SEC Form 4 · accession 0001209191-18-060938

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, 2018

Accepted (ET)

Dec 4, 2018 · 5:11 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
Class A Common Stock^F1,F2	Dec 1, 2018	A	24,000	$0.00	A	160,259	D
Class A Common Stock^F3	Dec 1, 2018	F	3,153	$142.45	D	157,106	D
Class A Common Stock^F4	Dec 1, 2018	F	2,717	$142.45	D	154,389	D
Class A Common Stock	Dec 3, 2018	C	903	$0.00	A	155,292	D
Class A Common Stock	Dec 3, 2018	S	9	$148.01	D	155,283	D
Class A Common Stock^F6	Dec 3, 2018	S	894	$146.55	D	154,389	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	$0.819	Dec 3, 2018	M	903	D	—	Jan 19, 2025	Class B Common Stock	903	7,293	D
Class B Common Stock^F8	$0.00	Dec 3, 2018	M	903	A	—	—	Class A Common Stock	903	903	D
Class B Common Stock^F8	$0.00	Dec 3, 2018	C	903	D	—	—	Class A Common Stock	903	0	D

Explanation of responses

F1Grant of restricted stock unit ("RSU") under the Issuer's 2016 Equity Incentive Plan. Each RSU represents a contingent right to receive one share of Issuer's Class A common stock. The RSUs have a vesting commencement date ("VCD") of December 1, 2018, and vest in quarterly installments over a one-year period, subject to time- and performance-based conditions.
F2Includes 4,166 shares acquired through the Employee Stock Purchase Plan on November 15, 2018.
F3The 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.
F4The 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 1, 2017.
F5The 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.
F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $146.50 to $146.67, 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.
F7The option was granted on January 20, 2015, the VCD. One forty-eighth (1/48th) of the shares subject to the option vest on each monthly anniversary of the VCD, subject to continued employment with the Issuer through the applicable vesting dates.
F8Each 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.