Highest-materiality recent filing
Direct Digital Holdings sets 2026 annual meeting for July 31; proxy deadline June 22
Annual meeting scheduled for July 31, 2026; location TBD in proxy statement.
Direct Digital Holdings appoints Ohad Harlev as independent director, effective June 3
Ohad Harlev appointed as independent director on June 3, 2026; Board size increased.
Direct Digital Holdings amends loan, waives covenant breaches; consolidates segments
Term loan amendment: $14.8M outstanding, $0.1M fee, new min. EBITDA covenant $200k for Q2 2026; waives Q1 2026 covenant breaches and April 2026 interest nonpayment.
Direct Digital Q1 revenue $6.7M (-18% YoY); net loss $5.6M
Revenue of $6.7M, down 18% YoY from $8.2M, driven by $2.0M drop in DSP spend.
DRCT enters $50M equity line with Roth, terminates New Circle ELOC, receives Nasdaq delisting notice
Entered Common Stock Purchase Agreement with Roth Principal Investments LLC to sell up to $50M of Class A common stock at a fixed 8% discount to VWAP.
Direct Digital Holdings announces 4-to-1 reverse stock split effective April 27, 2026
Reverse split reduces Class A shares from ~2.8M to ~0.7M; Class B from ~0.17M to ~0.04M.
Direct Digital receives Nasdaq delisting notice over ($7.0M) stockholders' deficit
Received Nasdaq Staff Delisting Determination on April 2, 2026 for failing minimum $2.5M stockholders' equity rule.
Q4 2025 consolidated revenue $8.4M, down 7% YoY; buy-side revenue $8.2M, up 28%.
Direct Digital Holdings regains Nasdaq bid price compliance after 55-to-1 reverse stock split
Received Nasdaq notice on Feb 12, 2026 that bid price ≥ $1.00 for 20 consecutive business days.
DRCT posts 60% revenue drop, $19.9M net loss; auditor flags going concern; reverse split recast
Revenue fell to $62.3M in FY2024 from $157.1M in FY2023, with sell-side advertising revenue collapsing from $122.4M to $35.7M.
DRCT enters loan amendment, waives multiple defaults, adds $4M fee to principal
Outstanding term loans $10.3M; $4M amendment fee added to principal, bears interest at Term Loan Rate + 2%.
Direct Digital Holdings amends equity reserve facility pricing option with New Circle
Amendment No. 2 changes Option 1 Pricing Period start time for share purchases; notice before 9 AM ET uses open of trading, after uses acceptance time.
Direct Digital Holdings announces 55-to-1 reverse stock split to regain Nasdaq compliance
Reverse split ratio 55-to-1 effective Jan 12, 2026; approved by stockholders Dec 30, 2025.
Shareholders approve reverse stock split, 100M share facility, plan increase, and settlement shares
Authorized reverse stock split at ratio up to 250:1, board discretion to implement before Dec 26, 2026.
Special meeting convened Dec 26, 2025 lacked quorum; no business was conducted.
Direct Digital Holdings special meeting adjourned due to lack of quorum; reconvenes Jan 2, 2026
Quorum not present at Dec 26 special meeting; no business conducted.
Direct Digital Holdings sells 12.6M shares unregistered for $1.32M to New Circle
Sold 12,600,000 Class A common shares to New Circle Principal Investments LLC since Sept 30, 2025, for $1,324,380 cash.
Direct Digital issues up to 50M shares to settle $3M vendor payable claims
Issued up to 50,000,000 shares to Continuation Capital to settle $3,020,932 in vendor payable claims.
Direct Digital Q3 revenue down 12% to $8.0M; buy-side up 7%, sell-side plummets
Revenue $8.0M vs $9.1M Q3 2024; sell-side revenue fell to $0.6M from $2.2M.
Nasdaq Panel grants Direct Digital Holdings exception until Jan 30, 2026 for bid price compliance
Panel Decision confirms compliance with minimum stockholders' equity rule; matter closed.
Direct Digital ups equity facility to $100M; amends credit to allow preferred-to-common exchange
Increased equity facility with New Circle from $20M to $100M; $50k fee per $5M drawn plus 100,000-share upsize fee.
Direct Digital converts $10M debt to preferred; adds EBITDA loss covenants
Converted $10M term loans into 10,000 Series A Preferred shares; total preferred face now $35M.
Direct Digital Holdings shareholders approve share increase; company converts $35M debt to preferred
Shareholders approved increasing authorized Class A shares from 160M to 760M and issuance of up to 50M shares under equity line.
Direct Digital Holdings sells 2.4M shares for $755K to New Circle under equity facility
Sold 1.4M shares for $451,983 (9/16-9/26) and 1M shares for $303,400 (9/26-9/30).
Direct Digital sells 700k shares at ~$0.39 each to New Circle for $276k under facility
Sold 700,000 Class A common shares for $275,993 cash with $8,997 discount since Aug 6, 2025.
Direct Digital Holdings obtains $3.8M term loan to repay revolver; lender waives defaults
DDH LLC borrowed $3.8M (incl. $93K interest reserve) from Lafayette Square, maturing Oct. 30, 2025.
Direct Digital Holdings sold 1M shares to New Circle for $439,531 under equity facility
Sold 1,000,000 Class A common shares for $439,531 in cash, net of $18,359 discount.
