DoubleVerify Holdings, Inc. — Director's Dealing 2023

Jun 20, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DoubleVerify Holdings, Inc. (DV)
CIK: 0001819928
Period of Report: 2023-06-15

Reporting Person: Grimmig Andrew E (Chief Legal Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-06-15	Common Stock	M	1493	$0.00	Acquired	58482	Direct
2023-06-15	Common Stock	F	722	$36.97	Disposed	57760	Direct
2023-06-15	Common Stock	M	64001	$6.45	Acquired	121761	Direct
2023-06-15	Common Stock	S	64001	$36.7914	Disposed	57760	Direct
2023-06-16	Common Stock	M	55999	$6.45	Acquired	113759	Direct
2023-06-16	Common Stock	S	55999	$36.7925	Disposed	57760	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-06-15	Restricted Stock Units	$	M	1493	Disposed		Common Stock (1493)	Direct
2023-06-15	Restricted Stock Units	$	M	2500	Disposed		Common Stock (2500)	Direct
2023-06-15	Options (Rights to Buy)	$6.45	M	64001	Disposed	2030-04-27	Common Stock (64001)	Direct
2023-06-16	Options (Rights to Buy)	$6.45	M	55999	Disposed	2030-04-27	Common Stock (55999)	Direct

Footnotes

F1: The restricted stock units were granted on December 10, 2021. 6.25% of the restricted stock units vested and were settled on March 15, 2022 (the "2022 Vesting Date"), and the remainder of the restricted stock units vest at a rate of 6.25% on each quarterly anniversary of the 2022 Vesting Date.

F2: Represents shares withheld to satisfy tax obligations in connection with the vesting of 1,493 RSUs on June 15, 2023.

F3: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 22, 2022.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $36.45 to $37.08, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $36.62 to $37.02, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

F6: Restricted stock units convert into common stock on a one-for-one basis.

F7: As reported previously, the reporting person made an election under the Issuer's deferred compensation plan to defer delivery of the first four tranches of vested shares until March 2024 or, if sooner, as soon as administratively feasible following his separation from service with the Issuer.

F8: The restricted stock units were granted on December 12, 2022. 6.25% of the restricted stock units vested on March 15, 2023 (the "2023 Vesting Date"), and the remainder of the restricted stock units vest at a rate of 6.25% on each quarterly anniversary of the 2023 Vesting Date.

F9: Represents non-qualified stock options granted on April 27, 2020, 25% of which vested on March 30, 2021 and the remainder of which vest at a rate of 6.25% per quarter thereafter, subject to Mr. Grimmig's continued employment.