The business, in plain English
A toll on advertising that is bought by machines
When you open a news site, a streaming app or a podcast, an advertisement is often chosen for you in the tenth of a second before the page loads. An auction runs: websites and streaming services offer the space, and advertisers bid for it, through software. The Trade Desk makes the software the buyers use, called a demand-side platform. A ten-year-old could follow it: an advertising agency logs in, says "I want to reach young parents in Ohio on connected TV, at no more than this price", and the platform does the bidding, billions of times a day.
The Trade Desk does not own the websites or the viewers, and it does not take the risk of buying the space itself. It takes a fee on what its clients spend, historically about a fifth. In 2025 clients spent about $13.4bn through the platform, and The Trade Desk kept $2.9bn of it as revenue. That is the toll. Its great selling point has always been independence: unlike Google and Amazon, it owns no media of its own, so it has no reason to steer an advertiser's money towards its own properties.
For a decade that was enough to grow more than 20% a year with very high margins. In the last two years three things have gone wrong at once. Amazon built a rival platform and offered it almost free. The big agencies, which control most of the spending, began to demand discounts and to audit the fees. And The Trade Desk's own execution slipped, with two misses of its own forecasts and a parade of executives leaving. Revenue has stopped growing.
| Product | What it does | In one line |
|---|---|---|
| Kokai | The buying platform, rebuilt around AI; "almost 100%" of clients now on it | The engine. Its slow rollout in 2024–25 cost a quarter. |
| Connected TV | Ads on streaming TV: Netflix, Disney, Roku and others | Video including CTV is the low-50s % of spend: the growth bet. |
| OpenPath | Buys directly from publishers, bypassing ad exchanges | Clever, and resented by some agencies; Dentsu and WPP stepped back. |
| UID2 · Ventura | An identity standard to replace cookies; a TV operating system | Long-term bets; no consumer-scale Ventura launch yet. |
The first cell is the remarkable one. Even after losing nine-tenths of its value, a shareholder from ten years ago has beaten the index. That tells you how good this business was, and how much the price had assumed it would stay that good. It was removed from the S&P 500 in September, fourteen months after joining it, and dropped straight to the small-cap index.
The history — the independent that grew up and got crowded
From a Ventura start-up to the S&P 500 and back out again
| When | What happened |
|---|---|
| 2009 | Jeff Green and Dave Pickles found The Trade Desk in Ventura, California. Green had earlier founded AdECN, an ad exchange sold to Microsoft. |
| Sep 2016 | IPO at $18 a share, $1.80 after the 2021 ten-for-one split. Profitable from the start, which was rare in ad tech. |
| Oct 2021 | Green receives a performance option valued at $828m at grant, one of the largest in American corporate history. The top tranches need a share price of up to $340. |
| 2023–24 | Kokai, the AI rebuild, is announced and rolled out. In November 2024 shareholders approve a move from Delaware to Nevada; a Delaware lawsuit follows. |
| Feb 2025 | The first miss of its own revenue floor since the IPO. The stock falls more than 30% in a day; a securities class action follows within a week. |
| Jul–Aug 2025 | Joins the S&P 500 in July. In August a weak guide and fears about Amazon cut the stock by about 38% in a day. The CFO is replaced. |
| Sep 2025 | Shareholders, with Green's votes, extend the life of the ten-vote Class B shares from 2025 to 2035. Nasdaq later issues a letter of reprimand. |
| 2026 | The new CFO is dismissed in January; Publicis stops recommending the platform in March after a fee audit, then settles; four directors leave; a second miss in August; 15% of staff cut; removed from the S&P 500 in September; options repriced in October. |
The early history is one of the best in technology. Green and Pickles built a profitable company in a business full of money-losers, and they did it by refusing to own media, which meant advertisers could trust them. For years that trust was the moat.
The recent history is a lesson in what happens when a business priced for perfection meets ordinary difficulty. None of the individual blows was fatal: a missed quarter, a stronger competitor, an unhappy agency. Together, and with a management team that turned over repeatedly, they took a company valued at more than $50bn to about $7bn.
The circle of competence
The machine is understandable. Who will control the money that flows through it is not.
- That independence is still worth paying for: that large advertisers keep a neutral platform alongside Amazon and Google, and that the take rate settles a little below 20% rather than falling towards Amazon's.
- That this year's decline is the bottom of a cycle in brand budgets and agency renegotiation, and that revenue returns to growth of about 5% a year from 2027.
