Direct Digital Holdings, Inc. (DRCT) - Dilution Analysis

Visualizing historical and potential share dilution over time

Dilution Analysis

High Risk
Significant dilution risk
Last updated: May 21, 2026

Risk Assessment Details

Potential Dilution: 2863.15% of current shares
Recent Dilution: 892.05% (2 years)
Historical Dilution Factor: significant recent dilution
Outstanding Shares
700K
Potential Supply
20M
Additional shares possible
Splits
2 Splits 1 Reverse
Past 2 years

Summary

DRCT currently has 701K outstanding shares. with significant dilution risk as 20.1M authorized shares could dilute existing holders by 2863.2%. The company has significantly diluted shareholders by 892.05% over the past 2 years, indicating aggressive capital raising. Recent corporate actions include 2 stock splits (positive for accessibility) and 1 reverse split (concerning signal).

Share Structure Timeline

Outstanding Shares
Total Supply

Historical Data Points

Date Event Outstanding Supply
May 21, 2026

S-1/A filing: Direct Digital Holdings, Inc. is registering up to 20,000,000 shares of Class A Common Stock for potential sale to Roth Principal Investments under a purchase agreement.

700K 20M
May 15, 2026

10-Q filing | 0.7M shares outstanding

700K 20M
Apr 29, 2026

S-1 filing: Direct Digital Holdings, Inc. is offering up to 20,000,000 shares of Class A Common Stock to Roth Principal Investments under a Purchase Agreement, with Roth Capital Partners, LLC acting as an executing broker and Digital Offering, LLC as the qualified independent underwriter.

700K 20M
Apr 27, 2026
Stock Split

8-K filing: Stock split 1-for-4 | Outstanding: 2,803,037 → 700,759

700K 78K
Mar 31, 2026

10-K filing | 2.8M shares outstanding

2.8M 310K
Jan 12, 2026
Stock Split

8-K filing: Stock split 55-to-1 | Outstanding: 20,431,828 → 371,450

370K 310K
Dec 05, 2025

8-K filing: Direct Digital Holdings, Inc. sold 12,600,000 shares of its Class A Common Stock to New Circle Principal Investments LLC for $1,324,380 in cash consideration. ($1.32M proceeds)

20M 17M
Nov 26, 2025

8-K filing: Direct Digital Holdings, Inc. issued up to 50,000,000 shares of Class A Common Stock to Continuation Capital, Inc. in exchange for the release of certain claims and paid a settlement fee of 95,000 shares of Class A Common Stock.

20M 17M
Nov 12, 2025

10-Q filing | 20.4M shares outstanding

20M 17M
Oct 27, 2025

S-1 filing: Direct Digital Holdings, Inc. is offering 50,000,000 shares of Class A Common Stock through a selling stockholder, with the possibility of issuing additional shares to New Circle under a Purchase Agreement for up to $100 million, with proceeds potentially used to reduce debt and for general corporate purposes.

17M 17M
Oct 15, 2025

8-K filing: The company sold 3.7 million shares of Class A Common Stock for $1.3 million during the quarter ended September 30, 2025, and has sold 11.3 million shares for $8.9 million since the program's inception; the company converted $25.0 million and $10.0 million of term loans into Series A Preferred Stock on August 8, 2025 and October 14, 2025, respectively. ($1.3M proceeds)

8.1M 17M
Oct 02, 2025

8-K filing: Direct Digital Holdings, Inc. sold 1,400,000 shares of its Class A Common Stock for $451,983 and an additional 1,000,000 shares for $303,400 to New Circle Principal Investments LLC between September 16, 2025 and September 30, 2025. ($0.76M proceeds)

8.1M 17M
Aug 12, 2025

8-K filing: Direct Digital Holdings, Inc. sold 1,000,000 shares of its Class A Common Stock for $439,531 in cash consideration to New Circle Principal Investments LLC pursuant to the Equity Reserve Facility under the Share Purchase Agreement. ($0.44M proceeds)

8.1M 17M
May 16, 2025

8-K filing: The company sold 1,100,000 shares of Class A Common Stock to New Circle Principal Investments LLC for $570,924 in cash consideration. ($0.57M proceeds)

