STOCK TITAN

Trade Desk reprices Tahnil R. Davis options to $12.26

Exercising the repriced options at $12.26 requires Davis to remain in service through April 19, 2027, except for a termination by Trade Desk without cause.

(Neutral)

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Form Type
4

Rhea-AI Filing Summary

Trade Desk, Inc. (TTD) repriced six employee stock option tranches reported for Chief Accounting Officer & EVP Tahnil R. Davis on October 19, 2026, setting each exercise price at $12.26 per share, the Class A Common Stock closing price that day. The tranches cover 8,430, 7,073, 38,825, 66,926, 82,508 and 309,551 underlying shares.

Stockholders approved the repricing on October 19, 2026. The options’ share counts, expiration dates and vesting schedules did not change. To exercise at the new price, Davis is required to remain in service through April 19, 2027, except for a termination by Trade Desk without cause. The 8,430-share option was fully vested and exercisable; each of the other five awards vests 1/48th monthly, subject to continued employment through each applicable vesting date.

Insider Davis Tahnil R.
Role Chief Accounting Officer & EVP
Type Security Shares Price Value
Disposition Employee Stock Option (Right to Buy) F2, F1 8,430 -- --
Grant/Award Employee Stock Option (Right to Buy) F2, F1 8,430 -- --
Disposition Employee Stock Option (Right to Buy) F2, F1 7,073 -- --
Grant/Award Employee Stock Option (Right to Buy) F2, F1 7,073 -- --
Disposition Employee Stock Option (Right to Buy) F2, F3 38,825 -- --
Grant/Award Employee Stock Option (Right to Buy) F2, F3 38,825 -- --
Disposition Employee Stock Option (Right to Buy) F2, F4 66,926 -- --
Grant/Award Employee Stock Option (Right to Buy) F2, F4 66,926 -- --
Disposition Employee Stock Option (Right to Buy) F2, F5 82,508 -- --
Grant/Award Employee Stock Option (Right to Buy) F2, F5 82,508 -- --
Disposition Employee Stock Option (Right to Buy) F2, F6 309,551 -- --
Grant/Award Employee Stock Option (Right to Buy) F2, F6 309,551 -- --
Holdings After Transaction: Employee Stock Option (Right to Buy) — 513,313 contracts (Direct)
Footnotes (6)
  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. 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.
  4. F4. 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.
  5. F5. 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.
  6. F6. 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.
Underlying Class A shares 8,430 shares Option repriced from an exercise price of $74.6370 to $12.26 per share; expiration April 28, 2031.
Underlying Class A shares 7,073 shares Option repriced from an exercise price of $59.5700 to $12.26 per share; expiration April 26, 2032.
Underlying Class A shares 38,825 shares Option repriced from an exercise price of $61.4600 to $12.26 per share; expiration April 24, 2033.
Underlying Class A shares 66,926 shares Option repriced from an exercise price of $81.0700 to $12.26 per share; expiration April 23, 2034.
Underlying Class A shares 82,508 shares Option repriced from an exercise price of $49.2400 to $12.26 per share; expiration April 15, 2035.
Underlying Class A shares 309,551 shares Option repriced from an exercise price of $25.0000 to $12.26 per share; expiration March 3, 2036.
Option Repricing financial
"one-time stock option repricing (the "Option Repricing")"
exercise price financial
"reduce the exercise price to $12.26 per share"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
vesting schedule financial
"There is no change to ... the vesting schedule"
A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.
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.

FAQ

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

What TTD options did Tahnil R. Davis have repriced?

On October 19, 2026, six employee stock option tranches covering 8,430, 7,073, 38,825, 66,926, 82,508 and 309,551 Class A shares were repriced to $12.26 per share. Their prior exercise prices were $74.6370, $59.5700, $61.4600, $81.0700, $49.2400 and $25.0000, respectively.

What service condition applies to Davis’s repriced TTD options?

To exercise the repriced options at $12.26 per share, Tahnil R. Davis is required to remain in service with Trade Desk through April 19, 2027, except for a termination by Trade Desk without cause. Stockholders approved the repricing on October 19, 2026.

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*
Davis Tahnil 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 Accounting Officer & EVP
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)$74.63710/19/2026D8,430 (1)04/28/2031Class A Common Stock8,430(2)0D
Employee Stock Option (Right to Buy)$12.2610/19/2026A8,430 (1)04/28/2031Class A Common Stock8,430(2)8,430D
Employee Stock Option (Right to Buy)$59.5710/19/2026D7,073 (1)04/26/2032Class A Common Stock7,073(2)0D
Employee Stock Option (Right to Buy)$12.2610/19/2026A7,073 (1)04/26/2032Class A Common Stock7,073(2)7,073D
Employee Stock Option (Right to Buy)$61.4610/19/2026D38,825 (3)04/24/2033Class A Common Stock38,825(2)0D
Employee Stock Option (Right to Buy)$12.2610/19/2026A38,825 (3)04/24/2033Class A Common Stock38,825(2)38,825D
Employee Stock Option (Right to Buy)$81.0710/19/2026D66,926 (4)04/23/2034Class A Common Stock66,926(2)0D
Employee Stock Option (Right to Buy)$12.2610/19/2026A66,926 (4)04/23/2034Class A Common Stock66,926(2)66,926D
Employee Stock Option (Right to Buy)$49.2410/19/2026D82,508 (5)04/15/2035Class A Common Stock82,508(2)0D
Employee Stock Option (Right to Buy)$12.2610/19/2026A82,508 (5)04/15/2035Class A Common Stock82,508(2)82,508D
Employee Stock Option (Right to Buy)$2510/19/2026D309,551 (6)03/03/2036Class A Common Stock309,551(2)0D
Employee Stock Option (Right to Buy)$12.2610/19/2026A309,551 (6)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. 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.
4. 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.
5. 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.
6. 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 Tahnil R. Davis10/21/2026
** 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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