EX-FILING FEES 2 exhibit1071-exxfilingfees2.htm EX-FILING FEES Document
Exhibit 107.1
CALCULATION OF FILING FEE TABLES
 
 
 

Form S-8
(Form Type)

The Trade Desk, Inc.
(Exact Name of Registrant as Specified in its Charter)


 
Table 1 – Newly Registered Securities
 
 
Security Type



Security Class Title
Fee Calculation Rule
Amount
Registered (1)
Proposed Maximum Offering Price Per Unit
 
Maximum
Aggregate
Offering Price
 Fee Rate 
Amount of
Registration Fee

Equity
Class A common stock, $0.000001 par value per share, reserved for issuance pursuant to the Registrant’s 2016 Incentive Award Plan
Rule 457(c) and Rule 457(h)
19,556,636 (2)
$71.67 (3)
 $1,401,624,102.12 $147.60 per $1,000,000 $206,879.72

Equity
Class A common stock, $0.000001 par value per share, reserved for issuance pursuant to the Registrant’s 2016 Employee Stock Purchase Plan
Rule 457(c) and Rule 457(h)
4,449,970 (4)
$60.92 (5)
 271,092,172.40 $147.60 per $1,000,000 $40,013.21
Total Offering Amounts
24,006,606  $1,672,716,274.52  $246,892.93
Total Fee Offsets
 0 (6)
Net Fee Due
$246,892.93
 
 

(1)
Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover any additional shares of Class A common stock which become issuable under the Registrant’s 2016 Incentive Award Plan (the “2016 Plan”) and the Registrant’s 2016 Employee Stock Purchase Plan (the “ESPP”) by reason of any stock dividend, stock split, recapitalization or any other similar transaction effected without the receipt of consideration which results in an increase in the number of the Registrant’s outstanding shares of Class A common stock.

(2)
Reflects an automatic annual increase on January 1, 2024 to the number of shares of the Registrant’s Class A common stock reserved for issuance under the 2016 Plan, which annual increase is provided for in the 2016 Plan.

(3)
Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) and (h) under the Securities Act on the basis of $71.67 per share, which represents the average of the high and low prices of the Registrant’s Class A common stock as reported on the Nasdaq Global Market on February 9, 2024.

(4)
Reflects an automatic annual increase on January 1, 2024 to the number of shares of the Registrant’s Class A common stock reserved for issuance under the ESPP, which annual increase is provided for in the ESPP.

(5)
Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) and (h) under the Securities Act, and based on 85% of $71.67 per share, which represents the average of the high and low prices of the Registrant’s Class A common stock as reported on the Nasdaq Global Market on February 9, 2024. Pursuant to the ESPP, the purchase price of the shares of the Registrant’s Class A common stock reserved for issuance thereunder will be at least 85% of the lower of the fair market value of the Registrant’s Class A common stock on the first trading day of the offering period or on the last trading day of each purchase period.

(6)
The Registrant does not have any fee offsets.