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Copyri g ht 20 25 © Direct Digital Holdings Comp a ny. All ri g hts reserved. AdTech Platform Focused on Middle Market Investor Presentation January 2026 Nasdaq: DRCT
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Copyri g ht 20 25 © Direct Digital Holdings Comp a ny. All ri g hts reserved. Disclaimer Cautionary N ot e Regarding For ward-Looking Statements Thi s present ation contains for ward-looking statements within the mean ing of federa l securities laws that are subject to cert ain risks, trends and uncertainties. We use words such as “could,” “would,” “may,” “might,” “will,” “expect ,” “likely,” “b elieve,” “continue,” “anti cipate,” “estimate,” “intend,” “p lan,” “project” and other similar expressions to i denti f y forw ard-looking statements, but not all forw ard-looking statements include these words. All of our forward -looking stat ements inv olve estimates and uncertainties t hat could cause actual results to differ materially from th ose expressed in or implied by t he forward-looking statements. Accordingly, any such statements are qual ified in their en tirety by refer ence to the infor mation described under the capt ion “Risk Fact ors” and elsew here in our most r ecent Annual Report on Form 10-K (the “Form 1 0-K”) and subsequent periodic and or current reports filed wit h the Securities and Exchange C ommission (the “SEC”). The forward -looking statements contained in this presentation are based on assumptions that we hav e made in light of our industr y experience and our per ceptions of historical trends, current condit ion s, expected future dev elopments and other factors w e believe are appropriate under the circumstances. A s you read and consider this present ation, you should unde rstand that these stat ements are not guar antees of per for mance or r esults. They involv e risks, uncert ainties (many of w hich ar e beyond our control) and assumptions. Although we bel iev e that these for ward-looking statements are based on reasonable assumptions, you should be aware that many fac tors could affect our actual operat ing and financial performance and cause our performance to differ materially from the perfor mance expressed in or i mplied by the f orw ar d-looking statements. We believ e these factors include, but are not limited to, the fol lowing: the restrictions and cov enants imposed upon us b y our cred it faci lities; the substantial doubt about our ability to continue as a going concer n, w hich may hinder our abil ity to obt ain future financi ng; our ability to secure additional financin g to meet our cap ital need s; our ineligibility to file short-form registration stat ements on Form S-3, which may impair our ability to raise capital; our failure to satisfy applicabl e listing standards of th e N asdaq Capital Mar ket resulting in a potential deli sti ng of our common stock; costs, r isks and uncertainties related to restatement of certain pr ior period financial statements; any signi ficant fluctuat ion s caused by our high customer concentration; risks related to non -payment by our clients; reputati onal and other harms caused by our failure t o detect advertising fraud; operational and performance issues with our platform, whether real or perceived, including a failure to re spond to technological changes or to upgr ade our techn ology sy st ems; restrictions on the use of third-party “cookies,” mobile device ID s or other t racking technol ogies, which could dimi nish our platfor m’s ef fectiveness; unfav orable publicity and negat ive publi c perception about our i ndustr y, parti cularly concer ns regar ding data p rivacy and security relating to our industry’ s technology and practices, and any perceived failure to comply with laws and industry self-regulat ion; our fai lur e to manag e our growth ef fectively; the difficulty in identifyi ng and integrati ng any future acquisitions or strategic inv estmen ts; any changes or developments in legi slative, judicial, regulatory or cultural environments relat ed to information collection, use and processing; challenges related to our buy -side clients t hat ar e destinati on marketing or ganizations and that operate as public/private partnerships; any strain on our resources or diversion of our management’ s attention as a result of bei ng a public company; the int ense competit ion of the di gital advertising indust ry and our abilit y to effectiv el y compete against current and future competi tors ; any significant inadvertent discl osure or br each of confidential and/or personal informati on w e hold, or of the security of our or our customers ’ , suppliers’ or other partners ’ computer systems; as a holding company, we depend on distributions fr om Direct D igital Holdings, LLC (“D DH LLC ”) to pay our taxes, expenses (incl udi ng payments under the T ax Receivable Agreement) and any amount of any divi dends we may pay to the holders of our common stock; th e fact that D DH LLC is cont rolled by DD M, whose int erest may differ from those of our public st