Direct Digital Holdings Q4 2025 Earnings Call - Buy-side Growth Masks Sell-side Collapse and Nasdaq Listing Risk

Abby, Conference Operator: Ladies and gentlemen, thank you for standing by. My name is Abby, and I’ll be your conference operator today. At this time, I would like to welcome everyone to the Direct Digital Holdings fourth quarter and full year 2025 conference call. All lines have been placed on mute to prevent any background noise. After the speaker’s remarks, there will be a question and answer session. If you would like to ask a question during this time, simply press star followed by the number one on your telephone keypad. If you would like to withdraw your question, press star one a second time. Thank you. I would now like to turn the conference over to Walter Frank of IMS Investor Relations. You may begin.

Walter Frank, Investor Relations, IMS Investor Relations: Good afternoon, everyone, and welcome to the Direct Digital Holdings fourth quarter and full year 2025 earnings conference call. On today’s call are Direct Digital Holdings Chairman and Chief Executive Officer, Mark Walker, and Chief Financial Officer, Diana Diaz. Information discussed today is qualified in its entirety with the Form 8-K and accompanying earnings release, which was filed on Wednesday, April 1st, by Direct Digital Holdings, and may be accessed at the SEC’s website and the company’s website. Today’s call is also being webcast, and a replay will be posted to Direct Digital Holdings’ investor relations website. Immediately following the speakers’ presentation, there will be a question and answer session. Please note that the statements made during the call, including financial projections or other statements that are not historical in nature, may constitute forward-looking statements.

These statements are made on the basis of Direct Digital’s views and assumptions regarding future events and business performance at the time that they are made, and we do not undertake any obligation to update these statements. Forward-looking statements are subject to risks which could also cause Direct Digital’s actual results to differ from its historical results and forecasts, including those risks set forth in Direct Digital’s filings with the SEC, and you should refer to those for more information. This cautionary statement applies to all forward-looking statements made during this call. During this call, Direct Digital will be referring to non-GAAP financial measures. These non-GAAP measures are not prepared in accordance with generally accepted accounting principles. Reconciliation of the non-GAAP financial measures to the most directly comparable GAAP measures is available in the earnings release that Direct Digital filed in its Form 8-K last week.

I will now hand the call over to Mark Walker, Chief Executive Officer. Please go ahead, Mark.

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: Thanks, Walter, and thank you to everyone joining our call this evening. I’ll start by reviewing some of the highlights of our operations and financial results during the fourth quarter and full year before turning the call over to our Chief Financial Officer, Diana Diaz, for a more detailed look at our financial results. We’ll conclude by opening the call for a brief Q&A. For the full year, we reported $34.7 million in sales. While we saw a decrease in our sell-side revenue during the year, we grew full-year buy-side revenue, maintained strong gross margins for the year, and importantly, drove considerable efficiency and cost reduction in the business. Finally, we made significant strides in improving our balance sheet. We still have a lot of work to do, but I’m encouraged that many of our strategic initiatives position us very well as we move into 2026.

We’re a focused, more nimble organization with a realigned structure and a clear strategy to drive returns for shareholders. Over the past year and a half, we’ve noticed a shift in the overall digital advertising market that prioritizes buy-side transactions, as well as increasing demand from our customers for more accessible buy-side media. During 2025, we began to lean into this demand, resulting in increased buy-side revenue, which offered some early confirmation for what we’re seeing in the market. Fast-forwarding to where we are today, buy-side revenue grew 28% in the fourth quarter of 2025 compared to the fourth quarter of 2024, and has increased 10% year-over-year, supported by a combination of new and existing customers and the demand we’re seeing across our verticals, including travel and tourism, higher education, and energy, to provide a few examples.

As we move through 2026, we’ll continue to increase our focus on driving more digital marketing spend among our buy-side and new enterprise customers. To this end, in March of 2026, we launched Ignition+, our AI-enabled programmatic media solution, which provides enhanced accessibility for large enterprise clients in the buy-side network. We’ll also prioritize the transparency, efficiency, and cost reduction through AI-driven optimization and site curation. We believe the launch of Ignition+ and our focus on driving digital marketing spend among buy-side and new enterprise customers will allow us to more nimbly address changing market dynamics and capitalize on the many emerging opportunities that we’re seeing. Specifically, Ignition+ takes the sell-side intelligence, data, and expertise that we’ve collected and built over many years within our Colossus business to inform supply-side access and combines it with Orange 142’s end-to-end programmatic media technology stack.

