Item 5. Other Information
ITEM 5. Other Information
None.
41
Table of Contents
ITEM 6. Exhibits
Exhibit No.
Description
Form
File Number
Date
Exhibit No.
Filed or Furnished herewith
3.1
Amended and Restated Certificate of Incorporation of Direct Digital Holdings, Inc.
8-K
001-41261
February 16, 2022
3.1
3.2
Amended and Restated Bylaws of Direct Digital Holdings, Inc.
8-K
001-41261
February 16, 2022
3.2
10.1+
Second Amendment and Joinder to Term Loan and Security Agreement, dated effective as of July 28, 2022, by and among Direct Digital Holdings, LLC, as borrower, Colossus Media, LLC, Huddled Masses LLC, Orange142, LLC, Universal Standards for Digital Marketing, LLC and Direct Digital Holdings, Inc., as guarantors, Lafayette Square Loan Servicing, LLC as administrative agent, and the various financial institutions signatory to the Term Loan and Security Agreement as lenders.
X
10.2+
Second Redemption Agreement, dated as of July 28, 2022, by and between Direct Digital Holdings, LLC and USDM Holdings, Inc.
X
31.1
Certification of the Chief Executive Officer of Direct Digital Holdings, Inc., pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
X
31.2
Certification of the Chief Financial Officer of Direct Digital Holdings, Inc, pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
X
32.1*
Certification of the Chief Executive Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
X
42
Table of Contents
32.2*
Certification of the Chief Financial Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
X
101.INS*
Inline XBRL Instance Document
X
101.SCH*
Inline XBRL Taxonomy Extension Schema
X
101.CAL*
Inline XBRL Taxonomy Extension Calculation Linkbase
X
101.DEF*
Inline XBRL Taxonomy Extension Definition Linkbase
X
101.LAB*
Inline XBRL Taxonomy Extension Label Linkbase
X
101.PRE*
Inline XBRL Extension Presentation Linkbase
X
104*
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
X
*
This exhibit will not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section. Such exhibit will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the Company specifically incorporates it by reference.
+
Pursuant to Item 601(a)(5) of Regulation S-K, certain schedules and attachments have been omitted. A copy of any omitted schedule or attachment will be furnished supplementally to the Securities and Exchange Commission upon request. Pursuant to Item 601(a)(6) of Regulation S-K, certain personally identifiable information contained in this document, marked by brackets as [***] has been omitted.
43
Table of Contents
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: November 14, 2022
DIRECT DIGITAL HOLDINGS, INC.
By:
/s/ Susan Echard
SUSAN ECHARD
Chief Financial Officer
(Duly Authorized Signatory, Principal Financial and Accounting Officer)
44
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.