Precise.ai's parent filings show nearly $17M sold across two offerings

Two Form D notices filed October 1st report fully sold offerings of $8.28M and $8.68M by Prevalence Holdings, which the source material identifies as Precise.ai's parent. AdExchanger had reported a $7M seed round in June; the filings do not explain how that figure relates to the two offering totals.

By · Published

Primary source: SEC

Why it matters

The filings put nearly $17 million in reported securities sales behind a startup trying to measure which automated ad-buying choices create value. Buyers may get campaign outcome metrics without a clear account of which decisions drove them; Precise.ai's pilots are an early test of whether a separate analysis layer can change how they allocate spend.

Precise.ai's parent discloses $8.7M financing beyond its reported $7M seed — Two October 1st SEC filings record $16.96M in securities sold, but $8.28M of that amount is merger-related equity consideration, not clearly new cash.

Precise.ai is tied to nearly $17 million in securities sales disclosed in two Form D notices filed October 1st by Prevalence Holdings, identified in the filing material as Precise.ai's parent. The filings report $8,277,596 sold to 93 investors in an offering with a first sale on June 17th, and $8,678,867 sold to five investors in another whose first sale was July 17th. Both offerings are listed as fully sold in the first filing and second filing.

Together, the reported amounts total $16,956,463. That is substantially more than the $7 million seed round AdExchanger reported on June 17th, which it said was co-led by Blockchange Ventures and Lasagna, with participation from Michael Kassan's 3C Ventures and Click Ventures, founded by Mediaocean CEO Bill Wise. The SEC notices establish the amounts sold, first-sale dates and investor counts; they do not reconcile their two offering totals with the $7 million seed figure or say whether those figures describe separate capital.

Two offerings, one disclosed issuer

The Form D notices name Prevalence Holdings, Inc. as the issuer. The link between Prevalence Holdings and Precise.ai is supported by the filing material's references to Precise and Valence, and by the signature of Robert Spencer Potts, Precise.ai's co-founder and CEO. The filings give different mailing addresses, while Precise.ai describes itself as a New York applied research lab on its company site.

The June 17th first-sale date matches the date of AdExchanger's report on Precise.ai's seed. The second offering's first sale came a month later, on July 17th. The filings disclose nearly $17 million in sales across the two offerings, but do not establish how those proceeds relate to the previously reported $7 million seed.

AdExchanger reported that Precise.ai had six pilots, including one with a large holding company, and a team of about eight in June. Those are dated operating figures, not a current usage count. The publication also said the seed was intended to fund work with a small group of large buyers and a few senior product and commercial hires.

Auditing the decisions behind an ad buy

Potts and co-founder Adam Helfgott are veterans of Madhive, the connected-TV advertising platform. Helfgott co-founded Madhive; Potts served as its CEO from 2023 through 2025 before taking the same role at Precise.ai. Precise.ai grew out of Qonsent's privacy and consent tools and infrastructure from Valence Labs, the research and development shop Helfgott founded. AdExchanger reported that Precise shifted from tracking data provenance to examining the decisions that shape media campaign results.

The product is aimed at a gap in programmatic advertising: buyers receive outcome metrics, Potts told AdExchanger, but often cannot identify which targeting, bidding or optimization choices helped a campaign and which added cost. Precise says it reads campaign data from existing ad-tech systems and assesses the contribution of inputs such as audience segments, data layers, creative, publishers and supply paths. AdExchanger reported that Precise initially focused on audience segments, with the longer-term aim of analyzing more inputs, including bid prices and supply paths.

Precise's current site describes a workflow that connects to buyers' data and systems, sends recommendations to a dashboard or an agent, and leaves operators in control of changes on the standard path. Precise says recommendations can be compared with observed results over an agreed measurement window. Its site labels the sample campaign results as illustrative, so those examples do not establish customer performance.

Programmatic buying is becoming more automated, and AdExchanger reported that Precise sees that trend as a reason buyers need clearer records of how media decisions are made. Precise sells an analysis layer intended to help agencies and brands judge those decisions and shift spending. Its early pilots show that some buyers are testing the idea; the available reporting does not establish that the analysis has improved campaign returns at scale.

Reader comments

Conversation for this story loads after sign-in.