The Trade Desk, Inc.
42 N. Chestnut Street
Ventura, California 93001
February 23, 2017
VIA EDGAR AND E-MAIL
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, D.C. 20549
| Re: | The Trade Desk, Inc. Registration Statement on Form S-1 (Registration No. 333-216105) |
Ladies and Gentlemen:
In accordance with Rule 461 of Regulation C of the General Rules and Regulations under the Securities Act of 1933, as amended, we hereby request acceleration of the effective date of the Registration Statement on Form S-1 (File No. 333-216105) (the “Registration Statement”) of The Trade Desk, Inc. (the “Company”). We respectfully request that the Registration Statement become effective as of 4:00 p.m., Washington, D.C. time, on February 27, 2017, or as soon as practicable thereafter. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Latham & Watkins LLP, by calling Steven B. Stokdyk at (213) 891-7421, or in his absence, W. Alex Voxman at (213) 891-8746.
The Company acknowledges the following:
| • | should the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; |
| • | the action of the Commission or the staff, acting pursuant to delegated authority in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
| • | the Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
Thank you for your assistance in this matter.
[Signature Page Follows]
| Very truly yours, | ||
| THE TRADE DESK, INC. | ||
| By: | /s/ Vivian Yang | |
Vivian Yang Chief Legal Officer | ||
| CC: | Jeff T. Green, The Trade Desk, Inc. |
W. Alex Voxman, Latham & Watkins LLP
Steven B. Stokdyk, Latham & Watkins LLP
Michael Nordtvedt, Wilson Sonsini Goodrich & Rosati, PC
Megan Baier, Wilson Sonsini Goodrich & Rosati, PC
