Statement of Changes in Beneficial Ownership (4)
August 17 2021 - 6:35PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
*
GRAYSON BLAKE JEFFREY |
2. Issuer Name and Ticker or Trading Symbol
Trade Desk, Inc.
[
TTD
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Financial Officer |
(Last)
(First)
(Middle)
C/O THE TRADE DESK, INC., 42 NORTH CHESTNUT STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/15/2021 |
(Street)
VENTURA, CA 93001
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 8/15/2021 | | F | | 1327 (1) | D | $80.91 | 210503 | D | |
Class A Common Stock | 8/15/2021 | | F | | 878 (2) | D | $80.91 | 209625 | D | |
Class A Common Stock | 8/17/2021 | | M | | 10000 | A | $27.235 | 219625 | D | |
Class A Common Stock | 8/17/2021 | | S(3) | | 8880 | D | $78.71 (4) | 210745 | D | |
Class A Common Stock | 8/17/2021 | | S(3) | | 1120 | D | $79.31 (5) | 209625 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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) | $27.235 | 8/17/2021 | | M | | | 10000 | (6) | 12/27/2029 | Class A Common Stock | 10000 | $0.00 | 59130 | D | |
Explanation of Responses: |
(1) | The 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 May 15, 2020. |
(2) | The 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 April 28, 2021. |
(3) | The 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. |
(4) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.23 to $79.21, 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. |
(5) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.23 to $79.39, 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. |
(6) | The option was granted on December 27, 2019. The Vesting Commencement Date ("VCD") was December 16, 2019. One forty-eighth (1/48th) of the shares subject to the option vest each monthly anniversary of the VCD, subject to continued employment with the Issuer through the applicable vesting dates. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
GRAYSON BLAKE JEFFREY C/O THE TRADE DESK, INC. 42 NORTH CHESTNUT STREET VENTURA, CA 93001 |
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| Chief Financial Officer |
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Signatures
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/s/ Alfred Palomino, Attorney-in-Fact for Blake Jeffrey Grayson | | 8/17/2021 |
**Signature of Reporting Person | Date |
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