| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | TTD | Class A Common Stock | Options Exercise | $29.2M | +428K | +292.15% | $68.29 | 575K | Sep 20, 2024 | Direct | |
| transaction | TTD | Class A Common Stock | Options Exercise | $1.29M | +21K | +3.65% | $61.46 | 595K | Sep 20, 2024 | Direct | |
| transaction | TTD | Class A Common Stock | Gift | $0 | -449K | -75.4% | $0.00 | 147K | Sep 20, 2024 | Direct | F1 |
| transaction | TTD | Class A Common Stock | Gift | $0 | +449K | +86.97% | $0.00 | 965K | Sep 20, 2024 | See Footnote | F1, F2 |
| transaction | TTD | Class A Common Stock | Sale | -$12.6M | -116K | -11.98% | $109.35 | 850K | Sep 20, 2024 | See Footnote | F2, F3, F4 |
| transaction | TTD | Class A Common Stock | Sale | -$9.25M | -84.4K | -9.93% | $109.64 | 765K | Sep 20, 2024 | See Footnote | F2, F3, F5 |
| transaction | TTD | Class A Common Stock | Sale | -$18.5M | -171K | -22.31% | $108.58 | 594K | Sep 23, 2024 | See Footnote | F2, F3, F6 |
| transaction | TTD | Class A Common Stock | Sale | -$2.75M | -25.2K | -4.24% | $109.14 | 569K | Sep 23, 2024 | See Footnote | F2, F3, F7 |
| transaction | TTD | Class A Common Stock | Sale | -$451K | -4.1K | -0.72% | $110.04 | 565K | Sep 23, 2024 | See Footnote | F2, F3, F8 |
| holding | TTD | Class A Common Stock | 825K | Sep 20, 2024 | See Footnote | F9 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | TTD | Employee Stock Option (Right to Buy) | Options Exercise | $0 | -428K | -2.23% | $0.00 | 18.8M | Sep 20, 2024 | Class A Common Stock | 428K | $68.29 | Direct | F10, F11 |
| transaction | TTD | Employee Stock Option (Right to Buy) | Options Exercise | $0 | -21K | -7.69% | $0.00 | 252K | Sep 20, 2024 | Class A Common Stock | 21K | $61.46 | Direct | F12 |
Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.
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).
| Id | Content |
|---|---|
| F1 | Represents a transfer of shares from the Reporting Person to a trust held by the Reporting Person. |
| F2 | 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. |
| F3 | The sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on March 15, 2024 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. |
| F4 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $108.53 to $109.52, 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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $109.53 to $110.20, 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. |
| F6 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.94 to $108.93, 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. |
| F7 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $108.94 to $109.62, 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. |
| F8 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $109.99 to $110.20, 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. |
| F9 | 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. |
| F10 | The shares subject to the option vest in eight tranches over a ten-year term beginning on October 6, 2021, (the "Grant Date"), and ending on October 6, 2031, (i) if the closing price of Issuer's Class A Common Stock measured over any 30-consecutive-trading-day period equals or exceeds $90.00, $115.00, $145.00, $185.00, $225.00, $260.00, $300.00 or $340.00, respectively, and (ii) for the first four years following the Grant Date, subject to continued service as the Issuer's Chief Executive Officer as of the applicable vesting date, and thereafter subject to continued service for the Issuer as of the applicable vesting date as Chief Executive Officer or in another role to be determined by the board of directors. |
| F11 | The original target level of shares subject to this option was an aggregate of 16,000,000 shares; the actual number of shares of Class A Common Stock issuable upon vesting is subject to adjustment based on the greatest result of three tests tied to the stock price of the Issuer's Class A Common Stock relative to performance of the companies comprising the Nasdaq-100 Index as of the Grant Date, and may range from 80% to 120% of the target level (12,800,000 to 19,200,000 shares in the aggregate). The number of awards shown of 18,772,000 is at the highest level of 19,200,000 net of 428,000 shares exercised through the Transaction Date. |
| F12 | 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 of the VCD, subject to continued employment with the Issuer through the applicable vesting dates. |