SCHEDULE 13D

The address of the principal business and principal office of Direct Digital Management is 1177 West Loop South, Suite 1310, Houston, Texas 77027. The address of the principal business and the principal office of AJN is 10219 Piping Rock, Houston, Texas 77042. The address of the principal business and the principal office of SKW is 1705 Monarch Oaks Street, Houston, Texas 77055. The address of the principal business office of Mr. Walker is c/o Direct Digital Holdings, Inc., 1177 West Loop South, Suite 1310, Houston, Texas 77027. The address of the principal business office of Mr. Smith is c/o Direct Digital Holdings, Inc., 1177 West Loop South, Suite 1310, Houston, Texas 77027.

Direct Digital Management is a holding company in which Mr. Walker, the Issuer's Chairman and Chief Executive Officer, and Mr. Smith, the Issuer's President, each indirectly hold a 50% economic and voting interest. AJN and SKW each own 50% of the equity interests in Direct Digital Management. The principal business of each of Direct Digital Management, AJN and SKW, respectively, is to hold securities. The principal occupation of Mr. Walker is that of Chairman and Chief Executive Officer of the Issuer. The principal occupation of Mr. Smith is that of President of the Issuer.

During the last five years, none of the Reporting Persons have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors)

During the last five years, none of the Reporting Persons have been party to a civil proceeding of a judicial or administrative body of competent jurisdiction resulting in such Reporting Person being subject to a judgment, decree or final order enjoining future violations of, or prohibit or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Direct Digital Management is organized under the laws of Delaware. AJN is organized under the laws of Texas. SKW is organized under the laws of Texas. Mr. Smith is a citizen of the United States of America. Mr. Walker is a citizen of the United States of America.

The Reporting Persons are filing this Amendment No. 4 as a result of the following transactions that have occurred since the filing of the last Schedule 13D/A, as well the increase in the number of outstanding shares of Class A Common Stock. Direct Digital Management In connection with the initial public offering and organizational transactions of the Issuer, conducted through an umbrella partnership-C Corporation structure, Direct Digital Management received 11,378,000 Common Units of Direct Digital Holdings, LLC ("Direct Digital Holdings"). Pursuant to the Second Amended and Restated Limited Liability Company Agreement of Direct Digital Holdings, dated as of February 15, 2022 (the "Direct Digital LLC Agreement"), Class A Common Units of Direct Digital Holdings held by the Reporting Persons are exchangeable for shares of Class A Common Stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The Class A Common Units have no expiration date. At the time of any such exchange, an equal number of shares of Class B Common Stock of the Issuer held by the Reporting Person, which have no economic value and entitle holders thereof to one vote per share on all matters on which stockholders of the Issuer are entitled to vote generally, are cancelled. Direct Digital Management On September 11, 2025, Direct Digital Management exchanged 872,500 Class A Common Units for shares of the Class A Common Stock and distributed such shares to two of its members, AJN and SKW, for no consideration. On December 8, 2025, Direct Digital Management exchanged 300,000 Class A Common Units for shares of the Class A Common Stock and distributed such shares to two of its members, AJN and SKW, for no consideration. AJN On August 18 and 19, 2025, AJN sold in open market transactions 24,313 and 23,000 shares, respectively, of Class A Common Stock at prices ranging from $0.39 to $0.41 per share. On September 11, 2025, AJN received 272,500 shares of Class A Common Stock from Direct Digital Management, as noted above. On November 13 and 14, 2025, AJN sold in open market transactions 27,492 and 245,008 shares, respectively, of Class A Common Stock at prices ranging from $0.20 to $0.38 per share. On December 8, 2025, AJN received 300,00 shares of Class A Common Stock from Direct Digital Management, as noted above. SKW On September 11, 2025, SKW received 600,000 shares of Class A Common Stock from Direct Digital Management, as noted above. On November 13 and 14, 2025, SKW sold in open market transactions 71,242 and 100,000 shares, respectively, of Class A Common Stock at prices ranging from $0.20 to $0.38 per share. Mr. Smith N/A Mr. Walker On August 15, 2025, Mr. Walker sold in open market transactions 22,369 shares of Class A Common Stock at prices ranging from $0.39 to $0.40 per share.

