SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

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1. Name and Address of Reporting Person^*

Sockol Eric

(Last)

(First)

(Middle)

C/O TECHTARGET, INC.

117 KENDRICK STREET, SUITE 800

(Street)

NEEDHAM

02494

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/16/2007

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

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	50,343	D
Common Stock	2,500⁽¹⁾	I	By wife, as custodian for minor daughter
Common Stock	2,500⁽¹⁾	I	By wife, as custodian for minor daughter

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Options (Right to Buy)	⁽²⁾	09/17/2009	Common Stock, $0.001 par value per share	25,000	$0.2	D
Stock Options (Right to Buy)	⁽³⁾	12/12/2010	Common Stock, $0.001 par value per share	43,720	$1.8	D
Stock Options (Right to Buy)	⁽⁴⁾	01/18/2012	Common Stock, $0.001 par value per share	20,000	$2.16	D
Stock Options (Right to Buy)	⁽⁵⁾	01/09/2014	Common Stock, $0.001 par value per share	12,500	$2.72	D
Stock Options (Right to Buy)	⁽⁶⁾	12/17/2014	Common Stock, $0.001 par value per share	25,000	$5.04	D
Stock Options (Right to Buy)	⁽⁷⁾	09/27/2016	Common Stock, $0.001 par value per share	250,000	$7.36	D

Explanation of Responses:

1. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

2. 100% of the options are fully vested and exercisable.

3. 100% of the options are fully vested and exercisable.

4. 100% of the options are fully vested and exercisable.

5. 25% of the shares subject to the option will vest on the first anniversary date of January 9, 2004, and 6.25% of the remaining shares subject to the option will vest quarterly thereafter, such that 100% of the shares subject to the option will be fully vested on January 9, 2008.

6. 25% of the shares subject to the option will vest on the first anniversary date of December 17, 2004, and 6.25% of the remaining shares subject to the option will vest quarterly thereafter, such that 100% of the shares subject to the option will be fully vested on December 17, 2008.

7. 25% of the shares subject to the option will vest on the first anniversary date of September 27, 2006 and 6.25% of the remaining shares subject to the option will vest quarterly thereafter, such that 100% of the shares subject to the option will be fully vested on September 27, 2010

	/s/ Rick Olin, Attorney-in-Fact	05/16/2007
	** 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 5 (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.