[Form 4] DoubleVerify Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

DoubleVerify Holdings, Inc. (DV) Form 4 shows changes in beneficial ownership tied to pro rata distribution-in-kind transactions on September 9, 2025. Providence VII U.S. Holdings L.P. disposed of 7,948,770 shares by distribution-in-kind, leaving an indicated beneficial ownership of 18,173,777 shares held indirectly. Providence Butternut Co-Investment L.P. disposed of 51,230 shares by distribution-in-kind, leaving 117,131 shares indicated as beneficially owned indirectly. Reporting person R. Davis Noell received 40,658 shares in the distribution and is shown with those shares reported directly. The filing includes disclaimers that several named individuals may be deemed to exercise voting and investment power over the entities' holdings but disclaim direct beneficial ownership except to the extent of pecuniary interest.

Positive

• Transparency of large fund movements disclosed via Form 4 with specific share amounts and attribution notes
• Reporting person received 40,658 shares directly in the distribution-in-kind and this receipt is disclosed

Negative

• Substantial dispositions by Providence VII (7,948,770 shares) reduce that entity's reported indirect holdings
• Substantial dispositions by Providence Butternut (51,230 shares) affect indirect ownership records

Insights

Securities Analyst

TL;DR: Large in-kind distributions reduced entity holdings while an individual reporting person received a modest direct allocation.

The Form 4 documents substantial pro rata distributions by two Providence-managed investment vehicles that reduced indirect holdings recorded for those entities. The disposition counts are large in absolute terms, particularly the 7.95 million-share distribution from Providence VII, which materially changes the shareholdings held by that entity as reported. R. Davis Noell is reported to have received 40,658 shares directly under the distribution-in-kind and the filing includes standard disclaimers about attribution of beneficial ownership through general partner and management relationships.

Corporate Governance Expert

TL;DR: Transaction is a structural fund distribution, not a direct open-market sale by the individual.

The disclosures and explanatory footnotes indicate these were pro rata distributions-in-kind from funds (Providence VII and Providence Butternut), not market transactions executed by the reporting individual. The filing properly notes potential attribution through the general partner chain and contains disclaimers of ownership except for pecuniary interest. From a governance perspective, the form provides the typical transparency around attribution and the separate filings by record and other beneficial owners are referenced.

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

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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^*

Noell Robert Davis

(Last) (First) (Middle)

C/O DOUBLEVERIFY HOLDINGS, INC.

462 BROADWAY

(Street)

NEW YORK NY 10013

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DoubleVerify Holdings, Inc. [ DV ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2025

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
Common Stock	09/09/2025		J		7,948,770(1)	D	$0	18,173,777	I	By Providence VII U.S. Holdings L.P.(2)(3)(4)
Common Stock	09/09/2025		J		51,230(5)	D	$0	117,131	I	By Providence Butternut Co-Investment L.P.(4)(6)
Common Stock	09/09/2025		J		40,658	A	$0	40,658(7)	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. The securities reported represent shares of common stock of DoubleVerify Holdings, Inc. (the "Issuer") disposed of by Providence VII U.S. Holdings L.P. ("Providence VII") pursuant to a pro rata distribution-in-kind on September 9, 2025 to all partners of Providence VII (the "Distribution-in-Kind").

2. R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez may be deemed to exercise voting and investment power over, and thus may be deemed to beneficially own, the securities held by Providence VII due to their relationships with Providence Holdco (International) GP Ltd. ("Holdco"). Each of Providence Equity GP VII-A L.P. ("Providence GP"), R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez hereby disclaims beneficial ownership of the shares held by Providence VII, except to the extent of its or his pecuniary interest therein, and this form shall not be construed as an admission that any such reporting person is the beneficial owner of any of the securities reported on this form as held by Providence VII.

3. The securities reported are held directly by Providence VII and may be deemed to be beneficially owned by Providence GP because Providence GP is the general partner of Providence VII. R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez control Holdco, which is the general partner of Providence Fund Holdco (International) L.P. Providence Fund Holdco (International) L.P. is the general partner of PEP VII-A International Ltd., which is the general partner of Providence GP.

4. The record and other beneficial owners of the reported securities have separately filed Form 4s.

5. The securities reported represent shares of common stock of the Issuer disposed of by Providence Butternut Co-Investment L.P. ("Providence Butternut") pursuant to a pro rata distribution-in-kind on September 9, 2025 made to all partners of Providence Butternut (the "Butternut Distribution-in-Kind").

6. R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez may be deemed to exercise voting and investment power over, and thus may be deemed to beneficially own, the securities held by Providence Butternut due to their relationships with Holdco. Each of Providence GP, R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez hereby disclaims beneficial ownership of the shares held by Providence Butternut, except to the extent of its or his pecuniary interest therein, and this form shall not be construed as an admission that any such reporting person is the beneficial owner of any of the securities reported on this form as held by Providence Butternut.

7. Includes 40,658 shares of common stock of the Issuer received by R. Noell Davis in the Distribution-in-Kind, which distribution was made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended.

	/s/ Andrew E. Grimmig, as Attorney-in-Fact for Robert Davis Noell	09/11/2025
	** 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 changes in ownership does the DV Form 4 report?

The Form 4 reports pro rata distribution-in-kind transactions on September 9, 2025: Providence VII disposed of 7,948,770 shares and Providence Butternut disposed of 51,230 shares; R. Davis Noell received 40,658 shares directly.

Did R. Davis Noell sell shares of DV?

No. The filing shows R. Davis Noell received 40,658 shares in a distribution-in-kind; the large numbers were dispositions by Providence-managed funds, not an open-market sale by the individual.

What is the post-transaction beneficial ownership reported?

After the reported transactions, Providence VII is shown with 18,173,777 shares beneficially owned indirectly and Providence Butternut with 117,131 shares indirectly; R. Davis Noell holds 40,658 shares directly as reported.

Are there disclaimers about beneficial ownership attribution in the filing?

Yes. The filing states that certain named individuals may be deemed to exercise voting and investment power over the funds but disclaim beneficial ownership except to the extent of any pecuniary interest.

When were the transactions executed?

The transactions were executed on 09/09/2025 and the Form 4 was signed on 09/11/2025 by an attorney-in-fact for the reporting person.