Direct Digital Holdings sells 12.6M shares unregistered for $1.32M to New Circle

Direct Digital Holdings, Inc.

Sold 12,600,000 Class A common shares to New Circle Principal Investments LLC since Sept 30, 2025, for $1,324,380 cash.
Sales exceed 5% of shares outstanding as of Sept 30, 2025, triggering 8-K filing.
Shares issued under pre-existing Equity Reserve Facility; New Circle is accredited investor.
Exemption from registration under Section 4(a)(2) of Securities Act.

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

Direct Digital Holdings, Inc. issued 12,600,000 shares of common stock to New Circle Principal Investments LLC for $1,324,380 in cash consideration.

Security: common stock
Shares: 12,600,000 shares
Purchaser: New Circle Principal Investments LLC
Consideration: $1,324,380 in cash consideration

Exact text from the filing

the Company sold 12,600,000 shares of its Class A Common Stock, par value $0.001 per share (the “ Class A Common Stock ”) for an aggregate of $1,324,380 in cash consideration

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32 equity issuances filed in the last 30 days. Browse all equity issuances →

Direct Digital Holdings, Inc. filing history →

Source: SEC EDGAR

accession 0001880613-25-000153

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