Sec Form 4 Filing - Green Jeffrey Terry @ Trade Desk, Inc. - 2022-01-21

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED 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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Green Jeffrey Terry 2. Issuer Name and Ticker or Trading Symbol Trade Desk, Inc. [ TTD] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) President and CEO (Last) (First) (Middle) C/O THE TRADE DESK, INC., 42 NORTH CHESTNUT STREET 3. Date of Earliest Transaction (MM/DD/YY) 01/21/2022 (Street) VENTURA, CA93001 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Class A Common Stock 01/21/2022 M 110,580 A $ 3.015 809,252 D Class A Common Stock 01/21/2022 M 3,530 A $ 5.28 812,782 D Class A Common Stock 01/21/2022 M 409,200 A $ 4.8 1,221,982 D Class A Common Stock 01/21/2022 M 580 A $ 15.67 1,222,562 D Class A Common Stock 01/21/2022 M 244,860 A $ 14.245 1,467,422 D Class A Common Stock 01/21/2022 M 139,250 A $ 24.949 1,606,672 D Class A Common Stock 01/21/2022 M 162,070 A $ 30.001 1,768,742 D Class A Common Stock 01/21/2022 G( 1 ) V 1,070,070 D $ 0 698,672 D Class A Common Stock 01/21/2022 G( 1 ) V 1,070,070 A $ 0 1,114,100 I See Footnote( 2 ) Class A Common Stock 514,320 I See Footnote( 3 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Employee Stock Option (Right to Buy) $ 3.015( 4 ) 01/21/2022 M 110,580 ( 5 ) 12/22/2026 Class A Common Stock 110,580 $ 0 0( 4 ) D Employee Stock Option (Right to Buy) $ 5.28 01/21/2022 M 3,530 ( 6 ) 12/01/2022 Class A Common Stock 3,530 $ 0 0 D Employee Stock Option (Right to Buy) $ 4.8( 7 ) 01/21/2022 M 409,200 ( 8 ) 12/01/2027 Class A Common Stock 409,200 $ 0 0( 7 ) D Employee Stock Option (Right to Buy) $ 15.67( 9 ) 01/21/2022 M 580 ( 10 ) 12/01/2023 Class A Common Stock 580 $ 0 6,440( 9 ) D Employee Stock Option (Right to Buy) $ 14.245( 11 ) 01/21/2022 M 244,860 ( 12 ) 12/01/2028 Class A Common Stock 244,860 $ 0 110,970( 11 ) D Employee Stock Option (Right to Buy) $ 24.949( 13 ) 01/21/2022 M 139,250 ( 14 ) 12/09/2029 Class A Common Stock 139,250 $ 0 135,250( 13 ) D Employee Stock Option (Right to Buy) $ 30.001( 15 ) 01/21/2022 M 162,070 ( 16 ) 05/15/2030 Class A Common Stock 162,070 $ 0 223,710( 15 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Green Jeffrey Terry C/O THE TRADE DESK, INC. 42 NORTH CHESTNUT STREET VENTURA, CA93001 X X President and CEO Signatures /s/ Tahnil Davis, Attorney-in-Fact for Jeffrey Terry Green 01/25/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents a transfer of shares from the Reporting Person to a trust held by the Reporting Person. ( 2 )Represents securities held by the Jeff Green Trust (the "Trust"). Mr. Green is a Trustee of the Trust and has investment and voting control over the shares held by the Trust, and may be deemed to indirectly beneficially own the shares held by the Trust. ( 3 )Represents securities held by the Jeff T. Green Family Foundation (the "Foundation"). Mr. Green is the sole member and director of the Foundation and has investment and voting control over the shares held by the Foundation, and may be deemed to indirectly beneficially own the shares held by the Foundation. ( 4 )This option was previously reported as covering 11,058 shares at an exercise price of $30.15 per share, but was adjusted to reflect a 10-for-1 stock split effective June 16, 2021. ( 5 )The option was granted on December 23, 2016, with the vesting commencement date ("VCD") of December 1, 2016. The option vests over four years in increments on each monthly anniversary of the VCD according to the following schedule: an aggregate of 144,330 shares will vest during each of the calendar years 2017, 2018 and 2019 and an aggregate of 132,680, shares will vest during calendar year 2020, in each case, subject to continued employment with the Issuer through the applicable vesting dates. ( 6 )The option was granted on December 1, 2017, with a VCD of December 1, 2020. The option vests over one year in increments on each monthly anniversary of the VCD according to the following schedule: an aggregate of 20,830 shares will vest during calendar year 2021, subject to continued employment with the Issuer through the applicable vesting dates. ( 7 )This option was previously reported as covering 40,920 shares at an exercise price of $48.00 per share, but was adjusted to reflect a 10-for-1 stock split effective June 16, 2021. ( 8 )The option was granted on December 1, 2017, the VCD. The option vests over four years in increments on each monthly anniversary of the VCD according to the following schedule: an aggregate of 234,550 shares will vest during each of the calendar years 2018, 2019 and 2020 and an aggregate of 213,730 shares will vest during calendar year 2021, in each case, subject to continued employment with the Issuer through the applicable vesting dates. ( 9 )This option was previously reported as covering 702 shares at an exercise price of $156.70 per share, but was adjusted to reflect a 10-for-1 stock split effective June 16, 2021. ( 10 )The option was granted on December 1, 2018, with a VCD of December 1, 2021. One twelfth (1/12th) of the shares subject to the option vest on each monthly anniversary of the VCD, subject to continued employment with the Issuer through the applicable vesting dates. ( 11 )This option was previously reported as covering 35,583 shares at an exercise price of $142.45 per share, but was adjusted to reflect a 10-for-1 stock split effective June 16, 2021. ( 12 )The option was granted on December 1, 2018, the VCD. The option vests over four years in increments on each monthly anniversary of the VCD according to the following schedule: an aggregate of 128,060 shares will vest during each of the calendar years 2019, 2020 and 2021 and an aggregate of 121,050 shares will vest during calendar year 2022, in each case, subject to continued employment with the Issuer through the applicable vesting dates. ( 13 )This option was previously reported as covering 27,450 shares at an exercise price of $249.49 per share, but was adjusted to reflect a 10-for-1 stock split effective June 16, 2021. ( 14 )The option was granted on December 9, 2019, the VCD. The option vests over four years in increments on each monthly anniversary of the VCD according to the following schedule: an aggregate of 72,650 shares will vest during each of the calendar years 2020, 2021 and 2022 and an aggregate of 68,650 shares will vest during calendar year 2023, in each case, subject to continued employment with the Issuer through the applicable vesting dates. ( 15 )This option was previously reported as covering 38,578 shares at an exercise price of $300.01 per share, but was adjusted to reflect a 10-for-1 stock split effective June 16, 2021. ( 16 )The option was granted on May 15, 2020, the VCD. The option vests over four years in increments on each monthly anniversary of the VCD according to the following schedule: an aggregate of 97,270, 97,280 and 97,280 shares will vest during the twelve month periods ending on May 15, 2021, 2022 and 2023, respectively, and an aggregate of 93,950 shares will vest during the twelve month period ending May 15, 2024, in each case, subject to continued employment with the Issuer through the applicable vesting dates.

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).

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