Doubleverify Holdings, Inc. current report, Q3 FY2026

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Business Context and Reporting Period

Company: DoubleVerify Holdings, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: August 6, 2026
Event: Announcement of an Agreement and Plan of Merger.

Key Financial Metrics

This filing is a current report regarding a corporate transaction and does not contain financial performance data. The text does not provide values for revenue, profit, cash flow, margins, debt, or liquidity.

Material Changes and Transaction Details

  • Merger Agreement: DoubleVerify Holdings, Inc. (the "Company") entered into an agreement with Neptune BidCo US Inc. ("Parent") and Wallace Merger Sub Inc. ("Merger Sub").
  • Structure: Merger Sub will merge with and into the Company. The Company will continue as the surviving corporation and become a wholly-owned subsidiary of Parent.
  • Documentation: A press release detailing the transaction is attached as Exhibit 99.1.

Guidance, Outlook, and Risks

Next Steps

  • The Company intends to file a proxy statement with the SEC to seek stockholder approval for the Merger at a special meeting.
  • Investors are urged to read the definitive Proxy Statement when available, as this 8-K is not a substitute for that document.

Risks and Contingencies

The filing includes a cautionary note regarding forward-looking statements. Key risks include:

  • Failure to complete the Merger in a timely manner or at all.
  • Termination of the Merger Agreement, potentially triggering termination fees.
  • Failure to satisfy conditions for consummation or obtain required regulatory approvals.
  • Disruption to business operations, relationships, and management attention during the pendency of the Merger.
  • Unexpected costs or failure to realize anticipated benefits.

Investor Verification Checklist

  • Proxy Statement: Verify the definitive Proxy Statement once filed for specific deal terms, consideration, and voting procedures.
  • Termination Fees: Review the Merger Agreement (if available) for specific termination fee amounts and conditions.
  • Regulatory Approvals: Monitor for updates on required governmental or regulatory clearances.
  • Stockholder Meeting: Confirm the date and details of the special meeting of stockholders.