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Direct Digital Holdings , Inc. (NASDAQ:DRCT) has received a notice from Nasdaq indicating non-compliance with the exchange’s minimum bid price requirement, the company disclosed in a recent 8-K filing with the Securities and Exchange Commission. The advertising services firm’s Class A common stock, currently trading at $0.51 with a market capitalization of just $9.78 million, has closed below the $1.00 minimum bid price for 30 consecutive business days, violating Nasdaq’s Listing Rule 5550(a)(2). According to InvestingPro data, the stock has experienced a dramatic 86.64% decline over the past year, with particularly high price volatility reflected in its beta of 6.6.
As of today, Direct Digital has been granted a 180-day period, until November 10, 2025, to regain compliance. To meet Nasdaq’s standards again, the company’s stock must close at $1.00 or higher for at least 10 consecutive business days within this timeframe. If successful, Nasdaq will provide confirmation of compliance, and the company will remain listed. InvestingPro analysis reveals concerning fundamentals, with the company receiving a WEAK Financial Health Score of 1.41 out of 5. Get access to 12 additional key ProTips and comprehensive analysis in the Pro Research Report.
However, if Direct Digital fails to meet the requirement by the deadline, it may be eligible for an additional 180-day compliance period, provided it meets all other initial listing standards, except for the bid price. The company may need to consider a reverse stock split to rectify the situation. This challenge is compounded by the company’s significant debt burden and rapid cash burn rate, as highlighted by InvestingPro analysis. If the company does not regain compliance or is not eligible for an additional period, its securities could be delisted from The Nasdaq Capital Market.
The notice does not currently affect the listing or trading of Direct Digital’s securities, which will continue to trade under the ticker "DRCT." The company has stated its intention to monitor its stock price closely and evaluate all available options to address the deficiency and regain compliance with Nasdaq’s requirements.
In related news, Direct Digital also reported unregistered sales of equity securities. Between May 13, 2025, and May 16, 2025, the company sold 1,100,000 shares of Class A Common Stock, garnering aggregate cash consideration of $570,924 after discounts. These sales to New Circle Principal Investments LLC were made under an existing equity reserve facility and exceeded five percent of the company’s issued and outstanding shares as of May 13, 2025. The transactions were conducted in reliance upon exemptions from registration requirements under Section 4(a)(2) of the Securities Act.
Investors should note that this summary is based on Direct Digital’s SEC filing and contains forward-looking statements subject to risks and uncertainties. The company has emphasized that its ability to continue as a going concern, obtain future financing, and maintain compliance with Nasdaq’s listing requirements could be affected by various factors.
In other recent news, Direct Digital Holdings announced its Q1 2025 earnings, reporting an earnings per share (EPS) of -$0.35, which exceeded analyst expectations of -$0.41. Despite this positive EPS outcome, the company experienced a revenue shortfall, generating $8.2 million compared to the anticipated $16.25 million. The company also reported a significant decrease in revenue from $22.3 million in Q1 2024 to the current $8.2 million. Additionally, Direct Digital Holdings disclosed the sale of 2,300,000 shares of its Class A Common Stock to New Circle Principal Investments LLC, yielding $1,387,015. This transaction represented over five percent of the total shares issued and outstanding as of April 8, 2025. The company has filed the necessary documents with the Securities and Exchange Commission to ensure transparency regarding this unregistered equity sale. Looking ahead, Direct Digital Holdings maintains its full-year 2025 revenue guidance of $90 to $110 million, with expectations of strong performance in the latter half of the year. The company’s strategic focus includes scaling its buy side solutions and rebuilding its sell side business.
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