Trade Desk, Inc. — Director's Dealing 2017

Mar 23, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Trade Desk, Inc. (TTD)
CIK: 0001671933
Period of Report: 2017-03-21

Reporting Person: Ross Paul (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-21	Class A Common Stock	C	10000	$0.00	Acquired	50288	Direct
2017-03-21	Class A Common Stock	S	4801	$37.3848	Disposed	45487	Direct
2017-03-21	Class A Common Stock	S	5199	$38.0277	Disposed	40288	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-21	Employee Stock Option (Right to Buy)	$0.819	M	10000	Disposed	2025-01-19	Class B Common Stock (10000)	Direct
2017-03-21	Class B Common Stock	$0.00	M	10000	Acquired		Class A Common Stock (10000)	Direct
2017-03-21	Class B Common Stock	$0.00	C	10000	Disposed		Class A Common Stock (10000)	Direct

Footnotes

F1: Each share of Class B Common Stock has no expiration date and is convertible for no additional consideration into one (1) share of Class A Common Stock at the option of the holder thereof at any time.

F2: 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 Exchange Act of 1934, as amended.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.7700 to $37.7699, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.7700 to $38.7699, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F5: The vesting reported on the Form 3 filed on September 20, 2016 for this grant was in error. The option was granted on January 20, 2015. The vesting commencement date ("VCD") is November 3, 2014. 25% of the shares subject to the option vest on the first annual anniversary of the VCD, with one-forty eighth (1/48th) of the shares of the original option amount vesting on each monthly anniversary thereafter, subject to continued employment with the Issuer through the applicable vesting dates.