The result is centralized buying that enables brands to buy media instead of markups, significantly increasing the value of their marketing budget. Ignition+ is supported by a team of on-demand programmatic experts and designed to focus on solutions for mid-market enterprise brands who have traditionally been forced to choose between transparency and scale when selecting an ad tech solution. This is a streamlined operating structure that enables us to more efficiently go to market and drive value creation for our shareholders. As a result of these changes, we’re consolidating our operations into a single reporting segment beginning in 2026.

We believe this streamlined structure, combined with the growth strategies we have put in place, our restructured balance sheet, targeted operational improvements, and ongoing cost discipline, positions us to return to positive platform growth and achieve break even or better quarterly performance by the second half of this year. Thanks to all the hard work, dedication, and support from our team, we enter 2026 in full stride with a refreshed and revitalized strategy that allows us to expand our market share and meet the growing demands of both current and new customers. As always, we sincerely appreciate your support of Direct Digital Holdings, and we’re encouraged by the many exciting opportunities ahead of us in 2026. I will now hand the call over to Diana Diaz, our Chief Financial Officer, who will walk through some of the financial highlights in further detail.

Diana Diaz, Chief Financial Officer, Direct Digital Holdings: Thank you, Mark, and good evening, everyone. I’ll now provide a review of our fourth quarter results with some context on full-year trends where relevant. Consolidated revenue in the fourth quarter of 2025 was $8.4 million, compared to revenue of $9.1 million in the fourth quarter of last year. Buy-side revenue increased approximately 28% to $8.2 million, compared to buy-side revenue of $6.4 million in the fourth quarter of last year. Sell-side revenue was $200,000 in the fourth quarter, compared to $2.7 million in the fourth quarter of last year. The decrease in sell-side advertising revenue was primarily related to a decrease in impression inventory when compared to the fourth quarter of last year. Gross margin for the fourth quarter of 2025 was 27%, compared with 32% in the fourth quarter of last year.

Operating expenses in the fourth quarter of 2025 were $6.7 million, a decrease of 12% compared with $7.7 million in the same period of last year. On an annual basis, operating expenses decreased 18% to $25.2 million for the full year of 2025, a decrease of $5.4 million compared with operating expenses of $30.6 million in the full year of 2024. Expense reduction remains a key strategic priority, and we’re pleased with the progress achieved in 2025. Total operating loss for the fourth quarter was $4.5 million, consistent with the fourth quarter of 2024. Net loss for the fourth quarter was $12.6 million, compared to a net loss of $6.6 million in the fourth quarter of last year. This year’s quarterly net loss included non-operational financing related costs of $7.4 million.

Adjusted EBITDA for the fourth quarter of this year was a loss of $3.6 million, compared with adjusted EBITDA loss of $3.4 million in the fourth quarter of last year. Turning to the balance sheet, we ended the quarter with cash and cash equivalents of $700,000 compared to $1.4 million at the end of last year. Total cash, plus our accounts receivable balance as of December 31st, 2025, was $3.9 million compared to $6.4 million at the end of last year. Throughout the quarter and the year, we’ve taken several steps to enhance our balance-

Abby, Conference Operator: Ladies and gentlemen, please stand by while we work through our technical difficulties. Ladies and gentlemen, thank you for your patience. We are now reconnected. Ms. Diaz, you may continue.

Diana Diaz, Chief Financial Officer, Direct Digital Holdings: Okay. Thank you. Adjusted EBITDA for the fourth quarter was a loss of $3.6 million, compared with Adjusted EBITDA loss of $3.4 million in the fourth quarter of last year. Turning to the balance sheet, we ended the quarter with cash and cash equivalents of $700,000, compared to $1.4 million as of the end of last year. Total cash plus our accounts receivable balance at the end of December 31st, 2025, was $3.9 million, compared to $6.4 million at the end of last year. Throughout the quarter and the year, we’ve taken several steps to enhance our balance sheet, our capital structure, and our access to capital. In the third quarter of 2025, we announced the issuance of $25 million of a new series of convertible preferred stock through the conversion of a portion of existing debt into the new class of perpetual convertible preferred stock.

