$TTD·8-K

Trade Desk, Inc. · May 28, 8:08 PM ET

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Trade Desk, Inc. 8-K

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Trade Desk: Board Approves Director Compensation for Samantha Jacobson

What Happened
Trade Desk, Inc. (TTD) filed an 8-K (Item 5.02) reporting that on May 24, 2026 the board approved Samantha Jacobson’s eligibility to participate in the company’s non-employee director compensation program following her resignation as an officer and employee effective May 18, 2026. Under the Program and the Company’s 2025 Incentive Award Plan, Ms. Jacobson will receive annual director pay and an equity grant that is prorated from May 18, 2026 to the company’s next annual meeting of stockholders.

Key Details

  • Board approval date: May 24, 2026; resignation/effective transition date: May 18, 2026.
  • Annual cash retainer for non-employee directors: $50,000.
  • Annual equity grant value: $290,000, prorated from May 18, 2026 to the next annual meeting.
  • Equity may be issued as restricted stock, restricted stock units, stock options, or a 50/50 mix (half RS/RSU and half options); the grant will vest in full on the date of the Company’s next annual meeting of stockholders.

Why It Matters
This filing documents a governance and compensation step as Ms. Jacobson transitions from an employee/officer role to a non-employee director. For investors, the item is primarily procedural: it clarifies director pay and the form and vesting of a prorated equity award. The equity grant, when issued or vested, could have a modest effect on shares outstanding depending on the form (stock vs. options), but no financial results or executive departures beyond the role change were reported in this 8-K.

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