Item 3 of this Amendment No. 4 is incorporated herein by reference. DDM Direct Digital Management acquired the securities described in this Amendment No. 4 for investment purposes as the result of the organizational transactions effected in connection with the Issuer's initial public offering and certain exchanges of the Direct Digital Holdings Class A Common Units as described above. SKW SKW acquired and disposed of the securities described in this Amendment No. 4 for investment purposes as the result of the exchanges of the Direct Digital Holdings Class A Common Units as described above. AJN AJN acquired and disposed of the securities described in this Amendment No. 4 for investment purposes as the result of the exchanges of the Direct Digital Holdings Class A Common Units as described above. Mr. Smith Mr. Smith acquired and disposed of the securities described in this Amendment No. 4 for investment purposes and as compensation for his service as President. Mr. Walker Mr. Walker acquired and disposed of the securities described in this Amendment No. 4 for investment purposes and as compensation for his service as Chairman and Chief Executive Officer. (a) The Reporting Persons may acquire additional securities of the Issuer or retain or sell all or a portion of the securities then held, in the open market, block trades or in privately negotiated transactions. Mr. Smith and Mr. Walker, in their capacities as President and Chairman and Chief Executive Officer, respectively, may be entitled to equity compensation, including restricted stock options or other equity awards, pursuant to the Omnibus Incentive Plan. (b)-(j) The Reporting Persons may, directly or through one or more affiliates, from time to time or at any time, (i) engage in discussions with or market proposals to the Board of Directors of the Issuer (the "Board"), other stockholders of the Issuer, and/or third parties, or (ii) encourage, cause or seek to cause the Issuer or any of such persons: to consider or explore extraordinary corporate transactions involving the Issuer, including, among other things, a merger, reorganization, consolidation or other take-private transaction that could result in the de-listing or de-registration of the Class A Common Stock; sales or acquisitions of assets or businesses; joint ventures; changes to the Issuer's capitalization or dividend policy; or other material changes to the Issuer's business or capital or governance structure. Any action or actions the Reporting Persons may undertake with respect to its investment in the Issuer will be dependent upon the Reporting Person's view of numerous factors, including, among other things, the Issuer's business, prospects, and/or financial condition, the market for the Class A Common Stock, general economic conditions, regulatory matters, tax considerations, debt and/or stock market conditions, other opportunities available to the Reporting Person, and other factors and future developments.

The ownership percentages reported in this Amendment No. 4 are calculated based on (i) 33,732,949 shares of Class A Common Stock outstanding as of December 1, 2025, plus (ii) 9,575,500 Class A Common Units of Direct Digital Holdings (and the shares of the Issuer Class B Common Stock relating there to), plus (iii) 212,880 shares of Class A Common Stock that can be acquired upon the exercise of stock options that are vested or vesting within 60 days of December 1, 2025, plus (iv) restricted stock units representing a contingent right to 0 shares of the Issuer's Class A Common Stock that vest within 60 days of December 1, 2025. The percentage ownership reported in this Amendment No. 4 reflect an increase in the number of outstanding shares of the Issuer, and certain acquisitions and dispositions of shares of Class A Common Stock by the Reporting Persons. (a) Rows (11) and (13) of the cover pages to this Amendment No. 4 are incorporated herein by reference.

Rows (7) through (10) of the cover pages to this Amendment No. 4 are incorporated herein by reference.

The following table lists the Reporting Persons' transactions in the Issuer's securities that were effected during the sixty day period prior to the filing of this Amendment No. 3. Reporting Person Transaction Date No. of Shares Price AJN Open Market Sale 11/13/2025 27,492 $0.37 SKW Open Market Sale 11/13/2025 71,242 $0.37 AJN Open Market Sale 11/14/2025 245,008 $0.21 SKW Open Market Sale 11/14/2025 100,000 $0.21

No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of the dividends from, or proceeds from the sale of, the shares of Class A Common Stock held by the Reporting Persons.

Not applicable.

Items 3 and 4 of this Amendment No. 4 are incorporated herein by reference. Except as otherwise described in this Amendment No. 4, there are no contract, arrangements, understandings or similar relationships with respect to the securities of the Issuer between any of the Reporting Person and any other person or entity.