Lisa Utzschneider - 23 Dec 2025 Form 4 Insider Report for INTEGRAL AD SCIENCE HOLDING CORP. (IAS)

Role: Chief Executive Officer, Director
Signature: /s/ Yossi Almani, by Power of Attorney
Issuer symbol: IAS
Transactions as of: 23 Dec 2025
Net transactions value: -$12,718,168
Form type: 4
Filing time: 23 Dec 2025, 20:11:46 UTC
Previous filing: 06 Nov 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Utzschneider Lisa	Chief Executive Officer, Director	C/O INTEGRAL AD SCIENCE HOLDING CORP., 12 E. 49TH STREET, 20TH FLOOR, NEW YORK	/s/ Yossi Almani, by Power of Attorney	23 Dec 2025	0001651659

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	IAS	Common Stock, $0.001 par value	Disposed to Issuer	$4,243,446	-411,985	-100%	$10.30	0	23 Dec 2025	Direct	F1, 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	IAS	Market Stock Units	Options Exercise	$0	-55,567	-100%	$0.000000	0	23 Dec 2025	Common Stock, $0.001 par value	55,567		Direct	F3, F4, F5, F6
transaction	IAS	Market Stock Units	Options Exercise	$0	-157,674	-100%	$0.000000	0	23 Dec 2025	Common Stock, $0.001 par value	157,674		Direct	F3, F4, F5, F6
transaction	IAS	Market Stock Units	Options Exercise	$0	-367,222	-100%	$0.000000	0	23 Dec 2025	Common Stock, $0.001 par value	367,222		Direct	F3, F4, F5, F6
transaction	IAS	Market Stock Units	Options Exercise	$0	-975,238	-100%	$0.000000	0	23 Dec 2025	Common Stock, $0.001 par value	975,238		Direct	F3, F4, F5, F6
transaction	IAS	Options (Right to Buy)	Disposed to Issuer	$8,474,723	-2,051,991	-100%	$4.13	0	23 Dec 2025	Common Stock, $0.001 par value	2,051,991	$6.17	Direct	F7

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

Lisa Utzschneider is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to the Agreement and Plan of Merger, dated as of September 24, 2025 (the "Merger Agreement"), by and among the Issuer, Igloo Group Parent, Inc. ("Parent") and Igloo Group Acquisition Company, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of the Issuer's common stock, par value $0.001 per share ("Common Stock"), owned by the reporting person immediately prior to the Effective Time was automatically cancelled, extinguished and converted into the right to receive $10.30 per share in cash, without interest thereon (the "Per Share Price").
F2	Reflects a reduction in the total shares beneficially owned due to an administrative error in the reporting person's Form 4 filed on January 8, 2025 and subsequent forms, which reported fewer shares sold than required.
F3	Upon the terms and subject to the conditions set forth in the Merger Agreement, the number of market stock units ("Company MSUs") reported was calculated based on a payout factor applicable to such Company MSUs determined based on the Per Share Price.
F4	Upon the terms and subject to the conditions set forth in the Merger Agreement, fifty percent of the Company MSUs reported were, at or immediately prior to the Effective Time, automatically cancelled and converted into the right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product of (i) the Per Share Price and (ii) the total number of shares of Common Stock subject to such Company MSU as of immediately prior to the Effective Time (the "Converted Cash Awards"). The Converted Cash Awards will, subject to the reporting person's continued service through the applicable vesting dates, vest and be payable at the time when the Company MSUs for which the Converted Cash Awards were exchanged would have vested pursuant to the terms thereof.
F5	Upon the terms and subject to the conditions set forth in the Merger Agreement, fifty percent of the Company MSUs reported were, at or immediately prior to the Effective Time, automatically cancelled and converted into a restricted limited partnership unit award with respect to an indirect parent entity of Parent (the "Replacement Company MSU Awards") with the number of units covered by such Replacement Company MSU Award to be equal to the quotient of (i) the product of (A) the Per Share Price and (B) the total number of shares of Company Common Stock subject to such Company MSU as of immediately prior to the Effective Time,
F6	(Continued from Footnote 5) and (ii) the fair market value of such unit as of the Effective Time (based on the same price per unit paid to acquire equity in such entity in connection with the transactions contemplated by the Merger Agreement). The Replacement Company MSU Awards will, subject to the reporting person's continued service through the applicable vesting dates, vest and be settled at the time when the Company MSUs for which the Replacement Company MSU Awards were exchanged would have vested pursuant to the terms thereof.
F7	Pursuant to the Merger Agreement, this stock option was, at or immediately prior to the Effective Time, cancelled and converted into the right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product of (i) the total number of shares of Common Stock subject to such option as of immediately prior to the Effective Time and (ii) the excess, if any, of the Per Share Price over the exercise price of such option.