TechTarget insider sell-to-cover: 21,478 shares; post-ownership 141,578

Rhea-AI Filing Summary

TechTarget, Inc. reporting person Steven Niemiec, Chief Revenue Officer and director, conducted a "sell-to-cover" transaction on 08/29/2025 related to settlement of vested restricted stock units. The filing shows 21,478 shares of common stock were sold at a weighted average price of $5.75 (individual sale prices ranged from $5.75 to $5.78) to satisfy withholding tax obligations. After the reported disposition, the reporting person beneficially owned 141,578 shares, held directly. The filing states the sell-to-cover was not a discretionary trade by the reporting person and that additional breakdown of shares sold at each price is available upon request.

Positive

• Disclosure specifies the transaction was a non-discretionary sell-to-cover to satisfy RSU tax withholding
• Filing provides transaction date (08/29/2025), quantity sold (21,478 shares), weighted average price ($5.75), and post-transaction ownership (141,578 shares)
• Filer offers to provide breakdown of shares sold at each price upon request, improving transparency

Negative

• None.

Insights

Securities Compliance Analyst

TL;DR Routine sell-to-cover of vested RSUs by an officer; disclosure appears complete and compliant.

The transaction is described as a standard "sell-to-cover" to satisfy tax withholding on restricted stock units previously reported as vested. The Form 4 provides transaction date (08/29/2025), quantity sold (21,478 shares), weighted average price ($5.75) and post-transaction beneficial ownership (141,578 shares). The filer discloses the price range and offers to provide the trade-level breakdown on request, which aligns with SEC guidance on reporting multiple trade prices. There is no indication of discretionary trading or other material events in this filing.

Corporate Governance Expert

TL;DR Insider sale tied to RSU tax obligations; not an operational signal but useful for share ownership transparency.

This Form 4 documents an ordinary-course disposition following RSU vesting previously reported on August 15, 2025. The reporting person remains a significant insider with 141,578 shares beneficially owned directly. The filing’s explicit note that the sale was to cover taxes and not discretionary helps limit potential governance concerns about opportunistic insider selling. For governance review, the key takeaways are the retained holding level and clear disclosure of the non-discretionary nature of the sale.

Insider Trade Summary

Net Seller: 21,478 shares ($123,499)

Net Sell 1 txn

Insider Niemiec Steven

Role Chief Revenue Officer

Sold 21,478 shs ($123K)

Type	Security	Shares	Price	Value
Sale	Common Stock	21,478	$5.75	$123K

Holdings After Transaction: Common Stock — 141,578 shares (Direct)

Footnotes (1)

1. Reflects a "sell to cover" transaction to cover withholding taxes due in connection with the Company's delivery to the reporting person of shares in settlement of restricted stock units, the vesting of which was previously reported on a Form 4 filed August 15, 2025. This "sell to cover" transaction in order to satisfy tax obligations does not represent a discretionary transaction by the reporting person. The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $5.75 to $5.78. The reporting person undertakes to provide to TechTarget, Inc., any security holder of TechTarget, Inc., 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 in this footnote.

Form 4 Insider Transactions: What Each Field Means →

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^*

Niemiec Steven

(Last) (First) (Middle)

C/O TECHTARGET, INC.

275 GROVE STREET

(Street)

NEWTON MA 02466

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TechTarget, Inc. [ TTGT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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	08/29/2025(1)		S		21,478	D	$5.75(2)	141,578	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. Reflects a "sell to cover" transaction to cover withholding taxes due in connection with the Company's delivery to the reporting person of shares in settlement of restricted stock units, the vesting of which was previously reported on a Form 4 filed August 15, 2025. This "sell to cover" transaction in order to satisfy tax obligations does not represent a discretionary transaction by the reporting person.

2. The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $5.75 to $5.78. The reporting person undertakes to provide to TechTarget, Inc., any security holder of TechTarget, Inc., 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 in this footnote.

	/s/ Charles D. Rennick, Attorney-in-Fact	09/02/2025
	** 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 TechTarget (TTGT) insider Steven Niemiec sell on 08/29/2025?

The filing reports a sell-to-cover of 21,478 shares of common stock on 08/29/2025 to satisfy withholding taxes related to vested RSUs.

At what price were the TTGT shares sold by the reporting person?

The Form 4 lists a weighted average price of $5.75; individual sale prices ranged from $5.75 to $5.78, with a detailed breakdown available on request.

How many TTGT shares does Steven Niemiec own after the transaction?

After the reported sale, the filing shows the reporting person beneficially owned 141,578 shares (direct ownership).

Was the insider sale discretionary trading or routine?

The filing states the sale was a non-discretionary sell-to-cover transaction to cover taxes on vested restricted stock units, not a discretionary trade.

Where can I find more details about the number of shares sold at each price?

The reporting person "undertakes to provide" upon request full information regarding the number of shares sold at each separate price within the reported range.