ttd-20250930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________________

FORM 10-Q

______________________________

(Mark One)


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission File Number: 001-37879

______________________________

THE TRADE DESK, INC.

(Exact name of registrant as specified in its charter)

______________________________


Nevada			27-1887399
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

42 N. Chestnut Street

Ventura, California 93001

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (805) 585-3434

N/A

(Former name, former address and former fiscal year, if changed since last report)

______________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Class A Common Stock, par value $0.000001 per share

TTD

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

As of October 31, 2025, the registrant had 440,318,931 shares of Class A common stock and 43,275,936 shares of Class B common stock outstanding.

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THE TRADE DESK, INC.

QUARTERLY REPORT ON FORM 10-Q

INDEX


		Page
Part I.	FINANCIAL INFORMATION	3
Item 1.	Condensed Consolidated Financial Statements (Unaudited)	3
	Condensed Consolidated Balance Sheets as of Sept ember 30, 2025 and December 31, 2024	3
	Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2025 and 2024	4
	Condensed Consolidated Statements of Stockholders’ Equity for the Three and Nine Months Ended Sep tember 30, 2025 and 2024	5
	Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024	6
	Notes to Condensed Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	28
Item 4.	Controls and Procedures	28
Part II.	OTHER INFORMATION	30
Item 1.	Legal Proceedings	30
Item 1A.	Risk Factors	32
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	59
Item 5.	Other Information	59
Item 6.	Exhibits	60
Signatures		61

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PART I. FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements

THE TRADE DESK, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except par values)

(Unaudited)


	As of September 30, 2025		As of December 31, 2024
ASSETS
Current assets:
Cash and cash equivalents	$	653,134	$	1,369,463
Short-term investments, net	792,313		552,026
Accounts receivable, net of allowance for credit losses of $12,210 and $11,244 as of September 30, 2025 and December 31, 2024, respectively	3,478,338		3,330,343
Prepaid expenses and other current assets	196,501		84,626
TOTAL CURRENT ASSETS	5,120,286		5,336,458
Property and equipment, net	322,507		209,332
Operating lease assets	287,104		263,761
Deferred income taxes	110,514		230,214
Other assets, non-current	99,990		72,186
TOTAL ASSETS	$	5,940,401	$	6,111,951
LIABILITIES AND STOCKHOLDERS’ EQUITY
LIABILITIES
Current liabilities:
Accounts payable	$	2,761,261	$	2,631,213
Accrued expenses and other current liabilities	160,381		177,760
Operating lease liabilities	73,129		64,492
TOTAL CURRENT LIABILITIES	2,994,771		2,873,465
Operating lease liabilities, non-current	302,848		247,723
Other liabilities, non-current	41,996		41,618
TOTAL LIABILITIES	3,339,615		3,162,806
Commitments and contingencies (Note 11)
STOCKHOLDERS’ EQUITY
Preferred stock, par value $0.000001; 100,000 shares authorized, zero shares issued and outstanding as of September 30, 2025 and December 31, 2024	—		—
Common stock, par value $0.000001 Class A, 1,000,000 shares authorized; 441,453 and 452,182 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively Class B, 95,000 shares authorized; 43,276 and 43,919 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively	—		—
Additional paid-in capital	2,965,231		2,594,896
Retained earnings (accumulated deficit)	(364,445)		354,249
TOTAL STOCKHOLDERS’ EQUITY	2,600,786		2,949,145
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	5,940,401	$	6,111,951

The accompanying Notes to Condensed Consolidated Financial Statements are an integral part of these statements.

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THE TRADE DESK, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Revenue	$	739,433	$	628,016	$	2,049,493	$	1,703,819
Operating expenses:
Platform operations	162,154		122,656		455,973		336,745
Sales and marketing	156,830		140,296		470,704		395,888
Technology and development	127,893		117,705		394,546		335,426
General and administrative	131,337		138,878		395,822		403,902
Total operating expenses	578,214		519,535		1,717,045		1,471,961
Income from operations	161,219		108,481		332,448		231,858
Other expense (income):
Interest income, net	(16,490)		(19,408)		(54,657)		(53,886)
Foreign currency exchange loss (gain), net	(1,810)		711		(1,384)		41
Total other income, net	(18,300)		(18,697)		(56,041)		(53,845)
Income before income taxes	179,519		127,178		388,489		285,703
Provision for income taxes	63,972		33,020		132,135		74,856
Net income	$	115,547	$	94,158	$	256,354	$	210,847
Earnings per share:
Basic	$	0.24	$	0.19	$	0.52	$	0.43
Diluted	$	0.23	$	0.19	$	0.52	$	0.42
Weighted-average shares outstanding:
Basic	487,729		491,614		491,069		489,845
Diluted	492,984		502,563		497,198		500,273

The accompanying Notes to Condensed Consolidated Financial Statements are an integral part of these statements.