- That a founder with half the votes will treat minority shareholders fairly, after control was extended to 2035 and the founder's and the staff's options were repriced against what appears to have been the wish of most other holders.
How it makes money
A percentage of spend, and a percentage that is now being negotiated
The Trade Desk's revenue is its clients' spend multiplied by its take rate. On the company's figures, clients spent about $12bn in 2024 and $13.4bn in 2025, and revenue was $2.45bn and $2.90bn. That makes the take rate about 20.4% in 2024 and 21.6% in 2025. Notice what that means: in 2025, spend grew about 12% but revenue grew 18%. A good part of the last good year came from charging more per dollar.
That lever is now moving the other way. Since late 2025 The Trade Desk has, for the first time, negotiated fee reductions and discounts inside "joint business plans" with the agencies, and the third-quarter 10-Q names those discounts as one of the reasons revenue fell. It also lists lower spend from existing clients and less use of its data products. When a toll operator starts cutting the toll to keep the traffic, the question is no longer how fast the road grows but what the toll will settle at.
The cost side is simple: gross margins of about 75–80%, and the biggest expense is people, much of it paid in stock. Stock-based compensation was about 25% of revenue in 2023 and is down to about 13% in the third quarter. That is still a large cost that the adjusted figures leave out.
The quarter, taken apart
A beat against a very low bar, and a guide that shrinks
The Trade Desk reported its third quarter after the close on 9 November. The shares had risen 15.5% that day, before the figures, with no company news, on heavy volume and very high short interest: about a fifth of the free float was sold short. After hours they rose further, then gave most of it back.
| Q3, to 30 Sep | 2026 | 2025 | Change |
|---|---|---|---|
| Revenue | $736m | $739m | −0.5% |
| — against its own floor | ≥ $650m guided | Beat by $86m | |
| — one-off partner revenue | $15m | — | Will not recur |
| Adjusted EBITDA (margin) | $266m (36%) | $317m (43%) | −16% |
| GAAP net income | $38m | $116m | −67% |
| Stock-based compensation | $95m | $121m | 12.9% of revenue |
| Restructuring (15% of staff) | $44m | — | Excluded from adjusted |
| Free cash flow | $153m | $565m in nine months | |
| Q4 guide: revenue / adj. EBITDA | ≥ $755m / ≥ $280m | $847m / $400m | −11% / −30% |
The beat is real, and smaller than it looks. Revenue of $736m beat the company's floor of $650m and the analysts' estimate of about $651m by a wide margin. But three things flattered it. First, $15m came from a strategic partner and will not recur; the CFO described it as about three points of growth, which is more than $15m would account for, a gap we cannot reconcile. Second, political advertising, which comes every other year, was a mid-single-digit share of the business. Third, a change in how some supplier costs are booked moved them out of revenue reductions and into costs. On UBS's estimates of those two effects, revenue without them fell roughly 8–9%.
The guide is a decline. For the fourth quarter The Trade Desk expects revenue of at least $755m and adjusted EBITDA of at least $280m, against $847m and $400m a year ago: down about 11% and 30%. That is well above what analysts had pencilled in, about $690m, and that is why the stock rose after hours. But the CFO also said not to expect the usual seasonal rise from the third quarter to the fourth, and that in election years the first quarter has historically been about a quarter lower than the fourth. The plan for 2027 comes in February, with expense growth to "moderate meaningfully" and more than $100m of savings from the job cuts.
Two accounting details. From April the company extended the assumed life of its servers from three years to four, which lowers depreciation by about $14m this year. And much of the year's strong cash flow came from collecting receivables faster than paying suppliers, which happens naturally when billings shrink. Neither is improper. Both make 2026 look better than the business underneath.
This chart is the whole story in one picture. A business that grew at 25–28% for years slowed every quarter of 2025 and turned negative in 2026. Some of that is cyclical: large consumer-goods and car brands, about a quarter of the business, are cutting budgets. Some of it is structural: discounts to the agencies and spend moving to Amazon. The honest answer is that nobody, including management, yet knows the split.
The moat
Independence was the moat. It still exists; it is just worth less.
