TechTarget, Inc. 8-K

What Happened
TechTarget, Inc. announced that Mary McDowell notified the Board on February 24, 2026 of her intent to resign as Chair and as a director, effective February 27, 2026. Her resignation was not the result of any disagreement with the company, management, or the Board. In accordance with rights under a Stockholder's Agreement dated December 2, 2024, Informa PLC nominated Patrick Martell (Chief Executive of Informa Markets and Chief Operating Officer of Informa PLC), and the Board elected him to serve as a director and Chair of the Board effective March 1, 2026.

Key Details

• Mary McDowell’s resignation effective: February 27, 2026 (notice given February 24, 2026).
• New Chair effective: Patrick Martell, effective March 1, 2026.
• Nomination basis: Informa PLC’s rights under the Stockholder's Agreement dated December 2, 2024.
• Compensation & governance: Company expects to enter its standard director indemnification agreement with Martell; Martell is not entitled to compensation under TechTarget’s 2026 non-employee director compensation plan.
• Disclosure: Company furnished a press release dated February 27, 2026 as Exhibit 99.1 to the Form 8-K.

Why It Matters
Board leadership changes can affect corporate strategy, governance oversight, and investor relations. This change reflects the influence of Informa PLC under the existing stockholder agreement and installs an Informa executive as Chair immediately following McDowell’s departure. Investors should note the succession was communicated as orderly and not due to any disagreement, and that the new Chair is not receiving the company’s standard 2026 non-employee director pay, which may be relevant to governance and related-party considerations.