SEC Form 4 · accession 0001209191-17-064085
Trade Desk, Inc. · TTD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert David Perdue
Officer — Chief Operating Officer · Director
Period of report
Dec 1, 2017
Accepted (ET)
Dec 5, 2017 · 7:56 pm EST
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 StockF1 | Dec 1, 2017 | A | 20,417 | $0.00 | A | 97,983 | D | |
| Class A Common Stock | Dec 1, 2017 | C | 1,206 | $0.00 | A | 99,189 | D | |
| Class A Common StockF3 | Dec 1, 2017 | S | 1,206 | $47.20 | D | 97,983 | D | |
| Class A Common Stock | Dec 1, 2017 | C | 4,010 | $0.00 | A | 101,993 | D | |
| Class A Common StockF4 | Dec 1, 2017 | S | 4,010 | $47.90 | D | 97,983 | D | |
| Class A Common Stock | Dec 1, 2017 | C | 2,284 | $0.00 | A | 100,267 | D | |
| Class A Common StockF5 | Dec 1, 2017 | S | 2,284 | $48.877 | D | 97,983 | D | |
| Class A Common StockF6 | Dec 1, 2017 | F | 2,540 | $48.00 | D | 95,443 | 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)F7 | $48.00 | Dec 1, 2017 | A | 42,012 | A | — | Dec 1, 2027 | Class A Common Stock | 42,012 | 42,012 | D |
| Employee Stock Option (Right to Buy)F8 | $0.171 | Dec 1, 2017 | M | 7,500 | D | — | Feb 7, 2023 | Class B Common Stock | 7,500 | 98,000 | D |
| Class B Common StockF9 | $0.00 | Dec 1, 2017 | M | 7,500 | A | — | — | Class A Common Stock | 7,500 | 102,500 | D |
| Class B Common StockF9 | $0.00 | Dec 1, 2017 | C | 7,500 | D | — | — | Class A Common Stock | 7,500 | 95,000 | D |
Explanation of responses
- F1Represents restricted stock with a vesting commencement date ("VCD") of December 1, 2017, and which vests as to one-fourth of the granted shares on each anniversary of the VCD, subject to continued employment with the Issuer through the applicable vesting dates.
- F2The 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.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.58 to $47.41, 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 $47.60 to $48.55, 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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.60 to $49.31, 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.
- F6The shares were withheld at the election of the Reporting Person to satisfy tax withholding obligations in connection with the partial vesting of a Restricted Stock Award granted December 23, 2016.
- F7The option was granted on December 1, 2017, the Vesting Commencement ("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.
- F8The Option was granted on February 8, 2013, with a vesting commencement date ("VCD") of January 7, 2013. One-fourth (1/4th) of the shares subject to the option vest on the first 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.
- F9Each 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.