Buffett's question about any toll is whether the traffic has another road. For most of its life The Trade Desk's answer was good: advertisers wanted one place to buy across the whole open internet, and they did not trust Google or Amazon to be neutral, because both own media they would like you to buy. The Trade Desk owned none. That was a real advantage, and its customer retention, above 95% for more than a decade, shows that clients who come rarely leave.
| Source | What it does | Strength | Trend |
|---|---|---|---|
| Independence | No media of its own, so no conflict of interest when spending a client's money. | Moderate | Narrowing |
| Switching costs | Agencies train staff, build data and reporting on the platform; retention above 95%. | Moderate | Stable |
| Scale and data | $13bn of spend teaches the bidding models; UID2 as an industry identity standard. | Moderate | Stable |
| Pricing power | A take rate near 20%, raised in 2025, now being discounted inside agency deals. | Weak | Falling |
The weakness is pricing power, and it is the one that matters most. Amazon's platform reportedly charges nothing on guaranteed deals for its own media and about 1% on the open web, against The Trade Desk's roughly 20%. Amazon also secured an exclusive integration with Roku, which reaches about 80 million American TV households, and Netflix inventory from late 2025. Walmart's exclusive arrangement with The Trade Desk ended. When a competitor with the deepest pockets in the world offers a similar product almost free, independence has to be worth a great deal to keep a 20% toll. For some advertisers it is. For others, clearly, it is not.
The second weakness is concentration. Two agency holding companies were about 30% of spend in 2025. Publicis stopped recommending the platform for three months this year after an audit claimed the fee had been applied to other fees; the two settled in June without disclosing terms. A business whose largest customers are also its loudest critics does not have a wide moat.
Our verdict: a narrow moat that is narrowing, kept alive by switching costs and by advertisers' reluctance to give everything to Amazon and Google. It is not gone. Netflix, Disney and most streaming services still sell through The Trade Desk. But the toll is now negotiable, and in a toll business that is the whole question.
The central question — can an independent middleman survive free competitors?
Amazon, the agencies, and what the toll will settle at
Here is the question that decides the value of this company. Advertising is moving to platforms that own both the audience and the buying tools: Amazon with its shoppers and Prime Video, Google with YouTube and search, Meta with its apps. For them the buying software is a means to sell their own media, so they can give it away. The Trade Desk sells only the software, so it must charge for it. That is a fine position while advertisers value neutrality. It is a hard one if they come to see the software as a commodity.
| Evidence | Points to | Our weight |
|---|---|---|
| Amazon DSP: ~0–1% fees; exclusive Roku integration; Netflix inventory; a ChatGPT ad pilot (Sept 2026) | Commodity | Heavy |
| Discounts in agency joint business plans, named in the 10-Q as a revenue drag | Commodity | Heavy |
| Publicis audit and three-month pause; Dentsu and WPP stepping back from OpenPath | Commodity | Moderate |
| Customer retention above 95% for over a decade | Durable | Moderate |
| Netflix opens first- and third-party data targeting through Kokai from November | Durable | Moderate |
| Take rate within about 1–1.5 points of its ten-year average, says Green | Durable | Light: Green would cut it to grow |
Our reading. The Trade Desk is not going to disappear. Large advertisers will keep at least one independent platform so as not to depend entirely on Amazon and Google, and The Trade Desk is the obvious one. But "one of two or three platforms an advertiser uses" is a very different business from "the default", and it earns a lower toll. We think the likely path is a take rate that drifts down a few points, revenue that returns to modest growth with the open internet, and margins helped by cost cuts. That is a decent business. It is not the one the market was paying $117 a share for at the end of 2024.
Green was asked on the call whether the company should keep charging a percentage of spend at all. The answer was that the take rate has stayed close to its long-run average and that it would be lowered if that helped growth. We appreciate the candour. It also tells you who now has the upper hand in the negotiation.
The competition
Giants that give the tool away, and agencies that want a cut
| Competitor | Where | Threat |
|---|---|---|
| Amazon DSP | Open web, Prime Video, Roku, Netflix; retail data | The main one. Near-free fees, exclusive supply, shopping data nobody else has. |
| Google (DV360, YouTube) | Everywhere; also one of The Trade Desk's largest suppliers | A court rejected breaking up Google's ad tech in September; behavioural remedies only. |
| Retail media (Walmart, others) | Shopper data sold to advertisers | Walmart's exclusivity with The Trade Desk ended; it now pilots Yahoo DSP via Magnite. |
| Agency in-house tools | The holding companies' own buying desks | Leverage in fee negotiations; two holding companies were 30% of 2025 spend. |
| Smaller DSPs (Yahoo, Viant, others) | Niches and price | A nuisance rather than a threat. |
It is instructive that the supply side of the same market is doing well. Magnite, which sells advertising space for publishers, grew revenue about 14% in the third quarter, and its connected-TV business, before traffic acquisition costs, about 39%. The open internet is not shrinking. The share of it that passes through The Trade Desk, at The Trade Desk's price, is. That is the strongest evidence we have that the problem is competitive and not only cyclical.