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THE TRADE DESK, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In thousands)

(Unaudited)


	Class A and B Common Stock			Additional Paid-In Capital		Retained Earnings (Accumulated Deficit)		Total Stockholders’ Equity
	Shares	Amount
Balance as of December 31, 2023	488,916	$	—	$	1,967,265	$	196,954	$	2,164,219
Exercise of common stock options	719	—		10,804		—		10,804
Issuance of restricted stock, net of forfeitures and shares withheld for taxes	620	—		(26,806)		—		(26,806)
Repurchases of Class A common stock	(1,527)	—		—		(125,370)		(125,370)
Stock-based compensation	—	—		112,048		—		112,048
Net income	—	—		—		31,660		31,660
Balance as of March 31, 2024	488,728	—		2,063,311		103,244		2,166,555
Exercise of common stock options	1,167	—		27,360		—		27,360
Issuance of restricted stock, net of forfeitures and shares withheld for taxes	1,007	—		(31,563)		—		(31,563)
Issuance of common stock under employee stock purchase plan	698	—		30,122		—		30,122
Repurchases of Class A common stock	—	—		—		90		90
Stock-based compensation	—	—		127,813		—		127,813
Net income	—	—		—		85,029		85,029
Balance as of June 30, 2024	491,600	—		2,217,043		188,363		2,405,406
Exercise of common stock options	1,810	—		89,526		—		89,526
Issuance of restricted stock, net of forfeitures and shares withheld for taxes	554	—		(39,394)		—		(39,394)
Repurchases of Class A common stock	(517)	—		—		(53,871)		(53,871)
Stock-based compensation	—	—		129,925		—		129,925
Net income	—	—		—		94,158		94,158
Balance as of September 30, 2024	493,447	$	—	$	2,397,100	$	228,650	$	2,625,750

Balance as of December 31, 2024	496,101	$	—	$	2,594,896	$	354,249	$	2,949,145
Exercise of common stock options	597	—		6,478		—		6,478
Issuance of restricted stock, net of forfeitures and shares withheld for taxes	782	—		(29,457)		—		(29,457)
Issuance of common stock relating to business acquisition	127	—		10,299		—		10,299
Repurchases of Class A common stock	(6,288)	—		—		(400,409)		(400,409)
Stock-based compensation	—	—		129,950		—		129,950
Net income	—	—		—		50,678		50,678
Balance as of March 31, 2025	491,319	—		2,712,166		4,518		2,716,684
Exercise of common stock options	410	—		8,261		—		8,261
Issuance of restricted stock, net of forfeitures and shares withheld for taxes	1,292	—		(27,591)		—		(27,591)
Issuance of common stock under employee stock purchase plan	625	—		34,531		—		34,531
Repurchases of Class A common stock	(3,748)	—		—		(257,003)		(257,003)
Stock-based compensation	—	—		130,822		—		130,822
Net income	—	—		—		90,129		90,129
Balance as of June 30, 2025	489,898	—		2,858,189		(162,356)		2,695,833
Exercise of common stock options	251	—		6,239		—		6,239
Issuance of restricted stock, net of forfeitures and shares withheld for taxes	785	—		(22,678)		—		(22,678)
Repurchases of Class A common stock	(6,205)	—		—		(317,636)		(317,636)
Stock-based compensation	—	—		123,481		—		123,481
Net income	—	—		—		115,547		115,547
Balance as of September 30, 2025	484,729	$	—	$	2,965,231	$	(364,445)	$	2,600,786

The accompanying Notes to Condensed Consolidated Financial Statements are an integral part of these statements.

