Sec Form 3 Filing - Providence VII U.S. Holdings L.P. @ DoubleVerify Holdings, Inc. - 2021-04-20

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Providence VII U.S. Holdings L.P. 2. Issuer Name and Ticker or Trading Symbol DoubleVerify Holdings, Inc. [ DV] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O PROVIDENCE EQUITY PARTNERS L.L.C., 50 KENNEDY PLAZA, 18TH FL 3. Date of Earliest Transaction (MM/DD/YY) 04/20/2021 (Street) PROVIDENCE, RI02903 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Common Stock 96,140,939 D ( 1 ) ( 2 ) ( 3 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Series A Preferred Stock ( 4 ) ( 4 ) ( 4 ) Common Stock 2,614,561 I By Providence Public Master L.P. ( 4 ) Series A Preferred Stock ( 5 ) ( 5 ) ( 5 ) Common Stock 1,743,041 I By Providence Butternut Co-Investment L.P. ( 5 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Providence VII U.S. Holdings L.P. C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE, RI02903 X Providence Equity GP VII-A L.P. C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE, RI02903 X Providence Public Master L.P. C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE, RI02903 X Providence Butternut Co-Investment L.P. C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE, RI02903 X NELSON JONATHAN M C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE, RI02903 X Phillips J. David C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE, RI02903 X Tabet Karim A C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE, RI02903 X Tisdale Andrew A C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE, RI02903 X Dominguez Michael J C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE, RI02903 X Signatures Providence VII U.S. Holdings L.P.: /s/ Sarah N. Conde, Senior Legal Counsel & Chief Compliance Officer 04/20/2021 Signature of Reporting Person Date Providence Equity GP VII-A L.P.: /s/ Sarah N. Conde, Senior Legal Counsel & Chief Compliance Officer 04/20/2021 Signature of Reporting Person Date Providence Public Master L.P.: /s/ Sarah N. Conde, Senior Legal Counsel & Chief Compliance Officer 04/20/2021 Signature of Reporting Person Date Providence Butternut Co-Investment L.P.: /s/ Sarah N. Conde, Senior Legal Counsel & Chief Compliance Officer 04/20/2021 Signature of Reporting Person Date /s/ Sarah N. Conde, as Attorney-in-Fact for Jonathan M. Nelson 04/20/2021 Signature of Reporting Person Date /s/ Sarah N. Conde, as Attorney-in-Fact for J. David Phillips 04/20/2021 Signature of Reporting Person Date /s/ Sarah N. Conde, as Attorney-in-Fact for Karim A. Tabet 04/20/2021 Signature of Reporting Person Date /s/ Sarah N. Conde, as Attorney-in-Fact for Andrew A. Tisdale 04/20/2021 Signature of Reporting Person Date /s/ Sarah N. Conde, as Attorney-in-Fact for Michael J. Dominguez 04/20/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The securities reported are held directly by Providence VII U.S. Holdings L.P. ("Providence VII") and may be deemed to be beneficially owned by Providence Equity GP VII-A L.P. ("Providence GP") because Providence GP is the general partner of Providence VII. Jonathan M. Nelson, R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez control Providence Holdco (International) GP Ltd. ("Holdco"), which is the general partner of Providence Fund Holdco (International) L.P. Providence Fund Holdco (International) L.P. is the general partner of PEP VII-A International Ltd., which is the general partner of Providence GP. ( 2 )Jonathan M. Nelson, R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez may be deemed to exercise voting and investment power over, and thus may be deemed to beneficially own, the securities held by Providence VII due to their relationships with Holdco. Each of Providence GP, Jonathan M. Nelson, R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez hereby disclaims beneficial ownership of the shares held by Providence VII, except to the extent of its or his pecuniary interest therein, and this form shall not be construed as an admission that any such reporting person is the beneficial owner of any of the securities reported on this form. ( 3 )R. Davis Noell has separately filed a Form 3. ( 4 )The securities reported are held directly by Providence Public Master L.P., which has the right to acquire 871,520 shares of common stock of DoubleVerify Holdings, Inc. (the "Issuer") upon the conversion of 2,614,561 shares of Series A Preferred Stock at a conversion rate of one-third of a share of common stock for every three shares of Series A Preferred Stock. Such conversion may be effected at any time while such preferred shares are outstanding. Each outstanding share of Series A Preferred Stock will automatically convert into one-third of a share of common stock of the Issuer for no additional consideration upon the completion of the Issuer's initial public offering. Providence Public Master L.P. is an investment fund affiliated with Providence VII and thus Providence VII may be deemed to beneficially own the securities held by Providence Public Master L.P. ( 5 )The securities reported are held directly by Providence Butternut Co-Investment L.P., which has the right to acquire 581,014 shares of common stock of the Issuer upon the conversion of 1,743,041 shares of Series A Preferred Stock at a conversion rate of one-third of a share of common stock for every three shares of Series A Preferred Stock. Such conversion may be effected at any time while such preferred shares are outstanding. Each outstanding share of Series A Preferred Stock will automatically convert into one-third of a share of common stock of the Issuer for no additional consideration upon the completion of the Issuer's initial public offering. Providence Butternut Co-Investment L.P. is an investment fund affiliated with Providence VII and thus Providence VII may be deemed to beneficially own the securities held by Providence Butternut Co-Investment L.P.

Remarks: Exhibit List:Ex.24 - Power of Attorney

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