Management, ownership & capital
A brilliant founder, a revolving door, and a set of rules that favour the founder
The governance, plainly. Buffett has always said that integrity is the first thing to look for in a manager and that its absence makes the rest irrelevant. We are not suggesting dishonesty. Green founded this company, built it brilliantly, and put $148m of personal money into the shares this year at prices well above today's. But three decisions of the last fourteen months show whose interests come first when they conflict.
First, the ten-vote shares were due to convert to ordinary shares in December 2025. Instead, with Green's own votes counted, the date was moved to 2035. On our arithmetic, if Green's votes all went in favour, ordinary shareholders voted against by more than two to one. Second, in October about 14.4m underwater options held by about 2,300 people, including 1.6m of Green's own ordinary options, were repriced to $12.26. Again, if Green's roughly 428m votes went in favour, about 95% of the other votes cast were against. Third, a new 7m-share option for Green at $14.97 was granted in September, as a "bridge" to the 2021 award whose targets are now out of reach. Each decision can be defended on its own terms: staff retention, continuity. Together they say that when the price falls, the people inside are made whole and the people outside are not.
The revolving door. Four people in the CFO role in about fourteen months, the strategy chief, the marketing chief and the head of the TV operating system gone, four directors resigning within weeks this spring, and a Nasdaq notice about committee composition. A business can survive turnover. It rarely improves during it.
Capital allocation. The Trade Desk has no debt and $1.65bn of cash, which is a real strength. But it spent about $2.3bn on buybacks from 2023 to 2026, including about $1.4bn in 2025 at an average of $52.60, and bought nothing at all in the third quarter of 2026, when the shares were near $12. On Monday it raised the authorisation to $1bn. Buffett's rule is simple: buy back shares only when they are below intrinsic value, conservatively worked out. The company did the opposite, buying heavily when the shares were dear and pausing when they were cheap. Meanwhile stock awards kept issuing new shares, so the share count fell only about 4% in two years. Outstanding awards and options equal about 16% of the shares.
The numbers
Ten years of a superb growth company, and six faults in our own feed
| Year | Revenue | Growth | GAAP net income | Stock pay | FCF | Buybacks |
|---|---|---|---|---|---|---|
| 2016 | $203m | — | $20m | $5m | $66m | $54m |
| 2018 | $477m | +55% | $88m | $42m | $61m | — |
| 2020 | $836m | +26% | $242m | $112m | $325m | — |
| 2022 | $1,578m | +32% | $53m | $499m | $457m | — |
| 2024 | $2,445m | +26% | $393m | $495m | $632m | $235m |
| 2025 | $2,896m | +18% | $443m | $491m | $783m | $1,380m |
| 12 months to Sep 2026 | $2,987m | +7% | $329m | $426m | ~$847m | $665m |
Read across the "stock pay" column and then the "net income" column. From 2022 to 2025 stock pay was about $500m a year, more than GAAP net income in every year. That is the cost that the company's adjusted EBITDA and non-GAAP earnings leave out. Free cash flow looks generous because stock pay is non-cash, but it is paid with shares, and the company then spent its cash buying shares back to stop the dilution. An owner should count it.
The good news is in the same table: no debt, a decade of positive free cash flow, and stock pay falling as a share of revenue, from about 25% in 2023 to 13% now. This is a profitable company in a difficult patch, not a fragile one.
| What the screen shows | What is wrong, and the number to use |
|---|---|
| Q3 2026 gross profit $93m | The quarterly feed repeats operating income in the gross-profit field. Revenue of $736m less platform operations of $200m gives about <b>$536m</b>, a 73% gross margin. |
| 52-week low $19.74 | The quote box is out of date. The stock touched <b>$11.62</b> on 7 October 2026. |
| "Debt" of $581m | These are operating-lease liabilities for offices. The Trade Desk has no borrowings, $745m of undrawn credit and $1.65bn of cash and investments. |
| Price / free cash flow ~8×; FCF yield ~12% | Counts $426m of stock pay as free and includes cash released by shrinking billings. Free cash flow less stock pay was about $421m: about <b>17×</b> market value. |
| Owner earnings $0.33 (Q3) | One quarter, built on a negative "maintenance capex". Use about <b>$0.78</b> a share for a year (Part XI). |
| Consensus EPS with a range of −$0.22 to $1.48 | The estimates mix GAAP and adjusted forecasts in the same year. Analysts' adjusted EPS for 2026 is about $1.34; GAAP is about a third of that. |
| Year | Spent | Average price | Against today's $14.93 |
|---|---|---|---|
| 2023 | $647m | not disclosed | — |
| 2024 | $235m | $93.97 | 6.3× today |
| 2025 | ~$1.4bn | $52.60 | 3.5× today |
| 2026, nine months | $233m | ~$23.30 | 1.6× today; nothing in Q3 |
Valuation
Three ways of counting the earnings, and what a recovery is worth
Which earnings are real? This is the reverse of the Microsoft or Alphabet problem we have written about, where heavy investment makes free cash flow understate the business. Here, stock pay makes adjusted earnings and free cash flow overstate it. If you count the shares given to employees as the cost they are, The Trade Desk earned about $0.78 a share in the last year, not $1.34. Of today's $14.93, about $3.49 is cash, so the operating business is priced at about 15 times owner earnings.
