Direct Digital converts $25M term loans to Series A Preferred; debt reduced to $9.4M

Direct Digital Holdings, Inc.

$25M of term loans exchanged for Series A Preferred stock issued to Lafayette Square; remaining term loan debt $9.36M.
Series A Preferred carries 10% cumulative dividend, convertible at $2.50/share, and liquidation preference up to 3x after Oct 15, 2025.
Credit parties must maintain minimum EBITDA of $1M for Q3/Q4 2025 and $500M thereafter; cash covenant set at $1.5M.
A $25M exit fee on preferred redemption is waived if fully redeemed by Dec 31, 2026; $1M closing fee due by Sept 30, 2025.
Preferred stock is senior to common, voting on as-converted basis, with protective provisions requiring majority holder consent for key actions.

item 1.01 item 3.02 item 3.03 item 5.03 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.95

Direct Digital Holdings, Inc.: Direct Digital Holdings, Inc. filed a Certificate of Designation of Series A Convertible Preferred Stock with the Delaware Secretary of State on August 8, 2025, establishing the rights, preferences, and limitations of the Series A Preferred Stock (effective 2025-08-08).

Change: charter amendment
Effective: 2025-08-08

Exact text from the filing

on August 8, 2025, the Board authorized and the Company filed the Certificate of Designation of Series A Convertible Preferred Stock (the “ Certificate of Designation ’) with the Secretary of State of the State of Delaware, which established the Series A Preferred Stock.

View on SEC.gov

89 governance changes filed in the last 30 days. Browse all governance changes →

Direct Digital Holdings, Inc. filing history →

Source: SEC EDGAR

accession 0001104659-25-075879

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.