The Trade Desk, Inc. (TTD) Form 4 Trade Desk / BLAKE JEFFREY GRAYSON ownership change

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^*

GRAYSON BLAKE JEFFREY

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/29/2022

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	03/29/2022		M		2,314	A	$27.235	155,535	D
Class A Common Stock	03/29/2022		S(1)		2,314	D	$72.5	153,221	D
Class A Common Stock	03/29/2022		M		1,138	A	$27.235	154,359	D
Class A Common Stock	03/29/2022		S(1)		1,138	D	$72.5	153,221	D
Class A Common Stock	03/29/2022		M		1,214	A	$30.001	154,435	D
Class A Common Stock	03/29/2022		S(1)		1,214	D	$72.5	153,221	D
Class A Common Stock	03/29/2022		S(1)		1,418	D	$72.5	151,803	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)	$27.235	03/29/2022		M			2,314	(2)	12/27/2029	Class A Common Stock	2,314	$0.00	125,346	D
Employee Stock Option (Right to Buy)	$27.235	03/29/2022		M			1,138	(3)	12/27/2029	Class A Common Stock	1,138	$0.00	43,214	D
Employee Stock Option (Right to Buy)	$30.001	03/29/2022		M			1,214	(4)	05/15/2030	Class A Common Stock	1,214	$0.00	56,254	D

Explanation of Responses:

1. 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 and Exchange Act of 1934, as amended.

2. The option was granted on December 27, 2019. The Vesting Commencement Date ("VCD") was December 16, 2019. One-fourth (1/4th) of the shares subject to the option vest on the first anniversary of the VCD, with one forty-eighth (1/48th) of the shares subject to the original grant vesting on each monthly anniversary thereafter, subject to continued employment with the Issuer through the applicable vesting dates.

3. The option was granted on December 27, 2019. The 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.

4. The option was granted on May 15, 2020, the VCD. 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.

Remarks:

	/s/ Kelli Faerber, Attorney-in-Fact for Blake Jeffrey Grayson	03/31/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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