ockholders; any failure by us to maintain or implement effective inter nal contr ol s or to detect fr aud; and other factors and assumpti ons discussed in our Form 1 0-K a nd sub sequent p eriodic and curr ent reports we may file w ith the SE C. Should one or more of these r isks or uncert ainties materializ e, or shoul d any of t hese assumptions prove to be incor rect, our actual operating and financial performance may var y in mater ial respects f r om the performance projected in these forward -looking statements. Further , any forward -looking statement speaks only as of the date on which it is made, and except as required by l aw , w e undertake n o obligation to update any forward-looking statement contained in this press release to reflect events or circumstances after the dat e on which it is made or to reflect the occurr ence of anticipated or unanticipat ed events or circumstances, and we clai m the protection of the safe harbor for for ward-looking stat ements contained in the Private Secur ities Litigation Reform Act of 1995. New factors that coul d cause our business not t o develop as we expect emerge from time to time, and it is not possible for us to predi ct all of them. Further, we cannot assess the impact of each currently know n or new factor on our results of operations or the ext ent to which any factor, or combination of factors, may cause actual results to differ materially from those contai ned in any f orw ar d- looking statements. 2
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. Direct Digital Holdings 1Based on third -party research of initial publi c offerings in the U.S . capit al market s between 1985–2022. Founder-led, technology platform that assists companies buy and sell media to deliver ROI Exceeding the demands of the underserved middle market and penetrating multicultural audiences Accelerated organic growth and operational playbook going forward Top performing diverse-owned supplier helping brands, agencies, and consultancy partners reach diverse, multicultural audiences and meet their social DEI objectives and budget commitments across our media and advertising technology platforms Ninth black-owned company to go public in the U.S.1 3 Leading advertising and marketing technology platform combining cutting - edge sell -side and buy -side advertising solutions to enhance performance and reach for brands, agencies, and publishers
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. Buy-Side Platform Approach ● Automated sale of ad inventory between advertisers and ag encies leverag ing proprietary techn ology ● Leverage programmatic buying to reach multi-cultural and g eneral market aud ience through a diverse owned supplier platform Capabilities* ● 199+ billion monthly impressions ● 26,000 media properties ● 183,000 average monthly advertisers *Y TD through 9/30/25 Approach ● Responsible for buying med ia for clients to drive ROI Capabilities ● Dig ital Marketing ● SEO / SEM ● Media Plan ning & Buying ● Dig ital Performance Audits ● Analytics Configuration ● Website Desig n & Development ● Consulting Service Partner ● White Label Partner ● About 220 customers with 5+ year average tenure for top 20 customers Sell-Side Platform Digital Advertising Built for Everyone 4
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. Comprehensive Strategy and Offerings to Meet Diverse Client Needs Supply-Side Platform (SSP) Demand-Side Platform (DSP) Buy-Side Platform (BSP) Advertisers Publishers Decision to purchase media Integrated to SSPs to access ad inventory Sells media inventory through SSPs Data Lake 5 (Orange 142) (Colossus SSP)
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. Massive, Underserved Addressable Digital Advertising Market With Strong Tailwinds Middle Market is vast and highly fragmented $309B* U.S. Digital Ad Spend $89B** Middle Market Advertising Total U.S. Digital Ad Spending *Sourc e: eMa rketer - 202 4 statistic . **Source: BI A —Mark et size is b a s ed on 2 025E and includes di g i tal a d vertising spend only. 2020 2024 $153 $309 U.S. Programmatic Digital Display Ad Spending 2020 2024 $66 $174 Total CTV Ad Spending 2020 2024 $8 $29 Note: $ in billions Source: eMarketer 6 19% 28% 37% CAGR CAGR CAGR
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. Why Advertisers Choose DDH Measurable & Superior ROI REPRESENTATIVE BUY-SIDE CUSTOM ERS REPRESENTATIVE SELL-SIDE CUSTOM ERS Broad Reach 199+ billion monthly impressions Access to Unique Multicultural Audiences 7
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. Why Publishers Choose DDH REPRESENTATIVE MULTICU LTURAL PUBLISHERS REPRESENTATIVE GENERAL MARKET PUBLISHERS Blue Chip & Middle Market Advertiser Base Quality advertisers High Marketplace Volume Superior Monetization Full Funnel Digital Platform CTV/OTT, video, display, audio & native 8
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acquired $6 M Rev $7M Rev $30M Rev $38M Rev $89M Rev $157.1M Rev acquired 20222018 2019 2020 2021 2023 Strong Track Record Driving ROI for Clients and Diverse Publishers Note: bars are illustrative. 9 Direct Digital drove consistent double -digit revenue growth from its founding in 2018 through fiscal year 2023 (Founded 2012) (Founded 2017) (Founded 2013) +32% +25% +134% +76%