In the fourth quarter, we issued an additional $10 million of Series A preferred stock and expanded our equity reserve facility by 50 million shares or $100 million. We raised a total of $7.3 million through the equity reserve facility in 2025. On December 30th, 2025, our board of directors and shareholders approved a 55-to-1 reverse stock split of all classes of our common stock, which was implemented on January 8th, 2026. With that said, earlier today, we filed an 8-K to disclose a receipt of a listing deficiency notice from NASDAQ regarding our stockholders’ equity as of December 31st, 2025, as reported in our Form 10-K, which we filed last week. We’re working closely with our team and advisors on next steps intended to bring us back into compliance, and we will provide material updates as they become available to us.

As we said before, our NASDAQ listing is a key asset that provides heightened visibility among institutional investors, which is foundational to our go-forward strategy to build and maintain a strengthened investor base. We will continue to prioritize our listing on NASDAQ and evaluate and take the necessary steps to preserve our status. Now I’d like to turn it over to Mark for some closing comments.

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: Thank you, Diana, and thank you to everyone for joining. We appreciate your interest in Direct Digital Holdings and would like to now open the call for questions. Operator, please open the line.

Abby, Conference Operator: Thank you. If you have dialed in and would like to ask a question, please press star one on your telephone keypad to raise your hand and join the queue. If you would like to withdraw your question, simply press star one again. If you’re called upon to ask your question and are listening via speakerphone on your device, please pick up your handset and ensure that your phone is not on mute when asking your questions. Again, it is star one to join the queue. Our first question comes from the line of Dan Kernos with Benchmark, a StoneX Company. Your line is open.

Dan Kernos, Analyst, Benchmark, a StoneX Company: Hey. Afternoon, Mark, Diana. I guess I’ll keep it quick here and just ask, how should we think about the sell side at this point? Wind down, de-emphasize, utilize for data? And then subsequently on the buy side, as you guys pivot, just curious as you think about channel expansion, COGS was up, you mentioned kind of your key priority categories. Was the specific categories, travel, the primary driver? Were there some ancillary categories that added? And just how do we think about your ability to scale up from the current base level based on the Q4 results?

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: Yeah. Good question. Yeah, twofold. One, the way we think of the sell-side business is really as a margin capture opportunity. As we’ve talked about before, we have moved more towards a unified structure, where we leverage as much and try to run as much as we can of the buy side demand dollars into our sell-side platform, to the benefit of our customers. I would view it as more of a margin capture strategy, which helps us capture an extra 20% to our bottom line with more that flows through there. As it relates to how should we think about expansion and growth and growth accelerants, the expansion into new verticals is important to us. As you know, Dan, since you’ve been following us for a while, the DMO/travel tourism space or regional and local travel tourism space is important to us.

Definitely a strong segment that we’re continuing to see growth and opportunity there. In addition to that, the education space has been strong for us with some of the educational clients that we’ve brought into the fold. The third that we have had a heavy focus in is the energy sector, which is a new category that’s helped us grow. We believe with the headwinds of the macroeconomic view, that that mix is a stable mix for our company and is one that we’re going to continue to expand and lean into on the go forward. In addition for growth strategy, we’re also exploring inorganic opportunities on the demand side of the business, where we feel like we have a real opportunity to add on new verticals.

Dan Kernos, Analyst, Benchmark, a StoneX Company: Just, I guess, as we think about new sources of revenue, obviously right now the space is super focused on the buy side anyway, on getting away from sort of the legacy DV+, focused on CTV. You’ve got a bunch of DSPs focused on trying to drive dollars away from social, and SMB is a huge talking point. You clearly have a lot of regional and smaller buyers. I understand you’re not a DSP yourself, but that seems to be where the buy side is focused. I wonder if you guys can kind of tap into the trends that are going on in the space right now.

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: No, I think we’ve been ahead of the trend in the mid-market space. I think you’re starting to see more and more players. As you know, some of the larger guys starting to move down into the mid-market space where we have a strong foothold, specifically in those tier two, tier three media markets, and we’re going to continue to expand there. We think that the opportunity we have, which allows us some flexibility, is the opportunity to do that organically, which we historically have proven that we can do. I think we also are looking at inorganic opportunities that add different regions into our mix as well.

We do believe that, similar to what other people are saying, yeah, we think that the fact that we’re able to service social as well as programmatic is important to us, and we’re going to continue to focus in on both of those.

Dan Kernos, Analyst, Benchmark, a StoneX Company: Got it. Thanks, Mark.