Direct Digital converts $25M term loans to Series A Preferred; debt reduced to $9.4M
$25M of term loans exchanged for Series A Preferred stock issued to Lafayette Square; remaining term loan debt $9.36M.
Q2 revenue $10.1M (-54% YoY) but +24% seq; net loss improves $1.7M
Revenue $10.1M, down 54% YoY ($21.9M) but up 24% from Q1 2025; gross margin 35% vs 29% seq.
Direct Digital extends credit maturity to July 31, 2025; pays $50k fee and 5% additional interest
Fifth Amendment with East West Bank extends maturity from July 7 to July 31, 2025.
Stockholders elected five directors: Mark D. Walker, Keith W. Smith, Richard Cohen, Antoinette Leatherberry, Mistelle Locke.
Direct Digital Holdings amends executive employment agreements for CEO, President, and CFO
Mark Walker (CEO), Keith Smith (President) and Diana Diaz (CFO) entered into amended employment agreements effective May 27, 2025.
Direct Digital receives Nasdaq bid price non-compliance notice; sells 1.1M shares for $571k
Nasdaq notified DRCT of non-compliance with minimum bid price rule ($1.00) for 30 consecutive business days; 180-day cure period until Nov 10, 2025.
Direct Digital Holdings sells 2.3M shares for $1.39M under equity facility to New Circle
Since April 8 through May 13, 2025, sold 2,300,000 Class A shares at aggregate $1,387,015 cash after $57,795 discount.
Direct Digital Holdings Q1 revenue $8.2M (-63% YoY), net loss $5.9M; maintains FY guidance $90-110M
Revenue of $8.2M declined 63% vs $22.3M in Q1 2024; sell-side segment down 88% to $2.0M.
Nasdaq will suspend DRCT trading on April 28, 2025 for failing to meet minimum stockholders' equity requirement.
Direct Digital sells 800k shares for $411k via equity facility; annual meeting June 9
Sold 500k shares for $272,107 (after $11,338 discount) from Apr 1-7, 2025 to New Circle Principle Investments.
Direct Digital Holdings sold 370K shares for $221K under equity facility to New Circle
Sold 370,000 shares of Class A common stock for $221,076 in cash consideration.
Direct Digital Holdings Q4 revenue $9.1M (-78% YoY); reiterates FY2025 guidance $90M-$110M
Q4 2024 revenue $9.1M, down 78% YoY; sell-side revenue $2.7M (-92%) due to customer suspension after defamatory article.
Direct Digital Holdings receives Nasdaq extension to March 31, 2025 for equity compliance
On Feb 4, 2025, Nasdaq granted Direct Digital an extension until March 31, 2025 to complete compliance plan.
Sold 389,351 shares of Class A common stock to New Circle Principle Investments LLC for $503,394 cash (after $20,975 discount).
Direct Digital Holdings sells 800K shares of Class A common for ~$1.1M in unregistered deals
Dec 31, 2024 – Jan 6, 2025: sold 400K shares to New Circle for $620,371 cash (after $25,849 discount).
DRCT amends credit agreements, waives defaults, obtains $6M term loan, sells shares
Prepaid $5M on EWB revolver to reduce commitment to $5M; new Lafayette Square term loan of $6M.
Direct Digital Holdings (DRCT) sells 540,000 shares to New Circle, holds annual meeting
Sold 240,000 Class A shares to New Circle for $222,022 from Dec 12-20, 2024.
Direct Digital Holdings sells 220K shares at ~$0.83 each; CEO and President rescind 2023 RSUs
Sold 220,000 Class A shares to New Circle Principle Investments for $182,843 cash ($0.831/share) under equity reserve facility.
Direct Digital Holdings sells 220K shares for $241K to New Circle under equity facility
Sold 220,000 shares of Class A common stock for $241,095.80, after $10,048.20 discount.
Direct Digital Holdings Q3 revenue down 85% to $9.1M; net loss of $6.4M vs net income of $3.4M YoY
Consolidated operating loss of $3.7M compared to operating income of $4.5M in Q3 2023.
Direct Digital Holdings sets 2024 annual meeting for Dec 27; proxy deadline Nov 5
Annual meeting scheduled for December 27, 2024; location and time to be in proxy statement.
Entered $20M equity reserve facility with New Circle Principal Investments LLC to issue up to $20M of Class A common stock over 36 months.
Direct Digital Holdings regains Nasdaq compliance for periodic filing; listing matter closed
On Oct 16, 2024, Nasdaq Staff confirmed compliance with Listing Rule 5250(c)(1) for periodic filings.
On June 3, 2026, the Board of Directors (the “Board”) of Direct Digital Holdings, Inc. (the “Company”) appointed Ohad Harlev to serve as an Independent Director on its Board, effective immediately, and increased the size of its Board in connection with his appointment.
On October 16, 2023, Direct Digital Holdings, Inc. (the “ Company ”), appointed Diana Diaz, who had been serving as the Company’s interim Chief Financial Officer, as permanent Chief Financial Officer.
the Board of Directors (the “ Board ”) of the Company appointed Diana P. Diaz as interim Chief Financial Officer.
On June 5, 2023, the Company announced that Susan Echard, the Company’s Chief Financial Officer, has separated from the Company, effective immediately.
On January 16, 2023, the Board of Directors (the “Board”) of Direct Digital Holdings, Inc. (the “Company”) appointed Mistelle Locke to its Board
Max materiality 0.90 · Median 0.65 · Most common event other_material