Lisa Utzschneider discloses tax-related sale of 9,922 IAS shares at ~$8.12

Rhea-AI Filing Summary

Integral Ad Science Holding Corp. insider transaction disclosed on Form 4: Lisa Utzschneider, who serves as both Chief Executive Officer and a director, executed a mandatory sale of 9,922 shares of Integral Ad Science common stock on 08/06/2025 to satisfy tax withholding obligations arising from the settlement of market stock units. The sale was executed at a weighted-average price of $8.12 per share with reported trade prices ranging from $8.08 to $8.19. After the sale, the reporting person directly beneficially owns 380,557 shares. The filing was signed under power of attorney on behalf of the reporting person. The Form 4 discloses the transaction type as a tax-related mandatory sale rather than a discretionary open-market trade.

Insights

Securities/Fundamental Analyst

TL;DR: A routine, tax-driven disposition of 9,922 IAS shares by the CEO; not a strategic sale.

The Form 4 shows a small, mandatory sale tied to tax withholding from the settlement of market stock units, executed on 08/06/2025 at a weighted-average price of $8.12 (reported range $8.08–$8.19). The reporting person remains a significant direct holder with 380,557 shares post-transaction. From a fundamentals viewpoint, this transaction is administrative and does not indicate a change in company outlook or operational performance. Disclosure and the explanatory footnote provide transparent pricing detail for the multiple executions that comprised the sale.

Corporate Governance Expert

TL;DR: Proper Form 4 disclosure of a tax-withholding sale by an executive, showing compliance with reporting rules.

The Form 4 documents that the CEO/director sold 9,922 shares to cover tax liabilities associated with settled market stock units and clearly reports the weighted-average price and price range. The use of a power of attorney signature is noted, and the filing identifies the transaction code as an S-code (sale to cover taxes). This record demonstrates routine compliance with Section 16 reporting obligations and provides sufficient detail for shareholders and regulators to reconcile the transaction amounts and prices.

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

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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^*

Utzschneider Lisa

(Last) (First) (Middle)

C/O INTEGRAL AD SCIENCE HOLDING CORP.

12 E 49TH STREET, 20TH FLOOR

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INTEGRAL AD SCIENCE HOLDING CORP. [ IAS ]

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

3. Date of Earliest Transaction (Month/Day/Year)
08/06/2025

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, $0.001 par value	08/06/2025		S(1)		9,922	D	$8.12(2)	380,557	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. Mandatory sale to cover tax liability associated with the settlement of market stock units.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $8.08 to $8.19 per share. The reporting person undertakes to provide to Integral Ad Science Holding Corp., any security holder of Integral Ad Science Holding Corp. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

Remarks:

	/s/ Yossi Almani, by Power of Attorney	08/12/2025
	** 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 did IAS insider Lisa Utzschneider disclose on the Form 4?

The Form 4 discloses a mandatory sale of 9,922 shares by Lisa Utzschneider to cover tax liabilities from the settlement of market stock units.

When was the IAS insider transaction executed and at what price?

The transaction date was 08/06/2025 with a weighted-average reported price of $8.12 per share and individual trades in the range $8.08–$8.19.

How many IAS shares does the reporting person own after the sale?

After the reported sale the reporting person directly beneficially owns 380,557 shares of IAS common stock.

Why were the shares sold according to the Form 4?

The Form 4 states the sale was a mandatory sale to cover tax liability associated with the settlement of market stock units.

Who signed the Form 4 on behalf of the reporting person?

The Form 4 shows it was signed by Yossi Almani by power of attorney for the reporting person.