Integral Ad Science Holding Corp. SEC Filings

Integral Ad Science Holding Corp. (IAS) insider filing on Form 144 notifies the market that 3,527 common shares are proposed for sale through Fidelity Brokerage Services LLC on 10/03/2025 on NASDAQ, with an aggregate market value of $35,904.86. The shares were acquired by Restricted Stock Vesting on 10/01/2025 and are noted as compensation. The filer also disclosed four prior sales during the past three months, including a sale of 25,901 shares on 09/24/2025 that generated $263,771.71. The form includes the filer representation that they are not aware of undisclosed material adverse information about the issuer.

Lisa Utzschneider, Chief Executive Officer and director of Integral Ad Science Holding Corp. (IAS), reported the acquisition of 33,870 shares of common stock on 10/01/2025 through the vesting of market stock units (MSUs) granted April 1, 2024. The shares were recorded at a $0 purchase price because they were issued on vesting. After the transaction, Ms. Utzschneider beneficially owned 414,427 shares of common stock directly and held derivative interests (MSUs) underlying 33,870 additional shares, bringing total derivative-related beneficial ownership to 802,182 shares.

The MSUs reported represent the maximum possible payout (up to 225% of target) and have a minimum payout threshold of 60%. Vesting occurs 25% on April 1, 2025 and then in equal quarterly installments over three years, subject to continued employment. The Form 4 was signed on behalf of the reporting person by power of attorney on 10/02/2025.

Integral Ad Science Holding Corp. (IAS) Form 144 notice reports a proposed sale of 1,992 common shares through Fidelity Brokerage Services LLC on or about 10/02/2025, with an aggregate market value of $20,280.15. The filer states these shares were acquired on 10/01/2025 through restricted stock vesting and the payment type is listed as compensation. The filing also discloses three prior open-market sales by the same person: 1,962 shares on 07/07/2025 for $16,539.47, 2,784 shares on 09/03/2025 for $24,995.59, and 25,901 shares on 09/24/2025 for $263,771.71. The form notes 166,163,514 shares outstanding for the issuer and includes the required representation that the seller is not aware of undisclosed material adverse information.

Gil Alexis II, Chief Accounting Officer of Integral Ad Science Holding Corp. (IAS), reported a sale of 25,901 shares of common stock on 09/24/2025. The sales were effected under a Rule 10b5-1 trading plan adopted by the reporting person on June 12, 2025. The price reported is a weighted average of $10.18 per share, with individual sale prices ranging from $10.18 to $10.20 per share. Following the reported transaction, the reporting person beneficially owned 145,140 shares. The Form 4 was signed on behalf of the reporting person by power of attorney on 09/26/2025.

Integral Ad Science Holding Corp. entered into an Agreement and Plan of Merger dated September 24, 2025, under which Igloo Group Acquisition Company, a Novacap-affiliated Merger Sub, will merge into the company and the company will become a wholly owned subsidiary of Igloo Group Parent, Inc.

Each outstanding share of company common stock (other than excluded shares) will be converted into the right to receive $10.30 in cash. Outstanding options, RSUs and MSUs are addressed: in-the-money options will be cashed out for the spread, unvested RSUs convert to contingent cash awards that retain original vesting conditions, and MSUs convert into replacement MSU awards in the acquirer with vesting tied to continued service and original settlement schedules.

Closing conditions include stockholder consents and customary conditions, a required mailing at least 20 days before closing, and the closing will not occur before November 23, 2025 without Parent consent. A Support Agreement with Vista Equity-affiliated funds provides that certain stockholders agreed to vote in favor of the Merger. The Form 8-K is signed by CFO Alpana Wegner.

Form 144 notice from Integral Ad Science Holding Corp. (IAS) reports a proposed sale of 25,901 common shares through Fidelity Brokerage Services on 09/24/2025 on NASDAQ with an aggregate market value of $263,771.71. The filing lists the company's outstanding shares as 166,163,514. The shares to be sold were acquired through restricted stock vesting on multiple dates between 07/01/2024 and 09/01/2025, totaling the lots shown in the table. The filer also reported two completed sales in the past three months by Alexis Gil II: 1,962 shares on 07/07/2025 for $16,537.47 and 2,784 shares on 09/03/2025 for $24,995.59. The notice includes the standard certification that the seller is not aware of undisclosed material adverse information.

Integral Ad Science Holding Corp. (IAS) reporting person Gil Alexis II, Chief Accounting Officer, sold 2,784 shares of the issuer's common stock on 09/03/2025 to satisfy tax withholding obligations tied to the settlement of restricted stock units. The shares were sold in multiple trades at prices ranging from $8.91 to $9.05 with a reported weighted average price of $8.98. After the transaction the reporting person beneficially owned 171,041 shares.

Integral Ad Science Holding Corp. (IAS) Form 144 notice reports a proposed sale of 2,784 common shares held in brokerage at Fidelity Brokerage Services with an aggregate market value of $24,995.59. The filer acquired these shares on 09/02/2025 through restricted stock vesting from the issuer and indicates the payment nature as compensation. The approximate date of sale is listed as 09/03/2025 on NASDAQ. The filing also discloses two prior common-share sales by the same person in the past three months: 2,851 shares on 06/03/2025 for $22,707.36 and 1,962 shares on 07/07/2025 for $16,539.47. The signer certifies no undisclosed material adverse information.