Monitor the vote outcome on October 19; if approved, the repricing will reduce future dilution risk from underwater options but increase near-term compensation expense. No fundamental business impact.
Price Chart
Executive Summary
The Trade Desk is holding a special meeting on October 19, 2026, to seek stockholder approval for a one-time repricing of up to 15,582,540 underwater stock options granted under the 2025 Plan to current employees and executive officers (excluding non-employee directors and CEO performance options). The board recommends approval, citing the need to restore retention and incentive value after the stock price declined significantly. The filing is a routine governance matter with no financial results or operational data.
Key Facts
- Special meeting on October 19, 2026, to vote on repricing up to 15,582,540 underwater stock options under the 2025 Plan.
- Eligible options have exercise prices between $3.69 and $122.59; closing price on September 16, 2026 was $14.49 per share.
- CEO Jeff Green's performance stock options, incentive stock options, and non-employee director awards are excluded from the repricing.
- Board approved the repricing on August 13, 2026, subject to stockholder approval; a majority of votes cast is required.
- Repriced options carry a six-month clawback: if the holder terminates (except without cause) or exercises within 6 months, the exercise price reverts to original.
- No executive compensation figures, say-on-pay results, director elections, shareholder proposals, or related party transactions are disclosed in this special meeting proxy.
Financial Impact
Incremental compensation cost will be recognized under ASC 718, measured as the excess of fair value of repriced options immediately after vs. before the repricing; no dollar amount stated.
Risk Factors
- If the repricing is not approved, employee retention risk may increase as underwater options lose incentive value.
- Approval may signal to the market that management is concerned about stock price recovery and retention.
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| DEF 14A Filing (Primary) | 0001671933-26-000102 |
| Document: 0001671933-26-000102-index-headers.html | 0001671933-26-000102 |
| Document: 0001671933-26-000102-index.html | 0001671933-26-000102 |
| Document: 0001671933-26-000102.txt | 0001671933-26-000102 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 23, 2026 4d ago | Institutional Cluster | $13.00 $12.77 | ▲ +1.77% | ▲ +2.48% | $12.70 (+2.31%) |
Oct 20, 2026 7d ago | 8-K | $12.65 $12.59 | ▼ −0.47% | ▼ −1.00% | $12.70 (+0.40%) |
Oct 7, 2026 20d ago | DEFA14A | $12.34 $12.08 | ▼ −2.11% | ▼ −2.71% | $12.70 (+2.92%) |
Oct 7, 2026 20d ago | SC 13G | $12.09 $12.34 | ▲ +2.07% | ▲ +2.49% | $12.70 (+5.05%) |
Oct 5, 2026 22d ago | SC 13G/A | $11.98 $11.92 | ▼ −0.50% | ▼ −1.05% | $12.70 (+6.01%) |
Sep 18, 2026 5w ago | DEF 14A | $13.92 $13.88 | ▼ −0.29% | ▼ −1.84% | $12.70 (−8.76%) |
Sep 4, 2026 7w ago | 8-K | $14.43 $14.02 | ▼ −2.84% | ▼ −2.29% | $12.70 (−11.99%) |
Jul 13, 2026 15w ago | 8-K | $19.79 $18.94 | ▼ −4.30% | ▼ −4.65% | $12.70 (−35.83%) |
Jun 26, 2026 17w ago | Court Ruling | $18.65 $18.08 | ▼ −3.06% | ▼ −3.83% | $12.70 (−31.90%) |
Jun 9, 2026 20w ago | 8-K | $19.29 $18.90 | ▼ −2.02% | ▼ −3.72% | $12.70 (−34.16%) |
US Market Status
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