SEC Form 4 · accession 0001209191-17-044242
Trade Desk, Inc. · TTD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brian John Stempeck
Officer — Chief Client Officer
Period of report
Jul 3, 2017
Accepted (ET)
Jul 6, 2017 · 7:34 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001671933
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Jul 3, 2017 | C | 4,025 | $0.00 | A | 27,925 | D | |
| Class A Common StockF2 | Jul 3, 2017 | S | 4,025 | $49.943 | D | 23,900 | D | |
| Class A Common Stock | Jul 3, 2017 | C | 25,417 | $0.00 | A | 49,317 | D | |
| Class A Common StockF3 | Jul 3, 2017 | S | 25,417 | $49.252 | D | 23,900 | D | |
| Class A Common Stock | Jul 3, 2017 | C | 5,558 | $0.00 | A | 29,458 | D | |
| Class A Common StockF4 | Jul 3, 2017 | S | 5,558 | $48.338 | D | 23,900 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F5 | $0.171 | Jul 3, 2017 | M | 35,000 | D | — | Oct 16, 2022 | Class B Common Stock | 35,000 | 111,332 | D |
| Class B Common StockF6 | $0.00 | Jul 3, 2017 | M | 35,000 | A | — | — | Class A Common Stock | 35,000 | 155,000 | D |
| Class B Common StockF6 | $0.00 | Jul 3, 2017 | C | 35,000 | D | — | — | Class A Common Stock | 35,000 | 120,000 | D |
Explanation of responses
- F1The sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.65 to $50.63, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.67 to $49.63, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.12 to $48.64, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F5The option was granted on October 17, 2012, the vesting commencement date ("VCD"). One forty-eighth (1/48th) of the shares subject to the option vest on the first monthly anniversary of the VCD, with one forty-eighth (1/48th) of the shares subject to the original grant vesting on each monthly anniversary thereafter, subject to continued employment with the Issuer through the applicable vesting dates.
- F6Each share of Class B Common Stock has no expiration date and is convertible for no additional consideration into one (1) share of Class A Common Stock at the option of the holder thereof at any time and upon certain other circumstances.