. The Company will continue to vigorously pursue its claims and rights and any defenses against counterclaims. The Company cannot make any predictions about the final outcome of this litigation matter or the timing thereof.
The opening of Item 3, Legal Proceedings.6
Sources
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- 18SEC EDGARAnu Pillai, Chief Technology Officer
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- 20SEC EDGAROhad Harlev, Board member
- 21SEC EDGARMistelle Locke, Board member
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- 23SEC EDGARRichard Cohen, Board member
- 24SEC EDGARListing notice or transfer
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- 28SEC EDGARResults of operations
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- 30SEC EDGARDirector nominations; Other events
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- 33SEC EDGARResults of operations
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- 35SEC EDGARRegulation FD disclosure
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