1 unchanged sentence
Rule 10b5-1 Trading Plans
−Removed: During the six months ended June 30, 2025, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
−Removed: Sixth Amendment to Credit Agreement
−Removed: On August 5, 2025, the Company and EWB entered into that certain Sixth Amendment (the “Sixth EWB Amendment”) to the Credit Agreement, dated as of August 5, 2025 but effective as of July 31, 2025, which extended the maturity date of the Credit Agreement from July 31, 2025 to August 31, 2025 and extended the repayment date of any outstanding loans and advances thereunder, including any principal, interest or fees with respect thereto, from July 31, 2025 to August 31, 2025.
−Removed: In connection with the extension of the maturity date, the Company agreed to make a principal payment in an amount equal to $200,000 to reduce the outstanding loan balance by August 15, 2025.
−Removed: The foregoing description of the Sixth EWB Amendment is not complete and is qualified in its entirety by the full text of the Sixth EWB Amendment, a copy of which is filed herewith as Exhibit 10.3 and incorporated herein by reference.
+Added: During the three months ended September 30, 2025, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
Description Form File Number Date Exhibit No.
4 unchanged sentences
8-K 001-41261 June 10, 2025 3.1
+Added: 3.3 Certificate of Designation of Series A Convertible Preferred Stock
+Added: 8-K 001-41261 August 11, 2025 3.1
+Added: 3.4 Amended and Restated Certificate of Designation of Series A Convertible Preferred Stock
+Added: 8-K 001-41261 October 20, 2025 3.1
+Added: 3.5 Certificate of Amendment to Amended and Restated Certificate of Incorporation of Direct Digital Holdings, Inc.
3.6 Amended and Restated Bylaws of Direct Digital Holdings, Inc.
8-K 001-41261 February 16, 2022 3.2
−Removed: 10.1+ Form of Amended and Restated Employment Agreement applicable to Executive Officers
−Removed: 8-K 001-41261 May 30, 2025 10.1
−Removed: 10.2 Fifth Amendment to Credit Agreement, dated as of July 17, 2025 but effective as July 7, 2025, by and among Direct Digital Holdings, Inc., Direct Digital Holdings, LLC, Colossus Media, LLC, Huddled Masses LLC, and Orange142, LLC, as borrowers, and East West Bank, as lender.
−Removed: 10.3 Sixth Amendment to Credit Agreement, dated as of August 5, 2025 but effective as July 31, 2025, by and among Direct Digital Holdings, Inc., Direct Digital Holdings, LLC, Colossus Media, LLC, Huddled Masses LLC, and Orange142, LLC, as borrowers, and East West Bank, as lender.
+Added: 10.1 Amendment to Term Loan and Security Agreement, dated August 8, 2025, by and among Direct Digital, LLC, as borrower, Colossus Media, LLC, Huddled Masses LLC, Orange142, LLC, and Direct Digital Holdings, Inc., as guarantors, and Lafayette Square Loan Servicing, LLC, as administrative agent, and the various lenders thereto.
+Added: 8-K 001-41261 August 11, 2025 10.1
+Added: 10.2 Letter Agreement, dated August 8, 2025, by and among Direct Digital, LLC, Colossus Media, LLC, Huddled Masses LLC, Orange142, LLC, and Direct Digital Holdings, Inc.
+Added: and Lafayette Square Loan Servicing, LLC and Lafayette Square USA, Inc.
+Added: 8-K 001-41261 August 11, 2025 10.2
+Added: 10.3 Amendment to Term Loan and Security Agreement, dated September 8, 2025, by and among Direct Digital, LLC, as borrower, Colossus Media, LLC, Huddled Masses LLC, Orange142, LLC, and Direct Digital Holdings, Inc., as guarantors, and Lafayette Square Loan Servicing, LLC, as administrative agent, and the various lenders thereto.
+Added: 8-K 001-41261 September 12, 2025 10.1
+Added: 10.4 Ninth Amendment to Term Loan and Security Agreement, dated October 14, 2025, by and among Direct Digital, LLC, as borrower, Colossus Media, LLC, Huddled Masses LLC, Orange142, LLC, and Direct Digital Holdings, Inc., as guarantors, and Lafayette Square Loan Servicing, LLC, as administrative agent, and the various lenders thereto.
+Added: 8-K 001-41261 October 20, 2025 10.1
+Added: 10.5 Letter Agreement, dated October 14, 2025, by and among Direct Digital, LLC, Colossus Media, LLC, Huddled Masses LLC, Orange142, LLC, and Direct Digital Holdings, Inc.
+Added: and Lafayette Square Loan Servicing, LLC and Lafayette Square USA, Inc.
+Added: 8-K 001-41261 October 20, 2025 10.2
+Added: 10.6 Amendment No.
+Added: 1 to Share Purchase Agreement by and between Direct Digital Holdings, Inc.
+Added: and New Circle Principal Investments LLC, dated October 24, 2025.
+Added: 8-K 001-41261 October 30, 2025 10.1
+Added: 10.7 Tenth Amendment to Term Loan and Security Agreement, dated October 28, 2025, by and among Direct Digital, LLC, as borrower, Colossus Media, LLC, Huddled Masses LLC, Orange142, LLC, and Direct Digital Holdings, Inc., as guarantors, and Lafayette Square Loan Servicing, LLC, as administrative agent, and the various lenders thereto.
+Added: 8-K 001-41261 October 30, 2025 10.2
+Added: 10.8 Letter Agreement, dated October 28, 2025, by and among Direct Digital, LLC, Colossus Media, LLC, Huddled Masses LLC, Orange142, LLC, and Direct Digital Holdings, Inc.
+Added: and Lafayette Square Loan Servicing, LLC and Lafayette Square USA, Inc.
+Added: 8-K 001-41261 October 30, 2025 10.3
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.
14 unchanged sentences
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.
−Removed: + Indicates management contract or compensatory plan required to be filed as an Exhibit.
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.
−Removed: August 6, 2025
+Added: November 12, 2025
DIRECT DIGITAL HOLDINGS, INC.
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.