Trade Desk insider plans $4.7M share sale under Form 144 filing

Rhea-AI Filing Summary

The Trade Desk, Inc. (NASDAQ: TTD) – Form 144 filing. An unidentified insider has notified intent to sell 51,290 Class A common shares through Morgan Stanley Smith Barney on or about 08 Aug 2025. The shares carry an aggregate market value of roughly $4.68 million, based on information supplied in the notice. Total shares outstanding are listed at 491.4 million, so the proposed sale equals only ~0.01 % of the float.

The filing details recent share acquisitions that will supply the shares to be sold: one option exercise (30,963 shares) on 07 Aug 2025 paid in cash, and several prior issuances of restricted stock (c. 20 k shares) between May 2023 and Feb 2024. No securities have been sold by the filer during the past three months, and no adverse information is acknowledged in the certification section.

Form 144 is a notice only; it does not guarantee that the sale will occur, nor does it specify pricing beyond the market value reference. The relatively small size versus shares outstanding limits dilution or price pressure, yet investors often view insider dispositions as a modest negative sentiment signal.

Positive

• None.

Negative

• Insider disposition: planned sale of 51,290 shares worth ~$4.68 M may be viewed as a modestly negative sentiment signal despite its small relative size.

Insights

Securities Analyst

TL;DR – Insider plans to sell $4.7 M in TTD stock, small vs. float.

The proposed 51 k-share sale represents 0.01 % of outstanding shares and should have minimal liquidity impact given TTD’s average daily volume (~3–4 M shares). Form 144 is routine: it merely permits sales within 90 days up to the amount disclosed. Still, any insider disposition after a fresh option exercise can be interpreted as profit-taking. With no earnings or guidance change, I classify the event as neutral-to-slightly-negative; impact on valuation is negligible.

Corporate Governance Expert

TL;DR – Standard compliance filing; no 10b5-1 date disclosed.

The notice satisfies Rule 144 disclosure requirements but lacks a stated 10b5-1 adoption date, leaving open whether the sale is pre-planned. Absence of recent sales suggests normal diversification rather than sustained offloading. Because the transaction size is immaterial to ownership structure and there is no indication of undisclosed adverse information, governance risk remains low. Overall impact is neutral; investors should monitor subsequent Form 4s for execution details.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	51290	4676725.34	491438669	08/07/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	08/15/2023	Restricted Stock	Issuer			4306	08/15/2023	Not Applicable
Common	08/07/2025	Stock Option Exercise	Issuer			30963	08/07/2025	Cash
Common	02/15/2024	Restricted Stock	Issuer			5706	02/15/2024	Not Applicable
Common	05/15/2024	Restricted Stock	Issuer			3570	05/15/2024	Not Applicable
Common	05/15/2023	Restricted Stock	Issuer			2433	05/15/2023	Not Applicable
Common	11/15/2023	Restricted Stock	Issuer			4312	11/15/2023	Not Applicable

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many Trade Desk (TTD) shares are being proposed for sale?

The Form 144 covers 51,290 Class A common shares.

What is the market value of the shares in the TTD Form 144 filing?

The aggregate market value cited is approximately $4.68 million.

When is the approximate sale date for the shares in this Form 144?

The filer lists an approximate sale date of 08 August 2025.

How significant is the sale relative to Trade Desk’s total shares outstanding?

The 51,290 shares equal roughly 0.01 % of the 491.4 million shares outstanding.

Does the Form 144 guarantee that the insider will sell the shares?

No. Form 144 only provides notice; the shares may or may not be sold within the 90-day window.