Sec Form 4 Filing - Green Jeffrey Terry @ Trade Desk, Inc. - 2017-12-01

Insider filing report for Changes in Beneficial Ownership
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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)
12/01/2017
(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 12/01/2017 A 36,297 ( 1 ) A $ 0 135,697 D
Class A Common Stock 12/01/2017 F 3,953 ( 2 ) D $ 48 131,744 D
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) $ 48 12/01/2017 A 73,066 ( 3 ) 12/01/2027 Class A Common Stock 73,066 $ 0 73,066 D
Employee Stock Option (Right to Buy) $ 52.8 12/01/2017 A 2,083 ( 4 ) 12/01/2022 Class A Common Stock 2,083 $ 0 2,083 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/ Vivian Yang, Attorney in fact for Jeffery Terry Green 12/05/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents restricted stock with a vesting commencement date ("VCD") of December 1, 2017, and which vests as to one-fourth of the granted shares on each anniversary of the VCD, subject to continued employment with the Issuer through the applicable vesting dates.
( 2 )The shares were withheld at the election of the Reporting Person to satisfy tax withholding obligations in connection with the partial vesting of a Restricted Stock Award granted December 23, 2016.
( 3 )The option was granted on December 1, 2017, the vesting commencement date ("VCD"). The option vests over four years in increments on each monthly anniversary of the VCD according to the following schedule: an aggregate of 18,780 shares will vest during each of the calendar years 2018, 2019 and 2020 and an aggregate of 16,726 shares will vest during calendar year 2021, in each case, subject to continued employment with the Issuer through the applicable vesting dates.
( 4 )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 2,083 shares will vest during calendar year 2021, 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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