TechTarget Inc
For the period ended Dec 31, 2024. Filed May 28, 2025.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed May 28, 2025
TTGT$2.76-8.6%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
The following documents are filed as part of this Annual Report:
(a)(1) The financial statements as indicated in the index set forth on page F-1.
(a)(2) Financial statement schedules have been omitted since they either are not required, not applicable, or the information is otherwise included in the consolidated financial statements or the related footnotes.
(a)(3) Exhibits:
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber | Exhibit Description | FiledHerewith | Form | Exhibit | Filing Date | Registration/File No. |
| *2.1 | Agreement and Plan of Merger, dated as of January 10, 2024, by and among TechTarget, Inc., Toro CombineCo, Inc., Toro Acquisition Sub, LLC, Informa PLC, Informa US Holdings Limited, and Informa Intrepid Holdings Inc. | 8-K | 2.1 | 1/11/2023 | 001-33472 | |
| 3.1 | Amended and Restated Certificate of Incorporation of the Registrant, dated December 2, 2024. | 8-K | 3.2 | 12/06/2024 | 001-42428 | |
| 3.2 | Amended and Restated Bylaws of the Registrant, dated December 2, 2024. | 8-K | 3.3 | 12/06/2024 | 001-42428 | |
| 4.1 | Description of Securities Registered Under Section 12 of the Exchange Act | X | ||||
| 4.2 | Indenture, dated as of December 17, 2020, by and between TechTarget, Inc. and U.S. Bank National Association, as trustee. | 8-K | 4.1 | 12/17/2020 | 001-33472 | |
| 2.3 | First Supplemental Indenture, dated as of November 29, 2024, by and among Toro CombineCo, Inc., TechTarget, Inc. and U.S. Bank National Association, as trustee to Indenture, dated as of December 17, 2020, by and between TechTarget, Inc. and U.S. Bank National Association, as trustee. | 8-K | 4.1 | 12/06/2024 | 001-42428 | |
| 4.4 | Indenture, dated as of December 13, 2021, by and between TechTarget, Inc. and U.S. Bank National Association, as trustee. | 8-K | 4.1 | 12/14/2021 | 001-33472 | |
| 4.5 | First Supplemental Indenture, dated as of November 29, 2024, by and among Toro CombineCo, Inc., TechTarget, Inc. and U.S. Bank National Association, as trustee to Indenture, dated as of December 13, 2021, by and between TechTarget, Inc. and U.S. Bank National Association, as trustee. | 8-K | 4.2 | 12/06/2024 | 001-42428 | |
| 10.1 | Stockholders Agreement, dated as of December 2, 2024, by and among TechTarget, Inc. (formerly known as Toro CombineCo, Inc.), Informa PLC and Informa US Holdings Limited. | 8-K | 10.1 | 12/06/2024 | 001-42428 | |
| 10.2 | Registration Rights Agreement, dated as of December 2, 2024, by and between TechTarget, Inc. (formerly known as Toro CombineCo, Inc.) and Informa US Holdings Limited. | 8-K | 10.2 | 12/06/2024 | 001-42428 | |
| 10.3 | Tax Matters Agreement, dated as of December 2, 2024, by and among TechTarget, Inc. (formerly known as Toro CombineCo, Inc.), Informa PLC, Informa USA, Inc., Informa Tech LLC and Informa Intrepid Holdings Inc. | 8-K | 10.3 | 12/06/2024 | 001-42428 | |
| 10.4* | Transitional Services Agreement, dated as of December 2, 2024, by and between TechTarget, Inc. (formerly | 8-K | 10.4 | 12/06/2024 | 001-42428 | |
| known as Toro CombineCo, Inc.) and Informa Group Limited. | ||||||
|---|---|---|---|---|---|---|
| 10.5* | Reverse Transitional Services Agreement, dated as of December 2, 2024, by and between TechTarget, Inc. (formerly known as Toro CombineCo, Inc.) and Informa Group Limited. | 8-K | 10.5 | 12/06/2024 | 001-42428 | |
| 10.6 | Data Sharing Agreement, dated as of December 2, 2024, by and between TechTarget, Inc. (formerly known as Toro CombineCo, Inc.) and Informa PLC. | 8-K | 10.6 | 12/06/2024 | 001-42428 | |
| 10.7 | Brand License Agreement, dated as of December 2, 2024, by and between TechTarget, Inc. (formerly known as Toro CombineCo, Inc.) and Informa Group Limited. | 8-K | 10.7 | 12/06/2024 | 001-42428 | |
| 10.8 | Commercial Cooperation Agreement, dated as of December 2, 2024, by and between TechTarget, Inc. (formerly known as Toro CombineCo, Inc.) and Informa Group Limited. | 8-K | 10.8 | 12/06/2024 | 001-42428 | |
| 10.9* | Credit Agreement, dated December 2, 2024, by and among Toro CombineCo, Inc., the Lenders party thereto and Informa Group Holdings Limited. | 8-K | 10.9 | 12/06/2024 | 001-42428 | |
| 10.10# | TechTarget, Inc. 2024 Incentive Plan. | 8-K | 10.10 | 12/06/2024 | 001-42428 | |
| 10.11# | TechTarget, Inc. 2024 Employee Stock Purchase Plan. | 8-K | 10.11 | 12/06/2024 | 001-42428 | |
| 10.12# | Secondment Agreement, dated as of December 2, 2024, by and among TechTarget, Inc. (formerly known as Toro CombineCo, Inc.), Gary Nugent and Informa Support Services, Inc. | 8-K | 10.12 | 12/06/2024 | 001-42428 | |
| 10.13# | Restrictive Covenant Agreement, dated as of December 2, 2024, by and between TechTarget, Inc. (formerly known as Toro CombineCo, Inc.) and Gary Nugent. | 8-K | 10.13 | 12/06/2024 | 001-42428 | |
| 10.14# | Form of Restricted Stock Unit Agreement under 2024 Incentive Plan | X | ||||
| 10.15# | Form of Indemnification Agreement | X | ||||
| 10.16# | TechTarget, Inc. 2025 Non-Employee Director Compensation | X | ||||
| 19.1 | Insider Trading and Public Communication Policy | X | ||||
| 21.1 | List of Subsidiaries | X | ||||
| 31.1 | Certification of Chief Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(A) And 15d-14(A), As Adopted Pursuant To Section 302 of the Sarbanes-Oxley Act Of 2002 | X | ||||
| 31.2 | Certification of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(A) And 15d-14(A), As Adopted Pursuant To Section 302 of the Sarbanes-Oxley Act Of 2002 | X | ||||
| 32.1 | Certification by Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 97.1 | Compensation Recovery Policy | X | ||||
| 101.INS | Inline eXtensible Business Reporting Language (XBRL) Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | ||||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) | X | ||||
- Certain annexes to the Agreement and Plan of Merger, Transitional Services Agreement, Reverse Transitional Services Agreement, and Credit Agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K. Certain schedules, annexes and exhibits to the Agreement and Plan of Merger have been omitted pursuant to Item 601(b)(2) of Regulation S-K. Certain portions of the Transitional Services Agreement have been omitted pursuant to Rule 601(b)(10) of Regulation S-K. The registrant will furnish copies of any such schedules, annexes and exhibits to the U.S. Securities and Exchange Commission upon request.
Management contract or compensatory plan or arrangement filed as an Exhibit to this Annual Report pursuant to 15(a) and 15(c) of Form 10-K.
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