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. Revenue Dip in 2024: Now Executing Clear Strategy to Return to Growth and Profitability 2020 2021 2022 2023 $38.1 2019 $7.0 +76% YOY Growth $30.4 $89.4 $157.1 ($ in Millions) 2024 $62.3 10 2023 Organic Growth Initiatives Drove Revenue Increase of +76% • Sell-side contributed $122.4 million, or growth of 104% YoY • Buy-side contributed $34.7 million or growth of 18% YoY 2024 Key sell -side customer paused engagement • Connections with customers have resumed with revenues returning toward pre-pause levels 2025 – Beyond Executing on strategy to return to revenue growth
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. RESPONSE & REBUILD 2024 – PRESENT White Diamond Research publishes false and defamatory short report Direct Digital Holdings files lawsuit against White Diamond Research December 2023 Adalytics publishes false and defamatory blog post Trade Desk (through its connection via Bidswitch) pauses relationship Colossus SSP files lawsuit against Adalytics for defamation, injurious falsehood and false advertising May 2024 November 2024 Direct Digital Holdings implements optimization strategy, diversifies revenue streams and conducts cost savings review to establish a more efficient business model October 2024 Announced $20 million Equity Reserve Facility with New Circle Principal Investments LLC to expand the Company’s technology and strategic capabilities November 2024 Direct Digital Holdings unifies its buy-side businesses, Orange 142 and Huddled Masses, under the Orange 142 brand Unification enables shared resources, operating efficiencies, and a more integrated market approach November 2024 Direct Digital Holdings launches Colossus Connections Optimize supply path efficiency for advertisers through streamlined, direct connections with top demand-side platforms for a more efficient, cost-effective, and impactful programmatic ecosystem 11
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. Colossus Connections Direct Integration Strategy • Direct integrations optimize supply path efficiency for advertisers through streamlined, direct connections with top demand -side platforms (DSPs) for a more efficient, cost - effective, and impactful programma tic ecosyst em • Colossus Connect ions enables the sell-side platform, Colossus SSP, to establish direct integrations with leading DSPs, reducing intermediaries and enhancing transpa rency and control for advertisers • Consolidating the pathways between buyers and sellers gives advertisers a clearer view of their media supply chain , for more meaningful engagement and outcomes. 12 Colossus SSP has onboarded two of the top 10 DSP partners via direct connections with all expected to go live in 2025; currently able to access 20% of top 10 DSPs directly
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Financial Performance
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. Key Q3 2025 Highlights $0.6M $8.0M Sell-Side Revenue $7.3M Buy-Side Revenue 192B Average Monthly Impressions Processed $(5.0M) Net Loss $(3.0M) Adjusted EBITDA(1) (1) Adjusted EBITD A is a n on-GAAP fi na n c ial measure, see reconci lia tion at the end of the presenta tion. 14 Total Revenue
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. Key YTD 2025 Highlights (as of September 30, 2025) 15 $5.2M Sell-Side Revenue $26.3M Total Revenue $21.1M Buy-Side Revenue 199B Average Monthly Impressions Processed $(15.1M) Net Loss $(7.4M) Adjusted EBITDA(1) (1) Adjusted EBITDA and Adjusted Operati n g Ex p ense are non-GAAP fi na n c ial measures, s e e reconcil iation a t the en d of the presentation. 20% Decrease in Operating Expense
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. Select Financial Metrics 2022 2023 2024 Q1 2025 Q2 2025 Q3 2025 Revenue Mix Buy-Side 33% 22% 43% 75% 76% 92% Sell-Side 67% 78% 57% 25% 24% 8% 100% 100% 100% 100% 100% 100% Gross Margin Buy-Side 64% 60% 59% 49% 51% 41% Sell-Side 16% 14% 4% (30%) (15%) (127%) Overall 32% 24% 28% 29% 35% 28% Operating Expenses 24% 25% 49% 77% 59% 77% Operating Income Margin 8% (1%) (21%) (48%) (24%) (49%) Adjusted EBITDA Margin 11% 2% (15%) (37%) (14%) (37%) 16
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Awards & Recognition
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. Direct Digital Holdings is a Recognized Industry Leader 18
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Appendix
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. Founder-Led Management Team Mark Walker Co-Founder, Chairman & Chief Executive Officer Keith Smith Co-Founder, Director & Presid ent Diana Diaz Chief Financial Officer Anu Pillai Chief Technology Officer Maria Vilchez Lowrey Chief Growth Officer Tonie Leatherberry Independent Director Richard Cohen Independent Director Misty Locke Independent Director BOARD OF DIRECTORSEXECUTIVE TEAM 20 Prior Experience
