Business Context and Reporting Period
This Form 8-K Current Report is filed by The Trade Desk, Inc. on June 5, 2026. The report details a corporate governance event involving the expansion of the Board of Directors and the appointment of a new director.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on director compensation arrangements.
Material Changes
- Board Expansion: The Board of Directors increased its size from five (5) to six (6) members.
- New Appointment: David Haddad was appointed as a Class III director and member of the Audit Committee, effective June 11, 2026.
Compensation and Governance Details
Mr. Haddad's appointment triggers the following compensation terms under the Company's non-employee director program:
- Cash Compensation: $50,000 annual retainer for Board service plus $12,500 for Audit Committee service.
- Initial Equity Grant: Valued at $290,000, vesting in quarterly installments over three years.
- Annual Equity Grant: Valued at $290,000 (prorated), vesting in full at the next annual meeting of stockholders.
- Indemnification: An indemnification agreement will be executed in the standard form used for other directors.
The filing states there are no undisclosed arrangements regarding Mr. Haddad's selection and no family relationships with existing directors or officers.
Investor Verification Checklist
- Verify the effective date of the Board expansion (June 11, 2026) against the company's proxy statement or investor relations calendar.
- Review the attached press release (Exhibit 99.1) for additional context on Mr. Haddad's background and qualifications.
- Confirm the specific vesting schedule details for the equity grants in the Company's 2025 Incentive Award Plan.