Direct Digital Management, LLC - Aug 26, 2022 Form 4 Insider Report for Direct Digital Holdings, Inc. (DRCT)

Role
10%+ Owner
Signature
/s/ Mark Walker, as Managing Partner of Direct Digital Management, LLC
Stock symbol
DRCT
Transactions as of
Aug 26, 2022
Transactions value $
$0
Form type
4
Date filed
8/30/2022, 05:01 PM
Previous filing
Feb 17, 2022
Next filing
Dec 7, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DRCT Class A Common Stock Conversion of derivative security +100K 100K Aug 26, 2022 Direct F1
transaction DRCT Class A Common Stock Other $0 -100K -100% $0.00* 0 Aug 26, 2022 Direct F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction DRCT Class A Common Units of Direct Digital Holdings LLC Conversion of derivative security $0 -100K -0.88% $0.00 11.3M Aug 26, 2022 Class A Common Stock 100K Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the Second Amended and Restated Limited Liability Company Agreement of Direct Digital Holdings, LLC, dated as of February 15, 2022, Class A Common Units (as defined therein) held by the Reporting Person are exchangeable for shares of Class A Common Stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The Class A Common Units have no expiration date. At the time of any such exchange, an equal number of shares of Class B Common Stock of the Issuer held by the Reporting Person, which have no economic value and entitle holders thereof to one vote per share on all matters on which stockholders of the Issuer are entitled to vote generally, are cancelled.
F2 The Reporting Person distributed 100,000 shares of Class A Common Stock to one of its members for no consideration.
F3 Due to an administrative error, the number of derivative securities beneficially owned by the Reporting Person was incorrectly reported as 5,689,000 instead of 11,378,000 on a Form 3 filed on February 17, 2022. This column reflects the corrected balance, as effected by the transactions reported on this Form 4.