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. How Ad Tech Companies Make Money Brands/Agency1 2 3 Spends $1.00 Buy-Side S ervice Platform Direct Digital Buy-Side and Sell-Side platforms give the Company the ability to participate in multiple steps of the transaction within the same ad spend. Flows $0.70 DSP Flows $0.63 Keeps $0. 30 Keeps $0. 07 SSP Flows $0.50 Keeps $0. 13 or 20% Publisher Keeps $0. 50 Brands/Agency Spends $1.00 Buy-Side S ervice Platform Flows $0.70 DSP Flows $0.63 Keeps $0. 30 Keeps $0. 07 SSP Flows $0.50 Keeps $0. 13 or 20% Publisher Keeps $0. 50 Brands/Agency Spends $1.00 Buy-Side S ervice Platform Flows $0.70 DSP Flows $0.63 Keeps $0. 30 Keeps $0. 07 SSP Flows $0.50 Keeps $0. 13 or 20% Publisher Keeps $0. 50 DD H T ake: $0.13 DD H T ake: $0.30 DD H T ake: $0.30 DD H T ake: $0.13 Flow $1.00 of ad space spend through the ad tech ecosystem Direct Digital Core Competency 21
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Copyri g ht 20 25 © Direct Digital Holdings Comp a ny. All ri g hts reserved. Non-GAAP Financial Measures In addition to our results determined in accordance with U.S. generally accepted accounting principles ("GAAP"), including, i n particular operating income (loss), net cash provided by (used in) operating activities, and net income (loss), we believe that certain non -GAAP financial measures are usefu l in evaluating our performance, specifically: earnings before interest, taxes, depreciation and amortization ("EBITDA"), as adjusted for derecognition and revaluation of t ax receivable agreement liability, commitment shares and expenses for the Equity Reserve Facility, loss on early termination of line of credit, and stock -based compensation ("Adjusted EBITDA") and operating expenses, excluding certain unusual items such as non -recurring publisher payments and non -recurring compliance costs (“Adjusted Operating Expenses”). The most directly comparable GAAP measure to Adjusted EBITDA is net income (loss) and to Adjusted Operating Expenses is operating expenses. In addition to operating income (loss) and net income (loss), we use Adjusted EBITDA and Adjusted Operating Expenses as measu res of operational efficiency. We believe that these non-GAAP financial measures are useful to investors for period -to-period comparisons of our business and in understan ding and evaluating our operating results for the following reasons: ● Adjusted EBITDA is widely used by investors and securities analysts to measure a company's operating performance without rega rd to items such as depreciation and amortization, interest expense, provision for income taxes, stock -based compensation and derecognition and revaluation of tax re ceivable agreement liability and certain one-time items such as acquisition transaction costs, losses from early termination or redemption of credit agreements a nd costs for the Equity Reserve Facility that can vary substantially from company to company depending upon their financing, capital structures and the method by whic h assets were acquired; ● Our management uses Adjusted EBITDA in conjunction with GAAP financial measures for planning purposes, including the preparat ion of our annual operating budget, as a measure of operating performance and the effectiveness of our business strategies and in communications with our board o f directors concerning our financial performance; ● Our management uses Adjusted Operating Expenses to manage decisions regarding cost reduction efforts and our overall expendit ures; and ● Adjusted EBITDA and Adjusted Operating Expenses provides consistency and comparability with our past financial performance, f acilitates period-to-period comparisons of operations, and also facilitates comparisons with other peer companies, many of which use similar non -GAAP financial measures to supplement their GAAP results. Our use of non-GAAP financial measures has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our financial results as reported under GAAP. The following tables present a reconciliation of Adjusted EBITDA to net income (loss) and Adjusted Oper ating Expenses to Operating Expenses for each of the periods presented. 22
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Copyri g ht 20 25 © D i rec t D i g i tal Hol d i n gs C ompany. All rights res erved. Reconciliation of Net Income (Loss) to adjusted earnings before interest, taxes, depreciation, and amortization (EBITDA) 23 September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Net loss: $ (5,000) $ (6,377) $ (15,136) $ (13,338) Add back (deduct): Interest expense 1,104 1,413 4,739 4,068 Amortization of intangible assets 488 488 1,465 1,465 Stock-based compensation 374 149 1,079 811 Depreciation and amortization 71 67 215 205 Expenses for Equity Reserve Facility - - 198 - Income tax benefit - 6,606 - 6,132 Derecognition of tax receivable agreement liability - (5,201) - (5,201) (Adjusted EBITDA $ (2,963) $ (2,855) $ (7,440) $ (5,858) Three Months Ended Nine Months Ended
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Copyri g ht 20 25 © Direct Digital Holdings Comp a ny. All ri g hts reserved. Thank you.