SC 13G

 

 

Securities and Exchange Commission

Washington, D.C. 20549

 

 

Schedule 13G

(Rule 13d-102)

Information to be Included in Statements Filed Pursuant

to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

Pursuant to § 240.13d-2

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No.     )*

 

 

The Trade Desk, Inc.

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

88339J105

(CUSIP Number)

December 31, 2016

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☒ Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


CUSIP No. 88339J105    Schedule 13G    Page 2 of 5

 

  1   

Names of Reporting Persons

 

Highwind S r.l

  2  

Check the Appropriate Box if a Member of a Group

(a)  ☐        (b)  ☐

 

  3  

SEC Use Only

 

  4  

Citizen or Place of Organization

 

Luxembourg

Number of Shares Beneficially Owned by Each Reporting Person
With
     

Sole Voting Power

 

2,331,000

   6   

Shared Voting Power

 

0

   7   

Sole Dispositive Power

 

2,331,000

   8   

Shared Dispositive Power

 

0

  9   

Aggregate Amount Beneficially Owned by Each Reporting Person

 

2,331,000

10  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares

 

Not Applicable

11  

Percent of Class Represented by Amount in Row 9

 

30.3%

12  

Type of Reporting Person

 

OO (Luxembourg Limited Liability Company)

 


CUSIP No. 88339J105    Schedule 13G    Page 3 of 5

 

ITEM 1. (a)    Name of Issuer:
  

The Trade Desk, Inc. (the “Issuer”)

(b)    Address of Issuer’s Principal Executive Offices:
  

42 N. Chestnut Street

  

Ventura, CA 93001

ITEM 2. (a)    Name of Person Filing:
  

This statement is filed on behalf of Highwind S.à r.l (the “Reporting Person”).

(b)    Address of Principal Business Office:
  

The address of the Reporting Person is 75 Parc d’Activités, L-8308 Capellen, Luxembourg.

(c)

   Citizenship of each Reporting Person is:
  

The Reporting Person is organized under the laws of Luxembourg.

(d)    Title of Class of Securities:
  

Class A Common stock, par value $0.000001 per share (“Class A Common Stock”)

(e)    CUSIP Number:
  

88339J105

ITEM 3.   
  

Not applicable.

ITEM 4.   

Ownership.

  

The ownership information presented below represents beneficial ownership of shares of Class A Common Stock of the Issuer as of December 31, 2016, based upon 5,366,767 shares of Class A Common Stock outstanding as of November 4, 2016 and assumes the redemption of the Class B Common Stock (the “Class B Common Stock”) of the Issuer held by the Reporting Persons for shares of Class A Common Stock.


CUSIP No. 88339J105    Schedule 13G    Page 4 of 5

(a) Amount beneficially owned:

The Reporting Person is the record holder of 2,331,000 shares of Class B Common Stock.

(b) Percent of class: 30.3%

(c) Number of shares as to which the person has:

 

  (i) Sole power to vote or to direct the vote: 2,331,000
  (ii) Shared power to vote or direct the vote: 0
  (iii) Sole power to dispose or to direct the disposition of: 2,331,000
  (iv) Shared power to dispose or to direct the disposition of: 0

 

ITEM 5. Ownership of Five Percent or Less of a Class.

Not applicable.

 

ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

 

ITEM 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not applicable.

 

ITEM 8. Identification and Classification of Members of the Group.

Not applicable.

 

ITEM 9. Notice of Dissolution of Group.

Not applicable.

 

ITEM 10. Certification.

Not applicable


CUSIP No. 88339J105    Schedule 13G    Page 5 of 5

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: February 14, 2017

 

    HIGHWIND S.À R.L
    By:   Titan S.à r.l, its Class A Manager
      By:  

/s/ Bertrand Party

      Name:   Bertrand Party
      Title:   Manager
    By:   Francisco Felix Rodriguez, its Class B Manager
     

/s/ Francisco Felix Rodriguez

      Name:   Francisco Felix Rodriguez