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THE TRADE DESK, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)


	Nine Months Ended September 30,
	2025		2024
OPERATING ACTIVITIES:
Net income	$	256,354	$	210,847
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	83,824		63,378
Stock-based compensation	378,454		365,470
Deferred income taxes	118,163		—
Noncash lease expense	51,234		41,522
Provision for expected credit losses on accounts receivable	1,498		837

Other	(13,841)		(11,901)
Changes in operating assets and liabilities:
Accounts receivable	(149,053)		(125,711)
Prepaid expenses and other current and non-current assets	(91,574)		(68,490)
Accounts payable	120,381		87,175
Accrued expenses and other current and non-current liabilities	(26,798)		8,846
Operating lease liabilities	(47,510)		(31,918)
Net cash provided by operating activities	681,132		540,055
INVESTING ACTIVITIES:
Purchases of investments	(826,210)		(486,596)

Maturities of investments	597,413		475,022
Purchases of property and equipment	(170,688)		(78,048)
Capitalized software development costs	(9,093)		(6,708)
Business acquisition	(4,350)		—
Net cash used in investing activities	(412,928)		(96,330)
FINANCING ACTIVITIES:


Repurchases of Class A common stock	(957,540)		(177,428)
Proceeds from exercise of stock options	20,287		127,690
Proceeds from employee stock purchase plan	32,446		30,122
Taxes paid relating to net settlement of restricted stock awards	(79,726)		(97,763)

Net cash used in financing activities	(984,533)		(117,379)
Increase (decrease) in cash and cash equivalents	(716,329)		326,346
Cash and cash equivalents—Beginning of period	1,369,463		895,129
Cash and cash equivalents—End of period	$	653,134	$	1,221,475
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for operating lease liabilities	$	56,863	$	48,524
Operating lease assets obtained in exchange for operating lease liabilities	$	76,052	$	94,410
Capitalized assets financed by accounts payable	$	30,511	$	10,217
Repurchases of Class A common stock in accrued expenses and other current liabilities	$	19,407	$	1,723
Tenant improvements paid by lessor	$	14,379	$	—
Assets acquired in a business combination, included in other assets, non-current, in exchange for Class A common stock	$	10,299	$	—


Stock-based compensation included in capitalized software development costs	$	5,799	$	4,316

The accompanying Notes to Condensed Consolidated Financial Statements are an integral part of these statements.

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THE TRADE DESK, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1—Nature of Operations

The Trade Desk, Inc. (the “Company”) is a global leader in advertising technology. The Company’s platform empowers ad buyers to create, manage and optimize digital advertising campaigns across ad formats, channels and devices. The platform’s depth, artificial intelligence (“AI”) capabilities and rich ecosystem of inventory, publisher and data partner integrations enable superior reach and decisioning for clients. In addition to the primary capabilities provided by its self-service platform, the Company’s enterprise application programming interfaces (“APIs”) equip its clients with the ability to customize and expand platform functionality.

The Company was originally incorporated in November 2009 and is a Nevada corporation. The Company is headquartered in Ventura, California with offices in various cities in North America, Europe, Asia and Australia.

Note 2—Basis of Presentation and Summary of Significant Accounting Policies

The accompanying condensed consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and are unaudited. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. The condensed consolidated balance sheet as of December 31, 2024 was derived from audited financial statements but does not include all disclosures required by GAAP. Accordingly, these condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in its Annual Report on Form 10-K for the year ended December 31, 2024.

There have been no material changes to the Company’s accounting policies from those disclosed in its Annual Report on Form 10-K for the year ended December 31, 2024, and these unaudited interim condensed consolidated financial statements have been prepared on a basis consistent with that used to prepare the Company’s audited annual consolidated financial statements for the year ended December 31, 2024, and include, in the opinion of management, all adjustments, consisting of normal recurring items, necessary for the fair statement of the condensed consolidated financial statements.

The results of operations for the three and nine months ended September 30, 2025 are not necessarily indicative of the results expected for the full year ending December 31, 2025.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from these estimates.

