The Trade Desk (TTD) Proxy filing summary

Executive summary

• Special meeting scheduled for October 19, 2026, to address key compensation and procedural matters.

• Stockholders will vote virtually, with eligibility based on ownership as of September 14, 2026.

• Main agenda includes repricing certain outstanding stock options and potential adjournment to solicit more proxies.

Voting matters and shareholder proposals

• Proposal One seeks approval to reprice up to 16,877,828 underwater stock options granted under the 2025 Incentive Award Plan to the closing price on the meeting date.

• Proposal Two allows adjournment of the meeting to solicit additional proxies if votes are insufficient for Proposal One.

• Board recommends voting FOR both proposals.

• Stockholders can submit proposals for the 2027 annual meeting by specific deadlines and requirements.

Board of directors and corporate governance

• Board and compensation committee, with input from independent consultants, evaluated alternatives before recommending the repricing.

• Non-employee directors are excluded from the repricing.

• Proxy holders for the meeting are Jeff Green, Nate Olmstead, and Jay Grant.