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Washington, D.C. 20549






Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): November 14, 2022 (November 10, 2022)


DoubleVerify Holdings, Inc.

(Exact name of registrant as specified in its charter)


Delaware   001-40349   82-2714562
(State or other jurisdiction of
  (Commission File Number)   (IRS Employer Identification No.)


462 Broadway
New York, New York
(Address of principal executive offices)   (Zip Code)


(212) 631-2111

(Registrant’s telephone number, including area code)



(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:


Title of Class Trading Symbol Name of Each Exchange on Which Registered
Common stock, par value $0.001 per share DV New York Stock Exchange


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company x


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨





Item 8.01. Other Events.


On November 10, 2022, DoubleVerify Holdings, Inc. (the “Company”), certain of the Company’s stockholders, including investment funds associated with Providence Equity Partners L.L.C. (the “Selling Stockholders”), and Goldman Sachs & Co. LLC (the “Underwriter”) entered into an underwriting agreement (the “Underwriting Agreement”) pursuant to which the Selling Stockholders agreed to sell to the Underwriter, and the Underwriter agreed to purchase from the Selling Stockholders, subject to and upon terms and conditions set forth therein, 10,000,000 shares of the Company’s common stock.  


The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the copy thereof, which is filed herewith as Exhibit 1.1 and is incorporated herein by reference.


Item 9.01.Financial Statements and Exhibits.


(d)     Exhibits


Exhibit Number   Description
1.1   Underwriting Agreement, dated November 10, 2022, among the Company, the selling stockholders named therein and Goldman Sachs & Co. LLC.
104   Cover Page to this Current Report on Form 8-K in Inline XBRL.





Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


  By:  /s/ Andy Grimmig
    Name: Andy Grimmig
    Title: Chief Legal Officer
Date: November 14, 2022