SEC FORM 4

SEC FORM 4SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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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^*

Cunningham Andrea Lee

(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)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/04/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/04/2026		A		6,110⁽¹⁾	A	$0⁽²⁾	11,193	D
Class A Common Stock	05/04/2026		A		1,053⁽¹⁾	A	$23.73⁽³⁾⁽⁴⁾	12,246	D
Class A Common Stock	05/04/2026		A		210⁽⁵⁾	A	$23.73⁽⁴⁾⁽⁶⁾	12,456	D
Class A Common Stock	05/04/2026		A		526⁽⁷⁾	A	$23.73⁽⁴⁾⁽⁸⁾	12,982	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 (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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$24.1	05/04/2026		A		11,051		⁽⁹⁾	05/04/2036	Class A Common Stock	11,051	$0⁽¹⁰⁾	11,051	D
Stock Option (Right to Buy)	$24.1	05/04/2026		A		1,905		⁽⁹⁾	05/04/2036	Class A Common Stock	1,905	$13.12⁽¹¹⁾⁽¹²⁾	1,905	D
Stock Option (Right to Buy)	$24.1	05/04/2026		A		381		⁽¹³⁾	05/04/2036	Class A Common Stock	381	$13.12⁽¹¹⁾⁽¹⁴⁾	381	D
Stock Option (Right to Buy)	$24.1	05/04/2026		A		952		⁽¹⁵⁾	05/04/2036	Class A Common Stock	952	$13.12⁽¹¹⁾⁽¹⁶⁾	952	D

Explanation of Responses:

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.

2. 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.

3. 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.

4. 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.

5. 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.

6. 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.

7. 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.

8. 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.

9. 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.

10. This option was issued to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Policy as an annual director equity grant.

11. 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.

12. 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.

13. 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.

14. 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.

15. 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.

16. 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.

Remarks:

	/s/ Kelli Faerber, Attorney-in-Fact for Andrea Cunningham	05/06/2026
	** Signature of Reporting Person	Date
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)

Director Cunningham Andrea Lee was granted 7,899 shares, increasing direct ownership by 155% to 12,982 units (SEC Form 4)