TTD: Leadership change

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On June 5, 2026, the board of directors (the “Board”) of The Trade Desk, Inc. (the “Company”) appointed David Haddad to the Board as a Class III director and to serve on the audit committee of the Board (the “Audit Committee”), each effective June 11, 2026. Mr. Haddad was appointed to a newly created vacancy on the Board resulting from an increase in the size of the Board from five (5) directors to six (6) directors. As a result of his appointment to the Board, Mr. Haddad will be entitled to participate in the Company’s non-employee director compensation program (the “Program”). Pursuant to the Program, Mr. Haddad will be entitled to receive annual compensation of $50,000 for his service on the Board and $12,500 for his service on the Audit Committee. Additionally, pursuant to the Program and under the Company’s 2025 Incentive Award Plan, Mr. Haddad will be eligible to receive (i) an initial equity grant valued at $290,000, which he may elect to receive in the form of restricted stock, restricted stock units, stock options or a mix of one-half restricted stock or restricted stock units and one-half options, which will generally vest in substantially equal quarterly installments over the three-year period following the grant, and (ii) an annual equity grant of $290,000, prorated from the date of appointment to the Company’s next annual meeting of stockholders, which he may elect to receive in the form of restricted stock, restricted stock units, stock options or a mix of one-half restricted stock or restricted stock units and one-half options, which will vest in full on the date of the Company’s next annual meeting o