Direct Digital Holdings, Inc. — Director's Dealing 2023

Oct 18, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Direct Digital Holdings, Inc. (DRCT)
CIK: 0001880613
Period of Report: 2023-10-16

Reporting Person: Diaz Diana P (Chief Financial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-10-16	Restricted Stock Units	$	A	18650	Acquired		Class A Common Stock, par value $0.001 per share (18650)	Direct
2023-10-16	Employee Stock Options (right to buy)	$2.46	A	18650	Acquired	2033-10-16	Class A Common Stock, par value $0.001 per share (18650)	Direct

Footnotes

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: The restricted stock units will vest in three annual installments, with 33% to vest on each of the first and second anniversary of the grant date and the remaining 34% to vest on the third anniversary of the grant date. 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).

F3: This option is scheduled to vest in three annual installments, with 33% to vest on each of the first and second anniversary of the grant date and the remaining 34% to vest on the third anniversary of the grant date beginning on October 16, 2024.