Trade Desk (TTD) director receives equity grants in lieu of cash fees
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Trade Desk, Inc. director Andrea Lee Cunningham reported equity compensation grants rather than market trades. On May 4, 2026, she received several restricted stock awards of Class A common stock and stock options under the company’s 2025 Incentive Award Plan and Non-Employee Director Compensation Policy.
Some restricted stock grants were made as her annual director equity award, while others replaced cash director retainer and meeting fees totaling $25,000, $12,500, and $5,000. The awards generally vest in four equal installments tied to upcoming quarterly board or committee meetings or their quarterly anniversaries, with any remaining unvested shares vesting at the next annual stockholder meeting if she continues serving.
She was also granted stock options covering up to 11,051 shares of Class A common stock at a $24.10 exercise price, expiring on May 4, 2036. These options follow similar four-part vesting schedules linked to her ongoing board and committee service.
Positive
- None.
Negative
- None.
Insider Trade Summary
8 transactions reported
Mixed
8 txns
Insider
Cunningham Andrea Lee
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Stock Option (Right to Buy) | 11,051 | $0.00 | -- |
| Grant/Award | Stock Option (Right to Buy) | 1,905 | $13.12 | $25K |
| Grant/Award | Stock Option (Right to Buy) | 381 | $13.12 | $5K |
| Grant/Award | Stock Option (Right to Buy) | 952 | $13.12 | $12K |
| Grant/Award | Class A Common Stock | 6,110 | $0.00 | -- |
| Grant/Award | Class A Common Stock | 1,053 | $23.73 | $25K |
| Grant/Award | Class A Common Stock | 210 | $23.73 | $5K |
| Grant/Award | Class A Common Stock | 526 | $23.73 | $12K |
Holdings After Transaction:
Stock Option (Right to Buy) — 11,051 shares (Direct, null);
Class A Common Stock — 11,193 shares (Direct, null)
Footnotes (1)
- Grant of restricted stock award under the Issuer's 2025 Incentive Award Plan. The shares vest in four equal installments at the earlier of, for each such installment, (i) the date of the Issuer's applicable regularly scheduled quarterly Corporate Board meeting for the next four quarters from the date of grant or (ii) the date of each of the next four corresponding quarterly anniversaries of the date of grant, provided all then unvested shares shall vest in full on the date of the Issuer's next annual meeting of stockholders, all subject to the Reporting Person's continuous service as a member of the board of directors immediately prior to such date. This restricted stock award was issued to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Policy as an annual director equity grant. This restricted stock award was issued to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Policy in lieu of director retainer and meeting fees of $25,000. This price represents the average closing stock price for a share of the Issuer's Class A Common Stock for forty-five consecutive trading days ending on, and including, the grant date. This price was used to calculate the number of restricted stock awards granted. Grant of restricted stock award under the Issuer's 2025 Incentive Award Plan. The shares vest in four equal installments at the earlier of, for each such installment, (i) the date of the Issuer's applicable regularly scheduled quarterly Corporate Board meeting for the next four quarters from the date of grant or (ii) the date of each of the next four corresponding quarterly anniversaries of the date of grant, provided all then unvested shares shall vest in full on the date of the Issuer's next annual meeting of stockholders, all subject to the Reporting Person's continuous service as a member of the compensation committee immediately prior to such date. This restricted stock award was issued to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Policy in lieu of director retainer and meeting fees of $5,000. Grant of restricted stock award under the Issuer's 2025 Incentive Award Plan. The shares vest in four equal installments at the earlier of, for each such installment, (i) the date of the Issuer's applicable regularly scheduled quarterly Corporate Board meeting for the next four quarters from the date of grant or (ii) the date of each of the next four corresponding quarterly anniversaries of the date of grant, provided all then unvested shares shall vest in full on the date of the Issuer's next annual meeting of stockholders, all subject to the Reporting Person's continuous service as a member of the nominating and corporate governance committee immediately prior to such date. This restricted stock award was issued to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Policy in lieu of director retainer and meeting fees of $12,500. Grant of option to purchase Class A Common Stock under the Issuer's 2025 Incentive Award Plan. The shares subject to the option vest in four equal installments at the earlier of, for each such installment, (i) the date of the Issuer's applicable regularly scheduled quarterly Corporate Board meeting for the next four quarters from the date of grant or (ii) the date of each of the next four corresponding quarterly anniversaries of the date of grant, provided all then unvested shares shall vest in full on the date of the Issuer's next annual meeting of stockholders, all subject to the Reporting Person's continuous service as a member of the board of directors immediately prior to such date. This option was issued to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Policy as an annual director equity grant. This price represents the Black-Scholes value of an option using the average closing stock price for a share of the Issuer's Class A Common Stock for forty-five consecutive trading