8.1M 17M
May 13, 2025

8-K filing: Direct Digital Holdings, Inc. sold 2,300,000 shares of its Class A Common Stock for an aggregate of $1,387,015 in cash consideration to New Circle Principal Investments LLC pursuant to a previously disclosed Equity Reserve Facility. ($1.39M proceeds)

8.1M 17M
May 07, 2025

10-Q filing | 8.1M shares outstanding

8.1M 17M
Apr 11, 2025

8-K filing: Direct Digital Holdings, Inc. sold 500,000 shares of Class A Common Stock for $272,107 and subsequently sold 300,000 shares of Class A Common stock for $139,248 to New Circle Principle Investments LLC pursuant to a previously disclosed Equity Reserve Facility. ($0.41M proceeds)

6.9M 17M
Apr 07, 2025

8-K filing: Direct Digital Holdings, Inc. sold 370,000 shares of its Class A Common Stock to New Circle Principle Investments LLC for $221,076 in cash consideration between January 29, 2025, and April 1, 2025, pursuant to a previously disclosed Equity Reserve Facility. ($0.22M proceeds)

6.9M 17M
Mar 28, 2025

10-K filing | 6.9M shares outstanding

6.9M 17M
Feb 04, 2025

8-K filing: Direct Digital Holdings, Inc. sold 389,351 shares of its Class A Common Stock to New Circle Principle Investments LLC for $503,394 in cash consideration between January 7, 2025, and January 29, 2025, pursuant to a previously disclosed Equity Reserve Facility. ($0.5M proceeds)

6.5M 17M
Jan 17, 2025

S-1 filing: This S-1 filing relates to the resale of 8,500,000 shares of Class A Common Stock by New Circle Principal Investments LLC, which may be purchased pursuant to a share purchase agreement. The company may receive up to $20 million in aggregate gross proceeds from sales to New Circle.

6.5M 17M
Jan 13, 2025

8-K filing: Direct Digital Holdings, Inc. sold 400,000 shares of its Class A Common Stock for $620,371 and an additional 400,000 shares for $488,145 to New Circle Principle Investments LLC pursuant to a Share Purchase Agreement. ($1.11M proceeds)

3.8M 8.6M
Jan 03, 2025

8-K filing: Direct Digital Holdings, Inc. sold 400,000 shares of its Class A Common Stock for $943,872 between December 24, 2024, and December 27, 2024, and an additional 400,000 shares for $697,728 between December 27, 2024 and December 31, 2024 to New Circle Principle Investments LLC pursuant to the Equity Reserve Facility. ($1.64M proceeds)

3.8M 8.6M
Dec 30, 2024

8-K filing: Direct Digital Holdings, Inc. sold 240,000 shares of its Class A Common Stock for $222,022 and an additional 300,000 shares for $1,057,032 to New Circle Principle Investments LLC pursuant to the Equity Reserve Facility. ($1.28M proceeds)

3.8M 8.6M
Dec 18, 2024

8-K filing: Direct Digital Holdings, Inc. sold 220,000 shares of its Class A Common Stock to New Circle Principle Investments LLC for $182,843 in cash consideration between December 3, 2024, and December 12, 2024, pursuant to a previously disclosed Equity Reserve Facility. ($0.18M proceeds)

3.8M 8.6M
Dec 09, 2024

8-K filing: Direct Digital Holdings, Inc. sold 220,000 shares of its Class A Common Stock to New Circle Principle Investments LLC for $241,095.80 in cash consideration between September 30, 2024, and December 3, 2024, pursuant to a previously disclosed Equity Reserve Facility. ($0.24M proceeds)

3.8M 8.6M
Nov 13, 2024

10-Q filing | 3.8M shares outstanding

3.8M 8.6M
Oct 22, 2024

S-1 filing: This S-1 filing relates to the resale of 2,932,113 shares of Class A common stock by New Circle Principal Investments LLC, which may be purchased pursuant to a share purchase agreement with the company. The company may receive up to $20 million in aggregate gross proceeds from sales to New Circle under the agreement.

