secwatch / observer
8-K filed April 28, 2026, 7:59 PM ET ticker DRCT CIK 0001880613
other material confidence high sentiment negative materiality 0.80

DRCT enters $50M equity line with Roth, terminates New Circle ELOC, receives Nasdaq delisting notice

Direct Digital Holdings, Inc.

Machine-readable event card

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secwatch.filing_event.v1
accession
0001880613-26-000050
form_type
8-K
ticker
DRCT
cik
0001880613
company_name
Direct Digital Holdings, Inc.
filed_at
2026-04-28T23:59:59+00:00
discovered_at
2026-05-14T18:02:33.231213+00:00
generated_at
2026-05-15T03:14:44.993561+00:00
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["1.01", "1.02", "3.01", "3.03", "5.03", "9.01"]
event_type
other_material
sentiment
negative
materiality_score
0.8
calibrated_materiality_score
0.8
confidence
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edgar_index_url
https://www.sec.gov/Archives/edgar/data/1880613/000188061326000050/0001880613-26-000050-index.htm
edgar_primary_document_url
https://www.sec.gov/Archives/edgar/data/1880613/000188061326000050/drct-20260423.htm
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deepseek-v4-flash:cloud
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Source-grounded claims

7cc7c30017cc68cdeeb67be1608f7e2f914b8c7a

Direct Digital Holdings, Inc. received a nasdaq delisting notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A), 5815(d)(4)(A)).

April 23, 2026, the Company received an Additional Staff Delisting Determination Letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“ Nasdaq ”), notifying the Company that it is not in comp

SEC 8-K Item 3.01 confidence 0.95 SEC evidence

893d105133c399e41ced32c706741f493667fa1a

Direct Digital Holdings, Inc. received a nasdaq delisting notice notice regarding stockholders equity (rules 5550(b)(1)).

April 2, 2026, notifying the Company that it is not in compliance with Nasdaq Listing Rule 5550(b)(1) (the “ Stockholders’ Equity Rule ”). In response thereto, the Company requested and was granted a hearing before the N

SEC 8-K Item 3.01 confidence 0.9 SEC evidence

6cd7051078b42bce28ea93782b5b1ce2b72a5bb7

Direct Digital Holdings, Inc.: Effected a 4-to-1 reverse stock split via Certificate of Amendment to Amended and Restated Certificate of Incorporation (effective 2026-04-27).

On April 23, 2026, the Company filed a Certificate of Amendment (the “ Amendment ”) to its Amended and Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware to effect a 4-to-1 reverse stock split (the “ Reverse Stock Split ”) of the Company’s shares of Class A Common Stock and Class B common stock, $0.001 par value.

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

d63aeb40be51fcba3b429b5f9de682ecdb860142

Direct Digital Holdings, Inc. entered into Common Stock Purchase Agreement with Roth Principal Investments, LLC valued at $50,000,000 (effective 2026-04-28).

On April 28, 2026, Direct Digital Holdings, Inc. (the “ Company ”) entered into a Common Stock Purchase Agreement (the “ Purchase Agreement ”) and a related Registration Rights Agreement (the “ Registration Rights Agreement ”), each dated as of April 28, 2026, with Roth Principal Investments, LLC (“ Roth Principal Investments ”).

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

Comparable filings

DGAC

Disciplined Growth Acquisition Corp. closes $150M IPO on NYSE

DISCIPLINED GROWTH ACQUISITION Corp June 1, 2026, 4:15 PM ET other_material Items 1.01, 3.02, 5.02, 5.03, 8.01, 9.01

same fact type: governance_change, material_agreement same SEC item: 1.01, 5.03, 9.01 same event type: other_material similar materiality

This filing

On April 23, 2026, the Company filed a Certificate of Amendment (the “ Amendment ”) to its Amended and Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware to effect a 4-to-1 reverse stock split (the “ Reverse Stock Split ”) of the Company’s shares of Class A Common Stock and Class B common stock, $0.001 par value.

Comparable filing

On May 26, 2026, in connection with the IPO, the Company filed its amended and restated memorandum and articles of association (the “Amended and Restated Memorandum and Articles of Association”) with the Cayman Islands Registrar of Companies, which was effective on May 26, 2026.

Filing page SEC filing

SAGU

Shreya Acquisition Group closes $110M IPO, 11M units at $10 each on NYSE

Shreya Acquisition Group May 11, 2026, 7:59 PM ET other_material Items 1.01, 3.02, 5.02, 5.03, 8.01, 9.01

same fact type: governance_change, material_agreement same SEC item: 1.01, 5.03, 9.01 same event type: other_material similar materiality

This filing

On April 23, 2026, the Company filed a Certificate of Amendment (the “ Amendment ”) to its Amended and Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware to effect a 4-to-1 reverse stock split (the “ Reverse Stock Split ”) of the Company’s shares of Class A Common Stock and Class B common stock, $0.001 par value.

Comparable filing

On May 6, 2026, and in connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association.

