DoubleVerify CEO exercises 13,476 RSUs, pays taxes

DoubleVerify Holdings, Inc. Chief Executive Officer Mark Zagorski had restricted stock units vest and convert into common stock.

Rhea-AI Filing Summary

DoubleVerify Holdings, Inc. Chief Executive Officer Mark Zagorski had restricted stock units vest and convert into common stock. On the vesting date, 13,476 restricted stock units converted into 13,476 shares of common stock on a one-for-one basis, adding to his direct ownership.

To cover tax withholding obligations from this vesting, 7,453 of those common shares were withheld at a value of $9.50 per share, rather than sold in the open market. After these routine compensation-related transactions, Zagorski directly holds 546,742 shares of DoubleVerify common stock.

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	$9.50	$71K

Holdings After Transaction: Restricted Stock Units — 134,756 contracts (Direct); Common Stock — 546,742 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 converted: 13,476 units/shares Shares withheld for taxes: 7,453 shares Withholding share value: $9.50 per share +2 more

5 metrics

RSUs converted 13,476 units/shares Restricted stock units converted into common stock on a one-for-one basis

Shares withheld for taxes 7,453 shares Common stock withheld to satisfy tax obligations on vesting

Withholding share value $9.50 per share Value used for tax withholding on 7,453 common shares

Post-transaction common shares 546,742 shares Direct DoubleVerify common stock held by Mark Zagorski after transactions

Post-transaction RSUs 134,756 units Restricted stock units shown as held following the derivative transaction

Key Terms

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

4 terms

Restricted Stock Units financial

"Each restricted stock unit was granted on August 19, 2025."

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

"Represents shares withheld to satisfy tax withholding obligations in connection with the vesting"

one-for-one basis financial

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

quarterly anniversary financial

"the remainder of the restricted stock units vest at a rate of 8.33% on each quarterly anniversary"

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 DV CEO Mark Zagorski report?

Mark Zagorski reported vesting of 13,476 restricted stock units that converted into the same number of DoubleVerify common shares. These awards are part of his equity compensation and reflect scheduled vesting under previously granted restricted stock units.

How many DoubleVerify (DV) shares were withheld for taxes?

A total of 7,453 common shares were withheld to satisfy tax withholding obligations tied to the restricted stock unit vesting. This tax withholding is not an open-market sale, but a standard mechanism to cover tax liabilities on equity awards.

What is Mark Zagorski’s DoubleVerify (DV) shareholding after this Form 4?

Following these transactions, Mark Zagorski directly owns 546,742 shares of DoubleVerify common stock. This figure reflects shares remaining after 7,453 shares were withheld to cover taxes on his vesting restricted stock units.

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

The filing states that restricted stock units convert into common stock on a one-for-one basis. This means each vested restricted stock unit automatically turns into one share of DoubleVerify common stock when the vesting conditions are met.

What is the vesting schedule of the DoubleVerify (DV) restricted stock units?

The restricted stock units were granted on August 19, 2025. 8.33% vested on December 31, 2025, and the remainder vest in 8.33% quarterly installments after that date, assuming Mark Zagorski’s continued employment with DoubleVerify.

Was there any open-market buying or selling of DoubleVerify (DV) shares?

The reported activity shows no open-market purchases or sales. Shares were acquired through restricted stock unit vesting and some were withheld to cover tax obligations, which is a standard, non-market compensation-related transaction.

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

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Accepted by SEC EDGAR 04/03/2026 - 07:04 AM 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)
03/31/2026

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	03/31/2026		M		13,476	A	$0(1)	554,195	D
Common Stock	03/31/2026		F(2)		7,453	D	$9.5	546,742	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)	03/31/2026		M			13,476	(1)	(1)	Common Stock	13,476	$0	134,756	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	04/02/2026
	** 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)