[Form 4] Direct Digital Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Direct Digital Holdings, Inc. (DRCT)11/13/2025 at a weighted average price of $0.37 per share, leaving 557,058 shares beneficially owned indirectly. On 11/14/2025, he sold a further 100,000 shares at a weighted average price of $0.21 per share, after which 457,058 shares were beneficially owned indirectly by SKW Financial LLC. The transactions were executed in multiple trades within disclosed price ranges, and the reporting person has undertaken to provide full trade details upon request.

11/17/2025 - 04:04 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SMITH W KEITH

(Last) (First) (Middle)

C/O DIRECT DIGITAL HOLDINGS, INC.

1177 WEST LOOP SOUT, SUITE 1300

(Street)

HOUSTON TX 77027

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Direct Digital Holdings, Inc. [ DRCT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	President

3. Date of Earliest Transaction (Month/Day/Year)
11/13/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock, par value $0.001 per share	11/13/2025	11/13/2025	S		71,242	D	$0.37(1)	557,058	I	By SKW Financial LLC
Class A Common Stock, par value $0.001 per share	11/14/2025	11/14/2025	S		100,000	D	$0.21(2)	457,058	I	By SKW Financial LLC
Class A Common Stock, par value $0.001 per share								66,370	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This transaction was executed in multiple trades at prices ranging from $0.35 to $0.38 per share. The price reported above reflects the weighted average purchase price on the date indicated. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares.

2. This transaction was executed in multiple trades at prices ranging from $0.20 to $0.23 per share. The price reported above reflects the weighted average purchase price on the date indicated. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares.

Remarks:

	/s/ Mark Walker, attorney-in-fact for Keith W. Smith	11/17/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider activity did DRCT report in this Form 4?

The filing shows that Keith W. Smith, a director, President and 10% owner of Direct Digital Holdings, Inc. (DRCT), sold shares of Class A common stock in two transactions on 11/13/2025 and 11/14/2025 through SKW Financial LLC.

How many DRCT shares did Keith W. Smith sell and at what prices?

He sold 71,242 Class A shares on 11/13/2025 at a weighted average price of $0.37 per share and 100,000 shares on 11/14/2025 at a weighted average price of $0.21 per share.

How many DRCT shares did Keith W. Smith beneficially own after the reported transactions?

After the 11/13/2025 sale, he beneficially owned 557,058 Class A shares indirectly through SKW Financial LLC, and after the 11/14/2025 sale, he beneficially owned 457,058 shares indirectly.

In what capacity is Keith W. Smith related to Direct Digital Holdings (DRCT)?

Keith W. Smith is reported as a director, a 10% owner, and an officer of Direct Digital Holdings, Inc., serving as President.

How were the DRCT insider trade prices for Keith W. Smith calculated?

The filing states that each transaction was executed in multiple trades within price ranges of $0.35 to $0.38 and $0.20 to $0.23, and that the reported prices of $0.37 and $0.21 per share reflect weighted average prices for the respective dates.

Through which entity does Keith W. Smith hold his indirect DRCT share ownership?

His indirect beneficial ownership is reported as held by SKW Financial LLC, which is listed as the indirect owner of the Class A common stock following the reported transactions.