Filing page SEC filing

XXI

Tether International acquires SoftBank's stake in Twenty One Capital; board members resign

Twenty One Capital, Inc. May 20, 2026, 8:49 AM ET other_material Items 1.02, 3.01, 5.02, 8.01, 9.01

same fact type: exchange_compliance_notice same SEC item: 1.02, 3.01, 9.01 same event type: other_material similar materiality

This filing

April 23, 2026, the Company received an Additional Staff Delisting Determination Letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“ Nasdaq ”), notifying the Company that it is not in comp

Comparable filing

o independent directors, the minimum number required during the transition period for compliance with Section 303A.07(a) of the NYSE Listed Company Manual, as provided in Section 303A.00 of the NYSE Listed Company Manual

Filing page SEC filing

ISPC

iSpecimen prices $2.5M private placement at $5.12/share; regains Nasdaq minimum bid price compliance

iSpecimen Inc. May 13, 2026, 5:00 PM ET other_material Items 1.01, 3.01, 3.02, 7.01, 8.01, 9.01

same fact type: exchange_compliance_notice same SEC item: 1.01, 3.01, 9.01 same event type: other_material similar materiality

This filing

April 23, 2026, the Company received an Additional Staff Delisting Determination Letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“ Nasdaq ”), notifying the Company that it is not in comp

Comparable filing

minimum $1.00 per share required for continued listing on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”) for the prior 30 consecutive business days. On May 12, 2026

Filing page SEC filing

KRMN

Selling stockholders price upsized secondary offering of 14M shares at $61/share for ~$854M gross proceeds

Karman Holdings Inc. June 1, 2026, 5:28 PM ET other_material Items 1.01, 7.01, 8.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 9.01 same event type: other_material similar materiality

This filing

On April 28, 2026, Direct Digital Holdings, Inc. (the “ Company ”) entered into a Common Stock Purchase Agreement (the “ Purchase Agreement ”) and a related Registration Rights Agreement (the “ Registration Rights Agreement ”), each dated as of April 28, 2026, with Roth Principal Investments, LLC (“ Roth Principal Investments ”).

Comparable filing

On May 28, 2026, Karman Holdings Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with the persons named in Schedule II thereto (the “Selling Stockholders”) and Citigroup Global Markets Inc. and Evercore Group L.L.C., as the underwriters (the “Underwriters”), pursuant to which the Selling Stockholders agreed to sell 14,000,000 shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”) at a public offering price of $61.00 per share (the “Offering Price”), less underwriting discounts and commissions (the “Offering”).

Filing page SEC filing

PUBC

Purebase to receive 20% of net proceeds from CoreTer mining deal; waives corporate opportunities

Purebase Corp June 1, 2026, 3:42 PM ET other_material Items 1.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 9.01 same event type: other_material similar materiality

This filing

On April 28, 2026, Direct Digital Holdings, Inc. (the “ Company ”) entered into a Common Stock Purchase Agreement (the “ Purchase Agreement ”) and a related Registration Rights Agreement (the “ Registration Rights Agreement ”), each dated as of April 28, 2026, with Roth Principal Investments, LLC (“ Roth Principal Investments ”).

Comparable filing

On May 26, 2026, Purebase Corporation (the “Company”) entered into a binding Memorandum of Understanding (the “MOU”) with CoreTer LLC, a Nevada limited liability company (“CoreTer”), pursuant to which the Company will be entitled to 20% of the net proceeds received by CoreTer under an Exclusive Mining Option and Development Agreement, dated March 19, 2026, between CoreTer and Dexter Mining LLC.

Filing page SEC filing

ADTX

Aditxt receives Nasdaq deficiency for negative equity; delisting hearing set for June 11

Aditxt, Inc. May 29, 2026, 4:21 PM ET other_material Items 3.01, 9.01

same fact type: exchange_compliance_notice same SEC item: 3.01, 9.01 same event type: other_material similar materiality

This filing

April 23, 2026, the Company received an Additional Staff Delisting Determination Letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“ Nasdaq ”), notifying the Company that it is not in comp

Comparable filing

May 27, 2026, Aditxt, Inc. (the “Company”) received a letter (the “Letter”) from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, based on the stockholders’ equity of $(35,174,386) reported in the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2026 (the “Form 10-Q”), the Company no longer satisfies the minimum stockholders’ equity requirement of $2,500,000 for continued listing on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(1) (the “Stockholders’ Equity Requirement”). The Letter further

Filing page SEC filing

LIMN

Liminatus Pharma receives Nasdaq delisting notice; appeals filed

Liminatus Pharma, Inc. May 27, 2026, 4:30 PM ET other_material Items 3.01, 9.01

same fact type: exchange_compliance_notice same SEC item: 3.01, 9.01 same event type: other_material similar materiality

This filing

April 23, 2026, the Company received an Additional Staff Delisting Determination Letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“ Nasdaq ”), notifying the Company that it is not in comp

Comparable filing

May 20, 2026, the Company received a notice from Nasdaq stating that the Company had not regained compliance with the MVLS Rule and the MVPHS Rule. Accordingly, its securities will be delisted from The Nasdaq Global Mark

Filing page SEC filing

Source: SEC EDGAR
accession 0001880613-26-000050

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