Management regularly evaluates its estimates, primarily those relating to: (1) allowances for credit losses, (2) income taxes, including the realizability of deferred tax assets and the recognition of valuation allowances, (3) assumptions used in the option pricing models to determine the fair value of stock-based compensation, (4) operating lease assets and liabilities, including the Company’s incremental borrowing rate and terms and provisions of each lease, (5) the recognition and disclosure of contingent liabilities, (6) the useful lives of long-lived assets and (7) the fair values and recoverable amounts of long-lived assets and any potential impairments. These estimates are based on historical data and experience, as well as various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources.

As of September 30, 2025, the impacts to the Company’s business due to geopolitical developments and macroeconomic factors such as changes in interest rates, foreign currency exchange rates, trade policies and practices, inflation, supply chain disruptions and economic growth continue to evolve. As a result, many of the Company’s estimates and assumptions, including the allowance for credit losses, consider macroeconomic factors in the market, which require increased judgment and carry a higher degree of variability and volatility. As events continue to evolve and additional information becomes available, the Company’s estimates may change materially in future periods.

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Recent Accounting Pronouncements Not Yet Adopted

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires greater disaggregation of information and consistent categories in the effective tax rate reconciliation and income taxes paid disaggregated by jurisdiction. It also includes certain other amendments to improve the effectiveness of income tax disclosures. This guidance will be effective on a prospective basis, with an option to apply it retrospectively, for annual periods beginning with the Company’s Annual Report on Form 10-K for the year ending December 31, 2025. Early adoption is permitted. The Company will adopt the guidance in its Annual Report on Form 10-K for the year ending December 31, 2025, which will result in additional disclosure in the notes to the consolidated financial statements.

In November 2024, the FASB issued ASU No. 2024-03, Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires additional disclosure of specific expense categories included in the expense captions presented on the statements of operations. The new guidance does not change the expense captions on the statements of operations. In January 2025, the FASB issued ASU No. 2025-01, Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40) which clarified the effective date of ASU No. 2024-03. The guidance will be effective on a prospective basis, with an option to apply it retrospectively, for annual periods beginning with the Company’s Annual Report on Form 10-K for the year ending December 31, 2027, and for interim periods beginning with the Company’s Quarterly Report on Form 10-Q for the quarter ending March 31, 2028. Early adoption is permitted. The Company is currently evaluating the impact of the new guidance on its disclosures.

In July 2025, the FASB issued ASU 2025-05, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. The standard amends ASC 326-20 to provide an optional practical expedient (for all entities) and an accounting policy election (for all entities, other than public business entities, that elect the practical expedient) related to the estimation of expected credit losses for current accounts receivable and current contract assets that arise from transactions accounted for under Accounting Standards Codification (“ASC”) Topic 606. The guidance will be effective on a prospective basis for annual periods, including interim reporting periods therein, beginning after December 15, 2025, with early adoption permitted. The Company is currently evaluating the impact of this guidance on its financial statements and related disclosures.

In September 2025, the FASB issued ASU 2025-06, Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. The guidance clarifies and modernizes the accounting for costs related to internal-use software, including removing references to software development project stages and clarifying certain requirements for recognition and disclosure of capitalized software development costs and capitalized implementation costs for cloud computing arrangements. The guidance will be effective for annual periods, including interim reporting periods therein, beginning after December 15, 2027, with early adoption permitted. The guidance may be applied using a prospective, retrospective or modified transition approach. The Company is currently evaluating the impact of this guidance on its financial statements and related disclosures.

Note 3—Earnings Per Share

The Company has two classes of common stock, Class A and Class B. Basic and diluted earnings per share attributable to common stockholders for Class A and Class B common stock were the same because they were entitled to the same liquidation and dividend rights.

Basic earnings per share is calculated by dividing net income by the weighted-average number of shares of common stock outstanding. Diluted earnings per share is calculated by dividing net income by the weighted-average number of shares of common stock outstanding adjusted for the potentially dilutive impact of stock options, restricted stock and the Employee Stock Purchase Plan (“ESPP”), using the two-class method required for participating securities. Restricted stock awards are considered to be participating securities due to their non-forfeitable dividend rights.

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The computation of basic and diluted earnings per share is as follows (in thousands, except per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Numerator:
Net income	$	115,547	$	94,158	$	256,354	$	210,847
Denominator:
Weighted-average shares outstanding—basic	487,729		491,614		491,069		489,845
Effect of dilutive securities	5,255

SEC Form 10-Q filed by The Trade Desk Inc.