[Form 4] TechTarget, Inc. Insider Trading Activity

Rhea-AI Filing Summary

TechTarget, Inc. reported a Section 16 Form 4 showing that Gary John Nugent, the company's Chief Executive Officer and a director, received a grant of 102,497 restricted stock units (RSUs) on 09/22/2025. Each RSU converts to one share of common stock upon vesting and the award was recorded at a $0 per-share price for reporting purposes. The RSUs vest in three equal annual tranches (one-third each year on the grant anniversary), and the Reporting Person is shown as directly beneficially owning 102,497 shares following the grant. The Form 4 was signed by an attorney-in-fact on 09/24/2025.

Positive

• 102,497 RSU grant directly increases the CEO's equity stake, aligning executive incentives with shareholder value
• Three-year vesting (one-third annually) promotes retention and long-term performance focus

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Executive equity grant of 102,497 RSUs aligns CEO pay with long-term shareholder value through multi-year vesting.

The grant awards the CEO a sizeable equity position that vests in equal annual tranches over three years, which is a common structure to promote retention and align management incentives with stock performance. The Form 4 indicates direct beneficial ownership post-grant and a $0 reporting price typical for RSUs (they convert to shares upon vesting). This is a routine compensation disclosure under Section 16; no unusual acceleration, derivative instruments, or dispositive transactions are reported.

Securities Analyst

TL;DR: Material for insider holdings but routine in disclosure; no cash transaction or sale activity reported.

The filing documents an equity award rather than a purchase or sale. The reported quantity—102,497 RSUs—affects executive ownership metrics and will convert to common shares on vesting dates. The absence of additional transactions, dispositions, or amendments in this filing suggests no immediate change to market float from this report alone. Investors can track future Form 4 entries as each tranche vests and shares are delivered.

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

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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).

1. Name and Address of Reporting Person^*

Nugent Gary John

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/22/2025

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

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	(1)	09/22/2025		A		102,497		(2)	(2)	Common Stock	102,497	$0	102,497	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of TechTarget, Inc.'s Common Stock upon vesting.

2. The RSU grant vests in equal tranches, one-third per year on each anniversary of the grant date. Vested shares will be delivered to the Reporting Person on the applicable dates as set forth in the Reporting Person's award agreement with respect to each vesting tranche.

	/s/ Charles D. Rennick, Attorney-in-Fact	09/24/2025
	** 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) disclose in this Form 4?

The Form 4 discloses that CEO Gary John Nugent was granted 102,497 restricted stock units on 09/22/2025, with vesting in three equal annual tranches.

How do the RSUs reported for TTGT vest?

The RSU award vests in equal tranches of one-third per year on each anniversary of the grant date, according to the filing.

Does the Form 4 show a cash purchase or sale for the RSUs?

No. The filing shows the RSUs at a reported price of $0, indicating an equity award rather than a cash purchase or sale.

How many shares will the 102,497 RSUs convert into?

Each RSU represents a contingent right to one share of TechTarget common stock, so the award corresponds to 102,497 shares upon full vesting.

When was the Form 4 signed and filed?

The signature on the Form 4 is dated 09/24/2025 by Charles D. Rennick, Attorney-in-Fact.