Maria Vilchez Lowrey - 22 Aug 2023 Form 4 Insider Report for Direct Digital Holdings, Inc. (DRCT)

Role: Chief Growth Officer
Signature: /s/ Keith W. Smith, attorney-in-fact for Maria Vilchez Lowrey
Issuer symbol: DRCT
Transactions as of: 22 Aug 2023
Net transactions value: -$2,684
Form type: 4
Filing time: 23 Aug 2023, 21:33:11 UTC
Previous filing: 22 Mar 2023
Next filing: 13 Mar 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	DRCT	Class A Common Stock	Options Exercise		+3,900			3,900	22 Aug 2023	Direct	F1
transaction	DRCT	Class A Common Stock	Tax liability	$2,684	-1,157	-30%	$2.32	2,743	22 Aug 2023	Direct

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	Restricted Stock Units	Options Exercise	$0	-3,900	-33%	$0.000000	7,800	22 Aug 2023	Class A Common Stock, par value $0.001 per share	3,900		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit represents a contingent right to one share of DRCT's Class A Common Stock, par value $0.001 per share, upon settlement.
F2	On August 22, 2023, the reporting person was granted 11,700 restricted stock units, vesting in three annual installments beginning on the first anniversary of the grant date. 33% of the restricted stock units vested on August 22, 2023, an additional 33% will vest on August 22, 2024, and the remaining balance of 34% of the restricted stock units will vest on August 22, 2025. Vesting will be accelerated upon certain termination of employment events and upon a "Change in Control" (as defined in the Direct Digital Holdings, Inc. 2022 Omnibus Incentive Plan).

Content

Each restricted stock unit represents a contingent right to one share of DRCT's Class A Common Stock, par value $0.001 per share, upon settlement.

On August 22, 2023, the reporting person was granted 11,700 restricted stock units, vesting in three annual installments beginning on the first anniversary of the grant date. 33% of the restricted stock units vested on August 22, 2023, an additional 33% will vest on August 22, 2024, and the remaining balance of 34% of the restricted stock units will vest on August 22, 2025. Vesting will be accelerated upon certain termination of employment events and upon a "Change in Control" (as defined in the Direct Digital Holdings, Inc. 2022 Omnibus Incentive Plan).