[Form 4] TechTarget, Inc. Insider Trading Activity

Filing Impact

(Low)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

TechTarget, Inc. (TTGT) reporting person Daniel T. Noreck, Chief Financial Officer, reported settlement of restricted stock units (RSUs) on 08/13/2025. A tranche of 18,875 RSUs vested and were settled into 18,875 shares of common stock, increasing his directly held shares to 79,978. The RSU award was originally granted on 08/13/2024 and vests in three equal annual tranches: one-third vested on 08/13/2025, with remaining tranches scheduled for 08/13/2026 and 08/13/2027. The vested shares were delivered at $0 per share as settlement of the award.

Insights

TL;DR: Routine executive compensation vesting: CFO received vested RSUs converting to shares, a standard alignment mechanism with limited market impact.

The filing documents the scheduled settlement of 18,875 RSUs into common shares for the CFO, raising direct beneficial ownership to 79,978 shares. This is a non-cash compensation event tied to a prior grant (08/13/2024) with remaining tranches in 2026 and 2027. The transaction code indicates routine vesting (M). There are no sales or derivative exercises reported, and no cash proceeds were received on settlement.

TL;DR: Governance-standard vesting schedule executed; disclosure aligns with Section 16 reporting requirements and shows continued executive stakebuilding.

The document confirms a typical three-year cliff/graded RSU structure converting into shares at zero purchase price upon vesting. Reporting is filed individually and signed by an attorney-in-fact. The disclosure contains no indications of accelerated vesting, transfers, or sales that would suggest unusual governance actions.

08/15/2025 - 04:30 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Noreck Daniel T

(Last)

(First)

(Middle)

C/O TECHTARGET, INC.

275 GROVE STREET

(Street)

NEWTON

02466

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
TechTarget, Inc. [ TTGT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/13/2025		M		18,875	A	⁽¹⁾⁽²⁾	79,978	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾⁽²⁾	08/13/2025		M			18,875	⁽³⁾	⁽³⁾	Common Stock	18,875	$0	37,749	D

Explanation of Responses:

1. This transaction represents the settlement of restricted stock units ("RSUs") in shares of common stock on their scheduled vesting date.

2. Each RSU represents a contingent right to receive one share of TechTarget, Inc.'s Common Stock upon vesting.

3. This award was granted on August 13, 2024. One-third of the RSUs subject to the award vested on August 13, 2025, and one-third of the RSUs are scheduled to vest on each of August 13, 2026 and August 13, 2027. Vested shares will be delivered to the Reporting Person on the applicable dates as set forth in the Reporting Person's award agreement with respect to each vesting tranche.

	/s/ Charles D. Rennick, Attorney-in-Fact	08/15/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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