STOCK TITAN

Trade Desk reprices legal chief's options to $12.26

The repriced options retain their share counts, expiration dates and vesting schedules, with exercise at $12.26 subject to a service condition.

(Neutral)

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Form Type
4

Rhea-AI Filing Summary

Trade Desk, Inc. Chief Legal Officer Jay R. Grant reported a one-time stock option repricing effective October 19, 2026, under the 2025 Incentive Award Plan; stockholders approved it that day. The records show options disposed to the issuer and matching option awards acquired at a reduced exercise price of $12.26 per share, the Class A common stock closing price on the repricing date.

The repricing did not change the number of shares, expiration dates or vesting schedule of the repriced options. To exercise at the new price, Grant must remain in service through April 19, 2027, except in the event of termination by the issuer without cause.

Insider GRANT JAY R
Role Chief Legal Officer
Type Security Shares Price Value
Disposition Employee Stock Option (Right to Buy) F2, F1, F3 15,512 -- --
Grant/Award Employee Stock Option (Right to Buy) F2, F1 15,512 -- --
Disposition Employee Stock Option (Right to Buy) F2, F4, F5 55,317 -- --
Grant/Award Employee Stock Option (Right to Buy) F2, F4 55,317 -- --
Disposition Employee Stock Option (Right to Buy) F2, F6, F7 120,451 -- --
Grant/Award Employee Stock Option (Right to Buy) F2, F6 120,451 -- --
Disposition Employee Stock Option (Right to Buy) F2, F8 157,515 -- --
Grant/Award Employee Stock Option (Right to Buy) F2, F8 157,515 -- --
Disposition Employee Stock Option (Right to Buy) F2, F9 309,551 -- --
Grant/Award Employee Stock Option (Right to Buy) F2, F9 309,551 -- --
Holdings After Transaction: Employee Stock Option (Right to Buy) — 662,884 contracts (Direct)
Footnotes (9)
  1. F1. The option is fully vested and exercisable.
  2. F2. The transactions reported herein reflect a one-time stock option repricing (the "Option Repricing") under the Issuer's 2025 Incentive Award Plan effective on October 19, 2026 (the "Repricing Date"). Pursuant to the Option Repricing, the exercise price of the repriced options has been amended to reduce the exercise price to $12.26 per share, the closing price of the Issuer's Class A Common Stock on the Repricing Date. There is no change to the number of shares, the expiration dates or the vesting schedule of the repriced options. The Option Repricing was approved by the Issuer's stockholders on October 19, 2026. In order to exercise the repriced options at the new exercise price, the Reporting Person is required to remain in service with the Issuer through April 19, 2027, except for a termination by the Issuer without cause.
  3. F3. This amount represents the Incentive Stock Option (ISO) portion of the grant on April 26, 2022, that was not eligible to participate in the Option Repricing.
  4. F4. The option was granted on April 24, 2023, the Vesting Commencement Date ("VCD"). One forty-eighth (1/48th) of the shares subject to the option vest on each monthly anniversary thereafter, subject to continued employment with the Issuer through the applicable vesting dates.
  5. F5. This amount represents the ISO portion of the grant on April 24, 2023, that was not eligible to participate in the Option Repricing.
  6. F6. The option was granted on April 23, 2024, the VCD. One forty-eighth (1/48th) of the shares subject to the option vest on each monthly anniversary thereafter, subject to continued employment with the Issuer through the applicable vesting dates.
  7. F7. This amount represents the ISO portion of the grant on April 23, 2024, that was not eligible to participate in the Option Repricing.
  8. F8. The option was granted on April 15, 2025, the VCD. One forty-eighth (1/48th) of the shares subject to the option vest on each monthly anniversary thereafter, subject to continued employment with the Issuer through the applicable vesting dates.
  9. F9. The option was granted on March 3, 2026, the VCD. One forty-eighth (1/48th) of the shares subject to the option vest on each monthly anniversary thereafter, subject to continued employment with the Issuer through the applicable vesting dates.
Options disposed to issuer 15,512 shares Grant dated April 26, 2022; original exercise price $59.57 per share
Options disposed to issuer 55,317 shares Grant dated April 24, 2023; original exercise price $61.46 per share
Options disposed to issuer 120,451 shares Grant dated April 23, 2024; original exercise price $81.07 per share
Options disposed to issuer 157,515 shares Grant dated April 15, 2025; original exercise price $49.24 per share
Options disposed to issuer 309,551 shares Grant dated March 3, 2026; original exercise price $25.00 per share
Repriced exercise price $12.26 per share Effective October 19, 2026
Required service date April 19, 2027 Required service date to exercise repriced options at the new price, subject to the stated exception
Option Repricing financial
"a one-time stock option repricing (the "Option Repricing")"
Incentive Stock Option (ISO) financial
"the Incentive Stock Option (ISO) portion of the grant"
Vesting Commencement Date financial
"the Vesting Commencement Date ("VCD")"
The vesting commencement date is the starting point when an employee begins earning ownership rights to their promised benefits, such as stock options or retirement contributions. Think of it like the day a savings account is opened—only after this date do the benefits start to grow and become fully available over time. It matters to investors because it marks when the clock begins ticking toward full ownership, affecting the timing and value of these benefits.
fully vested and exercisable financial
"The option is fully vested and exercisable."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares were involved in each TTD option repricing entry?

