DoubleVerify CEO vests RSUs, covers taxes in stock

DoubleVerify Holdings, Inc. Chief Executive Officer Mark Zagorski reported routine equity compensation activity involving restricted stock units and related tax withholding.

Rhea-AI Filing Summary

DoubleVerify Holdings, Inc. Chief Executive Officer Mark Zagorski reported routine equity compensation activity involving restricted stock units and related tax withholding. On this date, 13,476 restricted stock units converted into an equal number of shares of common stock, reflecting scheduled vesting under a prior grant.

To cover tax withholding obligations tied to this vesting, 7,453 shares of common stock were withheld rather than sold in the open market. After these transactions, Zagorski directly held 580,364 shares of common stock and 121,280 restricted stock units, showing that he retained a substantial equity position in the company.

Insider Trade Summary

13,476 shares exercised/converted

Exercise 3 txns

Insider Zagorski Mark

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	13,476	$0.00	$0.00
Exercise	Common Stock	13,476	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	7,453	$10.84	$81K

Holdings After Transaction: Restricted Stock Units — 121,280 contracts (Direct); Common Stock — 580,364 shares (Direct)

Footnotes (3)

1. F1. Each restricted stock unit was granted on August 19, 2025. 8.33% of the restricted stock units vested and were settled on December 31, 2025 (the "2025 Vesting Date"), and the remainder of the restricted stock units vest at a rate of 8.33% on each quarterly anniversary of the 2025 Vesting Date, subject to Mr. Zagorski's continued employment.
2. F2. Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of restricted stock units.
3. F3. Restricted stock units convert into common stock on a one-for-one basis.

Key Figures

RSUs vested and converted: 13,476 units/shares Shares withheld for taxes: 7,453 shares Common shares held after: 587,817 shares +4 more

7 metrics

RSUs vested and converted 13,476 units/shares Restricted stock units converting into common stock on vesting date

Shares withheld for taxes 7,453 shares Withheld to satisfy tax withholding obligations on RSU vesting

Common shares held after 587,817 shares Direct common stock ownership after reported transactions

RSUs held after 121,280 units Remaining restricted stock units after conversion of 13,476 units

Initial RSU grant date August 19, 2025 Grant date for restricted stock units that are vesting over time

Initial vesting date December 31, 2025 First 8.33% of RSUs vested and settled on this date

Quarterly vesting rate 8.33% Portion of RSUs vesting on each quarterly anniversary of initial vesting

Key Terms

Restricted Stock Units, tax withholding obligations, one-for-one basis, quarterly anniversary

4 terms

Restricted Stock Units financial

"The 13,476 restricted stock units vested and converted into 13,476 shares of DoubleVerify common stock on a one-for-one basis."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"To cover tax withholding obligations tied to this vesting, 7,453 shares of common stock were withheld rather than sold in the open market."

one-for-one basis financial

"The 13,476 restricted stock units vested and converted into 13,476 shares of DoubleVerify common stock on a one-for-one basis."

quarterly anniversary financial

"The remaining restricted stock units vest at a rate of 8.33% on each quarterly anniversary of the 2025 vesting date."

A quarterly anniversary marks the date that occurs every three months after a specific event, such as an investment or a business milestone. It is similar to a birthday that repeats four times a year, helping investors track the timing of important updates or changes. Recognizing these anniversaries allows investors to stay informed about progress and make timely decisions.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did DoubleVerify (DV) CEO Mark Zagorski report?

Mark Zagorski reported routine equity compensation activity. 13,476 restricted stock units vested and converted into common stock, and 7,453 of those shares were withheld to satisfy tax obligations, with the remaining shares increasing his direct common stock holdings.

How many DoubleVerify (DV) shares does the CEO hold after this Form 4?

After these transactions, Mark Zagorski directly holds 587,817 shares of DoubleVerify common stock. He also holds 121,280 restricted stock units, which represent additional potential shares that may vest over time if employment-based vesting conditions are met.

What happened to the 13,476 restricted stock units reported by DoubleVerify (DV)?

The 13,476 restricted stock units vested and converted into 13,476 shares of DoubleVerify common stock on a one-for-one basis. This reflects scheduled vesting from a prior equity grant, increasing the CEO’s share ownership before accounting for shares withheld for taxes.

Why were 7,453 DoubleVerify (DV) shares disposed of in this filing?

The 7,453 shares were withheld to satisfy tax withholding obligations related to the vesting of restricted stock units. This is a tax-withholding disposition, not an open-market sale, and is a common mechanism when equity awards vest for executives.

When were the restricted stock units in this DoubleVerify (DV) Form 4 originally granted?

The restricted stock units were granted on August 19, 2025. A portion vested on December 31, 2025, and the remaining units continue to vest in equal 8.33% installments on each quarterly anniversary of that 2025 vesting date, subject to continued employment.

How do DoubleVerify (DV) restricted stock units convert into common stock?

The restricted stock units convert into DoubleVerify common stock on a one-for-one basis. When vesting conditions are satisfied, each unit becomes one share, which may then be subject to tax withholding through share reductions instead of separate cash payments.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/01/2026 - 04:04 PM Learn about SEC filing dates

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
Estimated average burden
hours per response:			0.5

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^*

Zagorski Mark

(Last) (First) (Middle)

C/O DOUBLEVERIFY HOLDINGS, INC.

462 BROADWAY

(Street)

NEW YORK NEW YORK 10013

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

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

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

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

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	06/30/2026		M		13,476	A	$0(1)	587,817	D
Common Stock	06/30/2026		F(2)		7,453	D	$10.84	580,364	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
Restricted Stock Units	(3)	06/30/2026		M			13,476	(1)	(1)	Common Stock	13,476	$0	121,280	D

Explanation of Responses:

1. Each restricted stock unit was granted on August 19, 2025. 8.33% of the restricted stock units vested and were settled on December 31, 2025 (the "2025 Vesting Date"), and the remainder of the restricted stock units vest at a rate of 8.33% on each quarterly anniversary of the 2025 Vesting Date, subject to Mr. Zagorski's continued employment.

2. Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of restricted stock units.

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

	/s/ Andrew E. Grimmig, as Attorney-in-Fact for Mark S. Zagorski	07/01/2026
	** 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.
* Form 4: SEC 1474 (03-26)