SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Green Jeffrey Terry
(Last) (First) (Middle)
C/O THE TRADE DESK, INC.
42 NORTH CHESTNUT STREET
(Street)
VENTURA CA 93001
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Trade Desk, Inc. [ TTD ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
02/25/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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
Class A Common Stock 02/25/2020 M 45,509 A $30.15 126,812 D
Class A Common Stock 02/25/2020 M 2,918 A $33.17 129,730 D
Class A Common Stock 02/25/2020 M 50,818 A $48 180,548 D
Class A Common Stock 02/25/2020 M 14,940 A $142.45 195,488 D
Class A Common Stock 02/25/2020 M 1,210 A $249.49 196,698 D
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 Securities Underlying Derivative Security (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: 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
Employee Stock Option (Right to Buy) $0.819 02/25/2020 M 29,607 (1) 01/19/2025 Class B Common Stock 29,607 $0.00 0 D
Class B Common Stock $0.00 02/25/2020 M 29,607 (2) (2) Class A Common Stock 29,607 $0.00 3,790,153 D
Employee Stock Option (Right to Buy) $3.696 02/25/2020 M 14,321 (3) 12/08/2020 Class B Common Stock 14,321 $0.00 0 D
Class B Common Stock $0.00 02/25/2020 M 14,321 (2) (2) Class A Common Stock 14,321 $0.00 3,804,474 D
Employee Stock Option (Right to Buy) $30.15 02/25/2020 M 45,509 (4) 12/22/2026 Class A Common Stock 45,509 $0.00 11,058 D
Employee Stock Option (Right to Buy) $33.17 02/25/2020 M 2,918 (5) 12/22/2021 Class A Common Stock 2,918 $0.00 2,673 D
Employee Stock Option (Right to Buy) $48 02/25/2020 M 50,818 (6) 12/01/2027 Class A Common Stock 50,818 $0.00 40,920 D
Employee Stock Option (Right to Buy) $142.45 02/25/2020 M 14,940 (7) 12/01/2028 Class A Common Stock 14,940 $0.00 35,583 D
Employee Stock Option (Right to Buy) $249.49 02/25/2020 M 1,210 (8) 12/09/2029 Class A Common Stock 1,210 $0.00 27,450 D
Explanation of Responses:
1. The option was granted on January 20, 2015, 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.
2. Each 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.
3. The option was granted on December 9, 2015. The VCD is January 1, 2016. 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.
4. The option was granted on December 23, 2016. The VCD is December 1, 2016. The option vests over four years in increments on each monthly anniversary of the VCD according to the following schedule: an aggregate of 14,433 shares will vest during each of the calendar years 2017, 2018 and 2019 and an aggregate of 13,268, shares will vest during calendar year 2020, in each case, subject to continued employment with the Issuer through the applicable vesting dates.
5. The option was granted on December 23, 2016. The VCD is December 1, 2016. The option vests over four years in increments on each monthly anniversary of the VCD according to the following schedule: an aggregate of 2,042 shares will vest during each of the calendar years 2017, 2018 and 2019 and an aggregate of 3,207 shares will vest during calendar year 2020, in each case, subject to continued employment with the Issuer through the applicable vesting date.
6. The option was granted on December 1, 2017, the VCD. The option vests over four years in increments on each monthly anniversary of the VCD according to the following schedule: an aggregate of 23,455 shares will vest during each of the calendar years 2018, 2019 and 2020 and an aggregate of 21,373 shares will vest during calendar year 2021, in each case, subject to continued employment with the Issuer through the applicable vesting dates.
7. The option was granted on December 1, 2018, the VCD. The option vests over four years in increments on each monthly anniversary of the VCD according to the following schedule: an aggregate of 12,806 shares will vest during each of the calendar years 2019, 2020 and 2021 and an aggregate of 12,105 shares will vest during calendar year 2022, in each case, subject to continued employment with the Issuer through the applicable vesting dates.
8. The option was granted on December 9, 2019, the VCD. The option vests over four years in increments on each monthly anniversary of the VCD according to the following schedule: an aggregate of 7,265 shares will vest during each of the calendar years 2020, 2021 and 2022 and an aggregate of 6,865 shares will vest during calendar year 2023, in each case, subject to continued employment with the Issuer through the applicable vesting dates.
Remarks:
/s/ Vivian Yang, Attorney in fact for Jeffrey Terry Green 02/27/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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