The matching disposition and option-award records list 15,512 shares for the grant dated April 26, 2022; 55,317 for April 24, 2023; 120,451 for April 23, 2024; 157,515 for April 15, 2025; and 309,551 for March 3, 2026.

What was the new exercise price for Jay R. Grant’s TTD options?

The repriced options have an exercise price of $12.26 per share, equal to the closing price of Trade Desk Class A common stock on October 19, 2026.

What service condition applies to exercising Jay R. Grant’s repriced TTD options?

Grant is required to remain in service with Trade Desk through April 19, 2027 to exercise the repriced options at the new price, except in the event of termination by the issuer without cause.

How do the vesting terms apply to Jay R. Grant’s TTD options?

For options granted April 24, 2023, April 23, 2024, April 15, 2025, and March 3, 2026, one forty-eighth of the shares vests on each monthly anniversary, subject to continued employment through the applicable vesting date. The option granted April 26, 2022 is fully vested and exercisable.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
GRANT JAY R

(Last)(First)(Middle)
C/O THE TRADE DESK, INC.
42 NORTH CHESTNUT STREET

(Street)
VENTURA CALIFORNIA 93001

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Trade Desk, Inc. [ TTD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Legal Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/19/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (Right to Buy)$59.5710/19/2026D15,512 (1)04/26/2032Class A Common Stock15,512(2)1,678(3)D
Employee Stock Option (Right to Buy)$12.2610/19/2026A15,512 (1)04/26/2032Class A Common Stock15,512(2)15,512D
Employee Stock Option (Right to Buy)$61.4610/19/2026D55,317 (4)04/24/2033Class A Common Stock55,317(2)1,627(5)D
Employee Stock Option (Right to Buy)$12.2610/19/2026A55,317 (4)04/24/2033Class A Common Stock55,317(2)55,317D
Employee Stock Option (Right to Buy)$81.0710/19/2026D120,451 (6)04/23/2034Class A Common Stock120,451(2)1,233(7)D
Employee Stock Option (Right to Buy)$12.2610/19/2026A120,451 (6)04/23/2034Class A Common Stock120,451(2)120,451D
Employee Stock Option (Right to Buy)$49.2410/19/2026D157,515 (8)04/15/2035Class A Common Stock157,515(2)0D
Employee Stock Option (Right to Buy)$12.2610/19/2026A157,515 (8)04/15/2035Class A Common Stock157,515(2)157,515D
Employee Stock Option (Right to Buy)$2510/19/2026D309,551 (9)03/03/2036Class A Common Stock309,551(2)0D
Employee Stock Option (Right to Buy)$12.2610/19/2026A309,551 (9)03/03/2036Class A Common Stock309,551(2)309,551D
Explanation of Responses:
1. The option is fully vested and exercisable.
2. The transactions reported herein reflect a one-time stock option repricing (the "Option Repricing") under the Issuer's 2025 Incentive Award Plan effective on October 19, 2026 (the "Repricing Date"). Pursuant to the Option Repricing, the exercise price of the repriced options has been amended to reduce the exercise price to $12.26 per share, the closing price of the Issuer's Class A Common Stock on the Repricing Date. There is no change to the number of shares, the expiration dates or the vesting schedule of the repriced options. The Option Repricing was approved by the Issuer's stockholders on October 19, 2026. In order to exercise the repriced options at the new exercise price, the Reporting Person is required to remain in service with the Issuer through April 19, 2027, except for a termination by the Issuer without cause.
3. This amount represents the Incentive Stock Option (ISO) portion of the grant on April 26, 2022, that was not eligible to participate in the Option Repricing.
4. The option was granted on April 24, 2023, the Vesting Commencement Date ("VCD"). One forty-eighth (1/48th) of the shares subject to the option vest on each monthly anniversary thereafter, subject to continued employment with the Issuer through the applicable vesting dates.
5. This amount represents the ISO portion of the grant on April 24, 2023, that was not eligible to participate in the Option Repricing.
6. The option was granted on April 23, 2024, the VCD. One forty-eighth (1/48th) of the shares subject to the option vest on each monthly anniversary thereafter, subject to continued employment with the Issuer through the applicable vesting dates.
7. This amount represents the ISO portion of the grant on April 23, 2024, that was not eligible to participate in the Option Repricing.
8. The option was granted on April 15, 2025, the VCD. One forty-eighth (1/48th) of the shares subject to the option vest on each monthly anniversary thereafter, subject to continued employment with the Issuer through the applicable vesting dates.
9. The option was granted on March 3, 2026, the VCD. One forty-eighth (1/48th) of the shares subject to the option vest on each monthly anniversary thereafter, subject to continued employment with the Issuer through the applicable vesting dates.
Remarks:
/s/ Kelli Faerber, Attorney-in-Fact for Jay R. Grant10/21/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

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