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: Thank you.

Abby, Conference Operator: Our next question comes from the line of Michael Kupinski with Noble Capital Markets. Your line is open.

Michael Kupinski, Analyst, Noble Capital Markets: Thank you. First of all, congratulations on seeing the acceleration in the buy side revenue. That’s very encouraging. I was just wondering if you can just break down the sustainability of that 28% buy side growth in Q4. You mentioned that it was driven by new customers and expansion with existing accounts. I was just wondering if you can just share with us how much was driven by the new customers versus the existing accounts.

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: Yes. In regards to new customers, I don’t have that number off the top of my head on the specific percentage. I can say that what we are seeing is with the new mix of customers that we have brought in, specifically in the energy sector, it is helping to change our typical curve that we have seen where we used to have the tail off between three and four. Now we’re seeing where it’s starting to maintain within quarters three and four. We anticipate that we’re going to see that same type of curve within 2026. That’s really driven mostly from new customers that we brought into the fold for us.

Diana Diaz, Chief Financial Officer, Direct Digital Holdings: Just to clarify, Michael, the fourth quarter included $1.7 million from customers in new verticals. For the year, I don’t have that number. That was the fourth quarter, was $1.7. It was about $7 million from new customers for the year.

Michael Kupinski, Analyst, Noble Capital Markets: For this year. Oh, that’s terrific.

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: So-

Michael Kupinski, Analyst, Noble Capital Markets: How scalable is the current buy-side platform? Are there any bottlenecks to see some acceleration in the growth there? Because I know you’ve maintained-

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: Yes.

Michael Kupinski, Analyst, Noble Capital Markets: Some pretty decent margins there. I was just wondering how sustainable those are.

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: Yeah. As we said before, we have actually more cost-saving measures that are going to come into fold, that we should see the benefit in Q2, which we’re looking forward to help expand our margins some. We do believe that the buy side still has more upside growth potential for us, in regards to the expansion on current customers and the growth that we’re seeing from them, and then also new customers that we’re bringing into the fold. Do we think we can maintain the trend? Yes. We think Q1’s going to be positive growth as well. We still hold to on the annualized basis of 10% growth year-over-year is what we’re focused in on.

Michael Kupinski, Analyst, Noble Capital Markets: Got you. In terms of the traction or KPIs, can you kind of share with us your thoughts about Ignition+ and the AI platform since its launch? If you can just give us some sense of what KPIs are you looking at there?

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: Yeah. We’re looking for large enterprise customers that we can bring in, specifically under that program. We view it as more sizable, larger than our current average revenue per customer that we bring in on that. We run test pilots within 2025 that we’re hoping to come into fruition as full-blown customers within 2026. The KPIs that we look for there are going to be larger spend ratios that come from them at a more shared margin opportunity for them due to the transparency.

Michael Kupinski, Analyst, Noble Capital Markets: Got you. You were speaking about inorganic growth, going back to the buy side. What kind of verticals are you looking at that would be interesting to you to add beyond the current scope of what you currently have in your verticals?

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: Healthcare is one that we definitely have a keen eye on, as well as some CPG to move us more in the retail space on those verticals as well. Financial services, banking services is the other one.

Michael Kupinski, Analyst, Noble Capital Markets: Got you. You said that you’re taking additional steps to reduce cost. Can you kind of just talk us through about what those additional steps might be and if there is a dollar amount you might be able to put around that?

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: Yeah. Diana, would you like to take that one?

Diana Diaz, Chief Financial Officer, Direct Digital Holdings: Sure. Some of the cost reductions that we’re looking at had been historically on the sell side, and we have some contracts that are winding down in that business that we think we can live without. That’s the bulk of it. It’s probably starting in the second quarter, about half a million a quarter reduction.

Michael Kupinski, Analyst, Noble Capital Markets: Got you. Okay. That’s all I have. Thank you.

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: Thanks.

Abby, Conference Operator: That concludes.

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: Thank you.

Abby, Conference Operator: That concludes our question and answer session. I would like to now turn the conference back over to Mr. Mark Walker for closing remarks.

Mark Walker, Chairman and Chief Executive Officer, Direct Digital Holdings: Thank you. That concludes our conference call for today. Thank you for participating. You may now disconnect.

Abby, Conference Operator: Ladies and gentlemen, once again, this concludes today’s call. We thank you for your participation, and you may now disconnect.