Ownership Submission
FORM 4
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 OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
HOAG JAY C
  2. Issuer Name and Ticker or Trading Symbol
TechTarget Inc [TTGT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
May be part of 13(d) group
(Last)
(First)
(Middle)
C/O TECHNOLOGY CROSSOVER VENTURES, 528 RAMONA STREET
3. Date of Earliest Transaction (Month/Day/Year)
08/07/2015
(Street)

PALO ALTO, CA 94301
4. If Amendment, Date Original Filed(Month/Day/Year)
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 (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)
Code V Amount (A) or (D) Price
Common Stock 08/07/2015   A   1,198 (1) A $ 0 1,198 D (2)  
Common Stock               60,406 I TCV Management 2004, L.L.C. (3)
Common Stock               5,458,286 I TCV V, L.P. (4)
Common Stock               103,874 I TCV Member Fund, L.P. (5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HOAG JAY C
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET
PALO ALTO, CA 94301
  X   X   May be part of 13(d) group
KIMBALL RICK
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET
PALO ALTO, CA 94301
    X   May be part of 13(d) group
DREW JOHN
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET
PALO ALTO, CA 94301
    X   May be part of 13(d) group
REYNOLDS JON Q JR
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET
PALO ALTO, CA 94301
    X   May be part of 13(d) group

Signatures

 Frederic D. Fenton Authorized signatory for Jay C. Hoag   08/11/2015
**Signature of Reporting Person Date

 Frederic D. Fenton Authorized signatory for Richard H. Kimball   08/11/2015
**Signature of Reporting Person Date

 Frederic D. Fenton Authorized signatory for John L. Drew   08/11/2015
**Signature of Reporting Person Date

 Frederic D. Fenton Authorized signatory for Jon Q. Reynolds, Jr.   08/11/2015
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) These shares were issued as director compensation under the TechTarget, Inc., 2007 Stock Option and Incentive Plan; the number of shares is determined by dividing the accrued director's fees by the closing price of the issuer's shares on August 7, 2015.
(2) These shares are directly held by Jay C. Hoag ("Hoag"). Hoag has sole dispositive power over the shares, however, TCV Management 2004, L.L.C. ("TCM 2004") owns 100% of the pecuniary interest therein. Hoag, Richard H. Kimball, John L. Drew and Jon Q. Reynolds, Jr. (collectively, the "TCM 2004 Members") are members of TCM 2004, but each disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.
(3) These shares are directly held by TCM 2004 and include shares that were previously reported as owned by Hoag which were subsequently transferred to TCM 2004 by Hoag. The TCM 2004 Members are members of TCM 2004 but disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.
(4) These shares are directly held by TCV V, L.P. Each of the TCM 2004 Members are Class A Members of Technology Crossover Management V, L.L.C. ("TCM V") which is the general partner of TCV V, L.P. The TCM 2004 Members and TCM V may be deemed to beneficially own the shares held by TCV V, L.P., but the TCM 2004 Members and TCM V disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.
(5) These shares are directly held by TCV Member Fund, L.P. Each of the TCM 2004 Members is (i) a Class A Member of TCM V, which is a general partner of TCV Member Fund, L.P. and (ii) a limited partner of TCV Member Fund, L.P. The TCM 2004 Members and TCM V may be deemed to beneficially own the shares held by TCV Member Fund, L.P., but the TCM 2004 Members and TCM V disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.

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