[Form 4] TechTarget, Inc. Insider Trading Activity

Rhea-AI Filing Summary

TechTarget director David J. Flaschen received 2,250 shares of TechTarget, Inc. common stock on 08/14/2025 under the company's 2024 Incentive Plan as part of the 2025 Non-Employee Director Compensation Plan. The shares were issued to satisfy meeting fees for the first six months of 2025 and were calculated by dividing the cash compensation by the closing price of $6.00 per share on that date. After the issuance, Mr. Flaschen beneficially owns 3,890 shares of common stock. The Form 4 was signed by an attorney-in-fact on 08/15/2025.

This disclosure reflects a routine, non-derivative equity grant to a director as compensation rather than an open-market purchase or sale. It does not report any derivative transactions, amendments to prior filings, or other material changes beyond the share issuance and updated beneficial ownership count stated above.

Positive

• Director compensation paid in equity aligns director interests with shareholders without immediate cash outlay
• Clear disclosure of transaction date, amount (2,250 shares), price ($6.00) and post-transaction ownership (3,890 shares)

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director equity award aligns director and shareholder interests; transaction is compensation, not a purchase or sale.

The filing documents a standard non-employee director compensation issuance under the 2024 Incentive Plan. The issuance of 2,250 shares at the closing price of $6.00 to satisfy meeting fees is a governance practice that conserves cash while providing equity alignment. The post-transaction beneficial ownership of 3,890 shares is modest, indicating limited individual economic stake. No derivative activity or unusual arrangements are disclosed.

Securities/Compliance Analyst

TL;DR: Form 4 properly reports an issuance of shares for director compensation; disclosure appears complete for this transaction.

The Form 4 lists the transaction date, code (A for acquisition), amount, price per share, and resulting beneficial ownership, and includes an explanation tying the shares to the 2025 Non-Employee Director Compensation Plan. The signature by an attorney-in-fact is included. There are no indications of amendments, Rule 10b5-1 plans, or indirect ownership complexities disclosed in this filing.

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
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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^*

FLASCHEN DAVID J S

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

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	08/14/2025		A		2,250(1)	A	$6	3,890	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. These shares were issued under the TechTarget, Inc. 2024 Incentive Plan pursuant to an award as part of the TechTarget, Inc. 2025 Non-Employee Director Compensation Plan and represent applicable meeting fees for the first six months of 2025. The number of shares was determined by dividing compensation payable by the closing price on August 14, 2025 of TechTarget, Inc.'s common stock as reported by Nasdaq.

	/s/ Charles D. Rennick, Attorney-in-Fact	08/15/2025
	** 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 director David J. Flaschen report on Form 4 (TTGT)?

He reported an acquisition of 2,250 shares on 08/14/2025 as director compensation under the 2024 Incentive Plan.

At what price were the shares issued in the TTGT Form 4 filing?

The shares were issued based on the closing price of $6.00 per share on 08/14/2025.

How many TechTarget shares does David J. Flaschen beneficially own after the transaction?

Following the issuance he beneficially owns 3,890 shares of TechTarget common stock.

Was the Form 4 filing for TTGT related to a sale or open-market transaction?

No. The filing reports an issuance/acquisition (code A) of shares as compensation, not a sale or open-market purchase.

Does the Form 4 show any derivative transactions or 10b5-1 plan activity for Mr. Flaschen?

No. The filing contains only a non-derivative stock issuance and does not indicate any Rule 10b5-1 plan or derivative activity.