Form 4: DoubleVerify CEO Zagorski Trades Shares

DoubleVerify Holdings, Inc. CEO Mark Zagorski reported transactions involving restricted stock units and common stock.

Summary

• Mark Zagorski, CEO of DoubleVerify Holdings, Inc., reported transactions on March 31, 2026.
• He acquired 13,476 shares of common stock through the settlement of restricted stock units (RSUs) with a value of $0.
• Following this, he beneficially owned 554,195 shares of common stock.
• Additionally, 7,453 shares were disposed of, with a transaction price of $9.5 per share, resulting in 546,742 shares beneficially owned.
• The RSUs were originally granted on August 19, 2025, with 8.33% vesting quarterly, subject to continued employment.
• Shares were withheld to cover tax obligations related to the vesting of RSUs.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as it primarily details routine insider transactions related to compensation and tax obligations, without clear indicators of significant positive or negative company performance.

Positives

• CEO Mark Zagorski acquired 13,476 shares of common stock through the settlement of restricted stock units, indicating a form of compensation or incentive realization.
• The vesting of RSUs suggests continued employee engagement and potential alignment of management interests with the company's performance.

Negatives

• 7,453 shares were disposed of, which could represent a sale of stock by the CEO.
• Tax withholding obligations resulted in the disposal of shares, reducing the CEO's direct holdings.

Risks

• The disposal of 7,453 shares by the CEO could be interpreted as a signal of reduced confidence in future stock performance, although it may also be for personal financial planning or tax purposes.
• The vesting schedule of RSUs is subject to continued employment, implying a risk of forfeiture if employment is terminated.

Future Outlook

The filing does not contain explicit forward-looking statements or guidance. The vesting schedule for RSUs indicates future potential acquisitions of stock by the CEO, contingent on continued employment.

Management Comments

• The restricted stock units convert into common stock on a one-for-one basis.
• 8.33% of the restricted stock units vested and were settled on December 31, 2025, and the remainder vest at a rate of 8.33% on each quarterly anniversary of the 2025 Vesting Date, subject to Mr. Zagorski's continued employment.
• Shares were withheld to satisfy tax withholding obligations in connection with the vesting of restricted stock units.

Industry Context

StockSavvy.ai notes that Form 4 filings are standard disclosures for insider transactions. The acquisition of shares through RSUs is a common compensation mechanism in the technology and digital advertising sectors, where DoubleVerify operates. The disposal of shares, while needing context, is also typical for executives managing personal finances and tax liabilities.

Stakeholder Impact

• Shareholders: The disposal of shares by the CEO could be a point of observation, though it is common for executives to sell shares for personal reasons or tax management. The acquisition of shares through RSUs aligns management with company performance.
• Employees: The vesting of RSUs for the CEO reinforces the company's use of equity-based compensation, which can be a model for other employee incentive programs.
• Creditors: No direct impact is indicated.

Next Steps

• Continued quarterly vesting of restricted stock units for Mark Zagorski, subject to his continued employment.
• Potential future transactions by Mark Zagorski as his RSUs vest or based on personal financial planning.

Key Dates

Keywords

DoubleVerify Holdings, DV, Form 4, SEC Filing, Insider Trading, Stock Transaction, Restricted Stock Units, CEO, Mark Zagorski, Beneficial Ownership