days ending on, and including, the grant date. This price was used to calculate the number of shares subject to the option granted. These stock options were issued to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Policy in lieu of director retainer and meeting fees of $25,000. Grant of option to purchase Class A Common Stock under the Issuer's 2025 Incentive Award Plan. The shares subject to the option vest in four equal installments at the earlier of, for each such installment, (i) the date of the Issuer's applicable regularly scheduled quarterly Corporate Board meeting for the next four quarters from the date of grant or (ii) the date of each of the next four corresponding quarterly anniversaries of the date of grant, provided all then unvested shares shall vest in full on the date of the Issuer's next annual meeting of stockholders, all subject to the Reporting Person's continuous service as a member of the compensation committee of the board of directors immediately prior to such date. These stock options were issued to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Policy in lieu of director retainer and meeting fees of $5,000. Grant of option to purchase Class A Common Stock under the Issuer's 2025 Incentive Award Plan. The shares subject to the option vest in four equal installments at the earlier of, for each such installment, (i) the date of the Issuer's applicable regularly scheduled quarterly Corporate Board meeting for the next four quarters from the date of grant or (ii) the date of each of the next four corresponding quarterly anniversaries of the date of grant, provided all then unvested shares shall vest in full on the date of the Issuer's next annual meeting of stockholders, all subject to the Reporting Person's continuous service as a member of the nominating and corporate governance committee of the board of directors immediately prior to such date. These stock options were issued to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Policy in lieu of director retainer and meeting fees of $12,500.
Key Figures
Restricted stock award (largest line item): 6,110 shares
Option grant (largest line item): 11,051 options
Option exercise price: $24.10 per share
+5 more
8 metrics
Restricted stock award (largest line item)
6,110 shares
Class A common stock grant under 2025 Incentive Award Plan
Option grant (largest line item)
11,051 options
Stock options on Class A shares granted May 4, 2026
Option exercise price
$24.10 per share
Stock options on Class A common stock
Option expiration
May 4, 2036
Expiration date of granted stock options
Equity in lieu of fees
$25,000
Director retainer and meeting fees replaced by equity grant
Additional fees replaced
$12,500
Nominating and corporate governance committee fees in equity
Additional fees replaced
$5,000
Compensation committee fees in equity
Pricing reference for RSUs
$23.73 per share
Average closing price over 45 days used to size restricted stock
Key Terms
restricted stock award, Non-Employee Director Compensation Policy, 2025 Incentive Award Plan, Black-Scholes value, +1 more
5 terms
restricted stock award financial
"Grant of restricted stock award under the Issuer's 2025 Incentive Award Plan."
A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.
Non-Employee Director Compensation Policy financial
"This restricted stock award was issued ... pursuant to the Issuer's Non-Employee Director Compensation Policy"
2025 Incentive Award Plan financial
"Grant of restricted stock award under the Issuer's 2025 Incentive Award Plan."
Black-Scholes value financial
"This price represents the Black-Scholes value of an option using the average closing stock price"
stock options financial
"These stock options were issued to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Policy"
Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.
FAQ
What did Trade Desk (TTD) director Andrea Lee Cunningham report in this Form 4?
Andrea Lee Cunningham reported receiving equity compensation, not open-market trades. She was granted restricted stock awards and stock options in Trade Desk Class A common stock under the 2025 Incentive Award Plan and the company’s Non-Employee Director Compensation Policy, reflecting standard director compensation.
How many Trade Desk (TTD) stock options were granted to Andrea Lee Cunningham?
She received stock options covering up to 11,051 shares of Trade Desk Class A common stock. These options were granted under the 2025 Incentive Award Plan and vest in four equal installments tied to future board or committee meetings, with remaining unvested options vesting at the next annual meeting.
What is the exercise price and expiration date of Andrea Lee Cunningham’s Trade Desk options?
Her stock options have a $24.10 exercise price per share and expire on May 4, 2036. They are scheduled to vest in four equal installments, subject to her continued service on the board or relevant committees through the applicable vesting and annual stockholder meeting dates.
Were Andrea Lee Cunningham’s Trade Desk equity grants in lieu of cash fees?
Yes, part of the restricted stock and option grants were issued instead of cash director retainer and meeting fees of $25,000, $12,500, and $5,000. This reflects Trade Desk’s Non-Employee Director Compensation Policy, which allows directors to receive equity compensation rather than cash payments.
How do the restricted stock awards to Andrea Lee Cunningham vest at Trade Desk (TTD)?
The restricted stock awards generally vest in four equal installments aligned with upcoming quarterly board or committee meetings or their quarterly anniversaries. Any then-unvested shares vest in full at the next annual stockholder meeting, provided Andrea Lee Cunningham continues serving in the specified director or committee roles.