3.8M 8.6M
Oct 15, 2024

10-K filing | 3.5M shares outstanding

3.5M 5.6M
Oct 15, 2024

10-Q filing | 3.7M shares outstanding

3.7M 5.6M
Oct 15, 2024

10-Q filing | 3.5M shares outstanding

3.5M 5.6M
Nov 09, 2023

10-Q filing | 11.3M shares outstanding

11M 5.6M
Oct 24, 2023

8-K filing: Direct Digital Holdings, Inc. completed an offer to purchase outstanding warrants for $1.20 in cash per warrant and subsequently entered into a Warrant Amendment to redeem all remaining outstanding warrants for $0.35 in cash per warrant, with the redemption date set for October 30, 2023.

11M 5.6M
Sep 29, 2023

8-K filing: Direct Digital Holdings, Inc. announced the expiration of its tender offer to purchase outstanding warrants for $1.20 per warrant, with 2,229,263 warrants tendered, and the approval of a warrant amendment. ($2.7M proceeds)

11M 5.6M
Sep 21, 2023

8-K filing: Direct Digital Holdings extended the expiration date of its tender offer to purchase outstanding warrants for $1.20 each and solicit consents to amend the warrant agent agreement.

11M 5.6M
Aug 11, 2023

10-Q filing | 11.3M shares outstanding

11M 5.6M
May 15, 2023

10-Q filing | 11.3M shares outstanding

11M 5.6M
Apr 21, 2023

S-3 filing: The filing is for a shelf registration allowing the company to issue up to $300 million in aggregate principal amount of Class A common stock, preferred stock, debt securities, warrants and/or units.

2.9M 5.6M
Apr 17, 2023

10-K filing | 3.3M shares outstanding

3.3M 5.6M
Nov 14, 2022

10-Q filing | 3.3M shares outstanding

3.3M 5.6M
Aug 15, 2022

10-Q filing | 3.2M shares outstanding

3.2M 5.6M
May 16, 2022

10-Q filing | 2.8M shares outstanding

2.8M 5.6M
Feb 16, 2022

8-K filing: Direct Digital Holdings, Inc. completed its initial public offering of 2,800,000 units at $5.50 per unit, each consisting of one share of Class A common stock and one warrant, with net proceeds estimated at $12.4 million. The underwriters were granted an option to purchase additional shares and/or warrants, which they partially exercised electing to purchase warrants for an additional 420,000 Shares. ($15.4M proceeds)

2.8M 5.6M
Feb 07, 2022

S-1/A filing: This S-1/A filing outlines an offering of 2,750,000 units, each consisting of one share of Class A common stock and one warrant to purchase one share of Class A common stock, as well as a unit purchase option for the underwriters to purchase additional units.

2.8M 5.6M
Feb 02, 2022

S-1/A filing: This is an S-1/A filing for Direct Digital Holdings, Inc. registering units consisting of Class A common stock and warrants, as well as shares issuable upon exercise of warrants, and units underlying the representatives' unit purchase option.

14M 4.4M
Jan 31, 2022

S-1/A filing: This S-1/A filing details the offering of 2,187,500 units, each consisting of one share of Class A common stock and one warrant to purchase one share of Class A common stock, and the warrants to purchase 2,187,500 shares of Class A common stock.

14M 4.4M
Jan 24, 2022

S-1/A filing: This S-1/A filing details an underwriting agreement for Direct Digital Holdings, Inc.'s offering of Class A common stock and includes the grant of an option to purchase additional shares to cover over-allotments.

11M 4.2M
Jan 18, 2022

S-1/A filing: This is an S-1/A filing for Direct Digital Holdings, Inc. offering 4,000,000 shares of Class A common stock at an assumed price of $8.00 per share, along with representatives' warrants to purchase an additional 230,000 shares.

11M 4.2M
Nov 15, 2021

S-1 filing: This S-1 filing outlines the offering of Class A common stock by Direct Digital Holdings, Inc. and discusses the company's intention to use the net proceeds from this offering to purchase newly issued LLC Units from DDH LLC and for working capital and general corporate purposes.

N/A 0
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