Direct Digital Holdings, Inc. 8-K

What Happened
Direct Digital Holdings, Inc. (DRCT) filed a Form 8-K on January 6, 2026, disclosing that at a Special Meeting held December 30, 2025, its stockholders approved an amendment to the company's 2022 Omnibus Incentive Plan to increase the number of authorized shares of Class A Common Stock issuable under the plan by 9,000,000 shares. The Board had previously approved the amendment subject to stockholder approval, and the amendment became effective upon approval. The amendment’s terms were described in the company’s definitive proxy filed December 15, 2025.

Key Details

• Amendment approved: increase of 9,000,000 shares of Class A Common Stock issuable under the 2022 Omnibus Incentive Plan.
• Stockholder vote date: December 30, 2025; 8-K filing date: January 6, 2026.
• Board action: Board previously approved the amendment conditioned on stockholder approval; effective immediately upon approval.
• Documentation: Amendment is filed as Exhibit 10.1 to the Form 8-K.

Why It Matters
The approval authorizes the company to grant up to 9 million additional shares under its equity compensation plan, enabling future grants to employees, directors or consultants. For investors, this can lead to dilution of existing shares as new awards are issued and could affect per-share metrics (e.g., EPS) over time. The filing does not disclose specific planned grants or timing — it documents the authorization that permits future equity awards.