Home > Insider Trading > Filing (0001671933-24-000103)

Filing Details

Accession Number:: 0001671933-24-000103
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2024-09-24 19:43:17
Reporting Period:: 2024-09-20

Accepted Time:: 2024-09-24 19:43:17
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1671933	Trade Desk Inc.	TTD	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1671445	Terry Jeffrey Green	C/O The Trade Desk, Inc. 42 North Chestnut Street Ventura CA 93001	President And Ceo	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2024-09-20	428,000	$68.29	574,501	No	4	M	Direct
Class A Common Stock	Acquisiton	2024-09-20	20,968	$61.46	595,469	No	4	M	Direct
Class A Common Stock	Disposition	2024-09-20	448,968	$0.00	146,501	No	4	G	Direct
Class A Common Stock	Acquisiton	2024-09-20	448,968	$0.00	965,180	No	4	G	Indirect	See Footnote
Class A Common Stock	Disposition	2024-09-20	115,619	$109.35	849,561	No	4	S	Indirect	See Footnote
Class A Common Stock	Disposition	2024-09-20	84,381	$109.64	765,180	No	4	S	Indirect	See Footnote
Class A Common Stock	Disposition	2024-09-23	170,693	$108.58	594,487	No	4	S	Indirect	See Footnote
Class A Common Stock	Disposition	2024-09-23	25,207	$109.14	569,280	No	4	S	Indirect	See Footnote
Class A Common Stock	Disposition	2024-09-23	4,100	$110.04	565,180	No	4	S	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Direct
No	4	M	Direct
No	4	G	Direct
No	4	G	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Employee Stock Option (Right to Buy)	Disposition	2024-09-20	428,000	$0.00	428,000	$68.29
Class A Common Stock	Employee Stock Option (Right to Buy)	Disposition	2024-09-20	20,968	$0.00	20,968	$61.46

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
18,772,000		2031-10-06	No	4	M	Direct
251,645		2033-04-24	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	825,216	Indirect	See Footnote

Footnotes

Represents a transfer of shares from the Reporting Person to a trust held by the Reporting Person.
Represents securities held by the Jeff Green Trust (the "Trust"). Mr. Green is a Trustee of the Trust and has investment and voting control over the shares held by the Trust, and may be deemed to indirectly beneficially own the shares held by the Trust.
The sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on March 15, 2024 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $108.53 to $109.52, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $109.53 to $110.20, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.94 to $108.93, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $108.94 to $109.62, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $109.99 to $110.20, 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.
Represents securities held by the Jeff T. Green Family Foundation (the "Foundation"). Mr. Green is the sole member and director of the Foundation and has investment and voting control over the shares held by the Foundation, and may be deemed to indirectly beneficially own the shares held by the Foundation.
The shares subject to the option vest in eight tranches over a ten-year term beginning on October 6, 2021, (the "Grant Date"), and ending on October 6, 2031, (i) if the closing price of Issuer's Class A Common Stock measured over any 30-consecutive-trading-day period equals or exceeds $90.00, $115.00, $145.00, $185.00, $225.00, $260.00, $300.00 or $340.00, respectively, and (ii) for the first four years following the Grant Date, subject to continued service as the Issuer's Chief Executive Officer as of the applicable vesting date, and thereafter subject to continued service for the Issuer as of the applicable vesting date as Chief Executive Officer or in another role to be determined by the board of directors.
The original target level of shares subject to this option was an aggregate of 16,000,000 shares; the actual number of shares of Class A Common Stock issuable upon vesting is subject to adjustment based on the greatest result of three tests tied to the stock price of the Issuer's Class A Common Stock relative to performance of the companies comprising the Nasdaq-100 Index as of the Grant Date, and may range from 80% to 120% of the target level (12,800,000 to 19,200,000 shares in the aggregate). The number of awards shown of 18,772,000 is at the highest level of 19,200,000 net of 428,000 shares exercised through the Transaction Date.
The option was granted on April 24, 2023, the Vesting Commencement Date ("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.