The model. We start from 2026 revenue of about $2.9bn, grow it to 2031, apply a margin for owner earnings (after stock pay), put a multiple on it, discount five years at 10% and add today's net cash per share.
| To 2031 | The middleman squeezed | A smaller, steadier toll | Independence wins |
|---|---|---|---|
| What happens | Amazon and discounts keep shrinking revenue; margins stay thin | Revenue recovers to ~5% a year; cost cuts and lower stock pay lift margins | Kokai, CTV and Netflix work; double-digit growth returns |
| Revenue growth, a year | −3% | +5% | +10% |
| Revenue, 2031 | $2.5bn | $3.7bn | $4.7bn |
| Owner-earnings margin | 8% | 14% | 18% |
| Multiple of 2031 owner earnings | 12× | 16× | 20× |
| Value today, 10%, with $3.49 of cash | ~$6.50 | ~$14.50 | ~$25.50 |
The central value moves to about $13 at 14 times and $15.70 at 18 times; to about $14.90 at a 9% discount rate and $13.90 at 11%. If revenue simply stays flat, it is about $12.
What is priced in? At $14.93, on our central margin and multiple, revenue needs to grow about 6% a year to 2031. That is a modest recovery for a business that grew 25% a year until recently. In other words, the price is fair for the middle case. It is not cheap, because the range around the middle is very wide: from less than half of today's price to almost double.
A comparison. Booking Holdings, which we analysed last week, also sells a service that a giant could try to give away, in its case AI agents and Google. The difference is in the numbers: Booking's growth has held, its take rate has held, it trades at about 17 times owner earnings, and it has one class of shares, each with one vote. The Trade Desk's growth and take rate have both broken, and its governance has moved the other way. Similar fear, different evidence.
Why not a price at which we would buy? For most companies we give one. Here, at $10, the stock would be a third below our central value, and the numbers alone would argue for a look. But we would still be buying a minority stake in a company where the controlling holder has shown, three times in fourteen months, that the rules can be changed when they become inconvenient. Buffett's advice is to invest only with people you would be happy to have as partners, on terms that treat all partners alike. Until the governance changes, or the price falls to the cash and a little more, we would rather not be a partner. That is not a short call: a stock priced at its middle case can rise as easily as fall.
Risks, lawsuits & controversies
Verified 10 November 2026 against the Q3 10-Q — two live class actions and a governance challenge
Securities class action. In re The Trade Desk, Inc. Securities Litigation (C.D. Cal.) was first filed on 19 February 2025 and is led by two state pension funds. It covers November 2023 to August 2025 and includes an insider-trading claim against the CEO, a former CFO and the former strategy chief. The motion to dismiss was denied on 17 March 2026, and trial is set for 16 May 2028. The company calls the claims meritless and has disclosed no reserve. Several derivative suits are stayed behind it.
Privacy. In re The Trade Desk, Inc. Data Privacy Litigation (N.D. Cal.) alleges wiretapping and privacy violations in tracking users. The motion to dismiss was largely denied in December 2025, and discovery runs to September 2027.
Governance litigation. In Delaware, a class complaint alleges that Green, as controlling holder, breached fiduciary duties in moving the company to Nevada. A motion to dismiss is pending, with argument in April 2027. Nasdaq's reprimand over the 2025 extension of the ten-vote shares is closed.
Competition and regulation. In September a federal judge declined to order Google to divest its ad exchange, choosing behavioural remedies, which gives independent platforms less help than a break-up would have. The 10-Q discloses no government investigation of The Trade Desk.
| