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We are an end-to-end, full-service advertising and marketing platform primarily focused on providing advertising technology, data-driven campaign optimization and other solutions to help brands, agencies and middle market businesses deliver successful marketing results that drive return on investment ("ROI") across both the sell- and buy-side of the digital advertising ecosystem.
−Removed: Direct Digital Holdings, Inc., incorporated as a Delaware corporation on August 23, 2021, is the holding company for DDH LLC, the business formed by our founders in 2018 through the acquisitions of Colossus Media and Huddled Masses.
+Added: Direct Digital Holdings, Inc., incorporated as a Delaware corporation on August 23, 2021 and headquartered in Houston, Texas, is the holding company for DDH LLC, the business formed by our founders in 2018 through acquisitions of Colossus Media and Huddled Masses.
Colossus Media operates our proprietary sell-side programmatic platform operating under the trademarked banner of Colossus SSP™.
−Removed: In September 2020, DDH LLC acquired Orange 142, LLC (“Orange 142”) to further bolster its overall programmatic buy-side advertising platform and to enhance its offerings across multiple industry verticals.
+Added: In September 2020, DDH LLC acquired Orange 142 to further bolster its overall programmatic buy-side advertising platform and to enhance its offerings across multiple industry verticals.
In February 2022, we completed our initial public offering and certain organizational transactions which resulted in our current structure.
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Our sell-side advertising business, operated through Colossus Media, provides advertisers of all sizes a programmatic advertising platform that automates the sale of ad inventory between advertisers and marketers leveraging proprietary technology.
−Removed: Our platform offers extensive reach across a wide array of media partners to help Fortune 500 brands, media holding companies, independent agencies or emerging businesses reach highly sought after audiences, curated creators and helps publishers find the right brands for their readers, as well as drive advertising yields across all channels:
+Added: Our platform reaches across a wide array of media partners to help brands, media holding companies, independent agencies or emerging businesses reach audiences, curated creators and helps publishers find the right brands for their readers, as well as drive advertising yields across all channels:
web, mobile, and connected TV ("CTV").
−Removed: Our platform offers top performing advertising inventory and creator content that aligns with Fortune 500 brands, media holding companies and mid-market agencies focusing on key growth audiences.
+Added: Our platform offers advertising inventory and creator content that aligns with brands, media holding companies and mid-market agencies focusing on key growth audiences.
Our buy-side advertising business, now operating as Orange 142, provides technology-enabled advertising solutions and consulting services to clients through multiple leading demand side platforms (“DSPs”), across multiple industry verticals such as travel and tourism, higher education, energy, healthcare, financial services, consumer products and other sectors with particular emphasis on small and mid-sized businesses transitioning into digital with growing digital media budgets.
In the digital advertising space, buyers, particularly small and mid-sized businesses, can potentially achieve significantly higher ROI on their advertising spend compared to traditional media advertising by leveraging data-driven over-the-top/connected TV (“OTT/CTV”), video and display, in-app, native including programmatic, search, social, influencer marketing and audio advertisements that are delivered both at scale and on a highly targeted basis.
+Added: Providing both the front-end, buy-side operations coupled with our proprietary sell-side operations enables us to curate the first through last mile in the ad tech ecosystem execution process to drive results.
Programmatic Marketplace Transaction
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The Company’s platform allows the Company to sell, in real time, ad impressions from publishers to buyers and provides automated inventory management and monetization tools to publishers across various device types and digital ad formats.
−Removed: In 2024, our platform processed over 212 billion
−Removed: average monthly impressions and served approximately 168,000 buyers.
+Added: In 2025, our platform processed over 170 billion average monthly impressions and served approximately 174,000 buyers or advertisers.
Each impression or transaction occurs in a fraction of a second.
−Removed: Given that most transactions take place in an auction/bidding format, we continue to make investments across the platform to further reduce the processing time.
+Added: Given that most transactions take place in an auction/bidding format, we have invested across the platform to further reduce the processing time.
In addition to the robust infrastructure supporting our platform, it is also critical that we align with key industry partners in the digital supply chain.
Colossus SSP is agnostic to any specific DSP.
−Removed: We continually add new DSP partners especially where we believe the DSP might offer a unique advertising base seeking to target both our growth and general market audiences at scale.
−Removed: This business began as a trading desk supporting advertisers’ desires to reach growth audiences and we have evolved into a preeminent ad tech platform to support reaching all audiences at scale.
+Added: We have added new DSP partners especially where we believe the DSP might offer a unique advertising base seeking to target both our growth and general market audiences at scale.
+Added: This business began as a trading desk supporting advertisers’ desires to reach growth audiences and has evolved into an ad tech platform supporting outreach to all audiences at scale.
We partner with publishers that range from small to large in scale spanning from those with multi-million viewers daily to those who curate a small niche and loyal viewership.
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This cross-channel approach optimizes campaign performance and ROI for our clients.
−Removed: By adopting a platform-agnostic stance, our buy-side division
−Removed: offers extensive market access, enabling clients to purchase advertisements seamlessly across various mediums such as desktop, mobile, connected TV, streaming audio, social media, and digital billboards.
+Added: By adopting a platform-agnostic stance, our buy-side division offers extensive market access, enabling clients to purchase advertisements seamlessly across various mediums such as desktop, mobile, connected TV, streaming audio, social media, and digital billboards.
A distinctive feature of our offering is its visibility across inventory, facilitating the creation of customized audience segments at scale.
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These efforts have been led by big-budgeted, large, multi-national corporations incentivized to cast a broad advertising net to support national brands.
−Removed: Shift from Linear Broadcast to OTT/CTV .
−Removed: According to Emarketer as of October 2023, combined Linear TV and CTV ad spend will grow every year through the end of 2027, when it will reach nearly $100 billion.
−Removed: CTV will account for all of the growth, with spend expecting to increase by $5.5 billion year over year to $42.4 billion by end of 2027.
−Removed: The increase in video streaming has led to online sources becoming the default for TV viewing for a majority of TV viewers with broadband at home.
−Removed: Consumers increasingly want the flexibility and freedom to consume content on their own terms resulting in access to premium content at lower prices and with fewer interruptions.
−Removed: Advertisers are recognizing these trends and reallocating their ad budgets accordingly to those companies that can access audiences through a variety of existing and new channels.
+Added: The Strategic Pivot:
+Added: Linear Broadcast to OTT/CTV.
+Added: The transition from Linear Broadcast to OTT/CTV has reached a critical tipping point.
+Added: According to updated EMARKETER and IAB forecasts, the combined US TV ad market will hover near $100 billion through 2027, but the internal composition has shifted permanently.
+Added: While Linear TV continues a structural decline, CTV ad spending is projected to reach $40.9 billion by 2027 and surge to $46.9 billion by 2028, officially surpassing traditional TV for the first time.
+Added: CTV is now driving essentially all of the sector's growth, fueled by a low-to-mid teens year-over-year increase in spend.
+Added: This evolution is driven by the mass adoption of premium ad-supported video-on-demand tiers (“AVOD”) from providers like Netflix, Disney+, and Amazon Prime Video, alongside the explosion of Free Ad-Supported Streaming TV (“FAST”).
+Added: Digital sources have become the dominant viewing experience for a majority of broadband-enabled households.
+Added: Consumers now demand the flexibility of "on-demand" content with fewer, more relevant interruptions.
+Added: Consequently,
+Added: savvy advertisers are moving beyond simple brand awareness, reallocating budgets toward CTV platforms that offer sophisticated data targeting, retail media integration, and measurable performance across a fragmented media landscape.
Increased Adoption of Digital Advertising by Small and Mid-Sized Companies.
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We believe the local advertising market remains in the early stages of understanding and leveraging these capabilities.
−Removed: Potential Death of Cookies Could Destabilize Small-to-Mid-Size Business Ad Market.
−Removed: As the advertising industry faces a potential phase out of third-party cookies, small-to-mid-sized businesses are starting to face greater challenges in the adoption and transition to digital.
−Removed: While first-party data driven by first-party cookies will still have broad-based advertising support, more robust advertising efforts could experience some level of performance degradation.
−Removed: Specifically, the inability to tie ad impressions to an identity could add to the list of challenges already being faced by small-to-mid-sized businesses.
−Removed: However, we expect that any destabilization will create significant opportunities for next-generation technology companies, including us, that can provide media buying solutions and minimize performance disruption for advertisers and agencies.
Our Customers
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We take a hands-on approach, ensuring that every campaign is thoughtfully designed and supported by real and highly experienced people who care about our client’s success.
−Removed: Our unique perspective across the buy-side and sell-side allows us to offer comprehensive, tailored solutions that address the full spectrum of programmatic needs - we know what campaign success looks like for both the advertiser and publisher.
+Added: Our unique perspective across the buy-side and sell-side allows us to offer comprehensive, tailored solutions that address the full
+Added: spectrum of programmatic needs - we know what campaign success looks like for both the advertiser and publisher.
• End-to-End, Technology-Driven Solution Focused on Providing Higher Value to Underserved Markets.
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We are technology and media agnostic, and our clients trust us to provide the best opportunity for success of their brands and businesses.
−Removed: As a result, our clients have been loyal, with approximately 80% client retention amongst the clients that represent approximately 80% of our revenues for 2024.
+Added: As a result, our clients have been loyal, with approximately 90% client retention.
In addition, we cultivate client relationships through our pipeline of managed and moderate serve clients that conduct campaigns through our platform.
The managed services delivery model allows us to combine our technology with a highly personalized offering to strategically design and manage advertising campaigns.
−Removed: • Growing and Profitable Business Model.
−Removed: In 2022 and 2023, we grew our revenue steadily and increased our gross profit, which we believe demonstrates the power of our technology platform, the strength of our client relationships and the leverage inherent to our business model.
+Added: • Resilience Despite Challenging Circumstances.
+Added: In 2022 and 2023, we grew our revenue steadily and increased our gross profit, which we believe demonstrated the power of our technology platform, the strength of our client relationships and the leverage inherent to our business model.
For the years ended December 31, 2023 and 2022, our revenue was $157.1 million and $89.4 million, respectively.
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For 2024, our revenue and gross profit were $62.3 million and $17.4 million, respectively.
−Removed: The decrease in revenue and gross profit in 2024 compared to the prior year was primarily caused by one of the Company’s sell-side customers pausing its connection to the Company during the second quarter of 2024 while it investigated allegations made against the Company in a defamatory article / blog post which the Company believes was part of a coordinated misinformation campaign.
−Removed: This customer reconnected the Company on May 22, 2024 and sell-side volumes have resumed but not yet at the levels experienced prior to the pause in May 2024, which affected the entirety of the quarters ended September 30, 2024 and December 31, 2024.
−Removed: We believe that this incident, and its impact on our results of operations during 2024, is not reflective of the strength of our underlying business model.
−Removed: • Solutions for the Potential Destabilization of Advertising.
−Removed: As the advertising industry faces a potential phase out of third-party cookies in the future, we have begun integrating identity resolution solutions in order to provide our clients with accurate, targeted advertising without cookies.
−Removed: We will be investing in artificial
−Removed: intelligence and machine learning technology to further build out our data graph from first-party and third-party data sources and will facilitate matches and relations between the disparate sets of data.
+Added: For 2025, our revenue and gross profit were $34.7 million and $10.4 million, respectively.
+Added: The decrease in revenue and gross profit in 2024 and 2025 compared to the prior years was primarily caused by one of the Company’s sell-side customers pausing its connection to the Company during the second quarter of 2024 while it investigated allegations made against the Company in a defamatory article / blog post which the Company believes was part of a coordinated misinformation campaign.
+Added: This customer reconnected the Company on May 22, 2024 and sell-side volumes have resumed but not yet at the levels experienced prior to the pause in May 2024, which has continued to affect periods to date.
+Added: We believe that this incident, and its impact on our results of operations during 2024 and 2025, is not reflective of the strength of our underlying business model.
• Experienced Management Team.
−Removed: Our management team, led by our two founders, has significant experience in the digital advertising industry and with identifying and integrating acquired businesses.
+Added: Our management team, led by our two founders, has significant experience in the digital advertising industry and in identifying and integrating acquired businesses.
Specifically, our two founders, Chairman and Chief Executive Officer Mark Walker and President Keith Smith, have over 50 years of combined experience.
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We have been designated as a top minority owned business and National Minority Supplier Diversity Council (“NMSDC”) certified to work with top Fortune 500 companies, brands and agencies to help them achieve their strategic goals by working with our media and advertising platform.
−Removed: Environmental
−Removed: Our platform requires significant amounts of information to be stored across multiple servers and we anticipate those amounts to increase significantly as we grow.
−Removed: We are committed to ensuring that we incorporate environmental excellence in our business mindset.
−Removed: Energy use, recycling practices and resource conservation are a few of the factors we take into consideration in building our technological infrastructure, selecting IT partners, and utilizing key suppliers.
−Removed: In the first half of 2023, we transitioned our server platform to HPE Greenlake, which is centered on environmentally friendly operations and marketed as “Greenlake-as-a-service,” through which we promote its energy conservation principles.
−Removed: We opted for HPE GreenLake’s as-a-service model because it represents a shift towards supplier responsibility for the elimination of wasted infrastructure and processing capacity.
−Removed: Our needs are metered and monitored, providing insights that can lead to significant resource and energy efficiencies by avoiding overprovisioning and optimizing the IT refresh cycle.
−Removed: This enables us to bring existing equipment to the highest levels of utilization and to eliminate idling equipment that drains energy and resources, yielding both environmental and financial savings.
+Added: The Company and its founders have also been recognized by Deloitte Technology Fast 500, EY Entrepreneur of the Year honors and multiple awards from the Sammys, MARCOM and AVA Digital Awards.
Our Growth Strategy
−Removed: We have a multi-pronged growth strategy designed to continue to build upon the momentum we have generated so far in order to create opportunities.
+Added: We have a multi-pronged growth strategy in order to create opportunities.
Our key growth strategies include our plans to:
−Removed: • Continue to expand our highly productive “on the ground” sell-side and buy-side sales teams throughout the United States, with a particular focus on markets where we believe our client base is underserved.
+Added: • Continue to expand our highly productive “on the ground” sales teams throughout the United States, with a particular focus on markets where we believe our client base is underserved.
• Utilize management’s experience to identify and close additional acquisition opportunities to accelerate expansion into new industry verticals, grow market share and enhance platform innovation capabilities to create new sales channels.
• Leverage our end-to-end product offering as a differentiating factor to win new business and cross-sell to existing clients.
−Removed: • Aggressively grow our curated audience offerings to ensure we are helping our Fortune 500 brands, media holding companies, independent agencies or mid-market businesses reach the consumers most important to them through the multiple channels they are engaging with, including high growth content formats such as OTT/CTV in-app and Digital Out of Home (“DOOH”).
+Added: • Aggressively grow our curated audience offerings to ensure we are helping our customers reach the consumers most important to them through the multiple channels they are engaging with, including high growth content formats such as OTT/CTV in-app and Digital Out of Home (“DOOH”).
• Continue to innovate and develop our audience curation and data targeting capabilities to inform decision-making and optimize client campaigns.
• Invest in further optimization of our infrastructure and technology solutions to maximize revenue and operating efficiencies.
−Removed: We generate revenues through a broad range of offerings.
+Added: We generate revenue through a broad range of offerings.
On the sell-side of our business, through our proprietary Colossus SSP, we generate revenues by selling advertising inventory (digital ad units) that we purchase from publishers to advertisers through a process of monetizing ad impressions on our proprietary sell-side programmatic platform operating under the trademarked banner Colossus SSP.
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The platform is comprised of publishers across multiple channels including OTT/CTV, display, native, in-app, online video (“OLV”), audio and DOOH.
−Removed: In 2024, we processed approximately 212 billion average monthly impressions across many unique audiences including multicultural growth audiences at scale with 59 billion, or 28%, of those impressions from growing multicultural-focused audiences.
+Added: In 2025, we processed approximately 170 billion average monthly impressions across many unique audiences including multicultural growth audiences at scale with 76 billion, or 45%, of those
+Added: impressions from growing multicultural-focused audiences.
We provide our publishers with access to a host of media buyers on a daily basis.
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Marketing, Sales and Distribution
−Removed: Our sales organization focuses on marketing our technology solution to increase the adoption of our products by existing and new sellers and buyers.
+Added: Our sales organization focuses on marketing our technology and advertising solutions to increase the adoption of our products by existing and new sellers and buyers.
We market our products and services to sellers and buyers through our national sales team that operates from various locations across the United States.
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We typically seek to add experienced sales personnel with an established track record and/or verifiable book of business and client relationships.
−Removed: For Colossus SSP, our professional services team manages each new DSP or publisher/seller integration while the buyer team focuses on the unique challenges and issues arising with our inventory buys.
−Removed: For the buy-side platform, our sales team has three fundamental components:
−Removed: (1) a consulting services team that advises clients on a more enterprise level in the design and implementation of a digital media strategy or necessary technology marketing stack to ensure their media dollars are optimized to the fullest potential;
−Removed: (2) a professional sales team with each salesperson working with clients to provide customized digital media plans based on the client’s ROI goals and budgets;
−Removed: and (3) our client services team that works closely with clients to manage and/or support campaigns.
+Added: Our sales team has several fundamental sales channels to drive new business and upsell existing customers through (1) a consulting performance marketing services team that advises clients on a more enterprise level in the design and implementation of a digital media strategy or necessary technology marketing stack to ensure their media dollars are optimized to the fullest potential to deliver performance objectives;
+Added: (2) a professional outbound face-to-face sales team with each salesperson working with clients to provide customized omnichannel driven digital media plans based on the client’s ROI goals and budgets;
+Added: (3) our inbound sales and client services team that works closely with clients to manage and/or support campaigns;
+Added: (4) the new Ignition+ team, recently launched by the Company, which is supported by senior programmatic experts with deep experience across both the buy and sell-sides of the ecosystems to help Fortune 1000 brands and large independent agencies manage high-volume, complex media investments that require unified infrastructure and greater economic clarity and scale with an enterprise-focused programmatic solution;
+Added: (5) a publisher relationship development team;
+Added: and (6) a buyer development team focused on relationships across holding companies, brands and large independent agencies to deliver on private marketplace ("PMP") deals and/or inventory needs to meet clients' objectives.
Our marketing initiatives are focused on managing our brand, increasing market awareness and driving advertising spend to our platform.
−Removed: We often present at industry conferences, create custom events and invest in public relations.
−Removed: addition, our marketing team advertises online and in other forms of media, creates case studies, sponsors research, writes whitepapers, publishes marketing collateral, generates blog posts and undertakes client research studies.
+Added: We often present at industry conferences as thought leaders, create custom events and invest in public relations.
+Added: In addition, our marketing team advertises online and in other forms of media, creates case studies showcasing our capabilities through our client success stories, sponsors research, writes whitepapers, publishes marketing collateral, generates blog posts and undertakes client research studies.
Sell-Side Competition
−Removed: On the sell-side of the digital advertising industry, competition is robust but more limited in that there were fewer than 80 SSPs in operation during 2024 including Pubmatic, Magnite and Acuity Ads.
−Removed: We continue to refine our offering so that it remains competitive in scope, ease of use, scalability, speed, data access, price, inventory quality, brand security, customer service, identity protection and other technological features that help sellers monetize their inventory and buyers increase the return on their advertising investment.
+Added: On the sell-side of the digital advertising industry, competition is robust but more consolidated around a handful of major players, including Pubmatic, Magnite and Google Ads Manager, though dozens of SSPs remain in operation.
+Added: We continue to refine our offering so that it remains competitive in scope, ease of use, scalability, speed, data access, price,
+Added: inventory quality, brand security, customer service, identity protection and other technological features that help sellers monetize their inventory and buyers increase the return on their advertising investment.
While our industry is evolving rapidly and becoming increasingly competitive, we believe that our solution enables us to compete favorably on these factors.
−Removed: We achieve this by ensuring that we have the right integrations and implementations in place.
+Added: We can achieve this by ensuring that we have the right integrations and implementations in place.
Our traffic verification partner is directly integrated within our exchange to ensure inventory quality on a real-time basis.
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We rely on intellectual property laws, including trade secret, copyright and trademark laws in the U.S.
−Removed: and abroad, and use contracts,
−Removed: confidentiality procedures, non-disclosure agreements, employee disclosure and invention assignment agreements and other contractual rights to protect our intellectual property.
+Added: and abroad, and use contracts, confidentiality procedures, non-disclosure agreements, employee disclosure and invention assignment agreements and other contractual rights to protect our intellectual property.
We own intellectual property related to our owned sites.
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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.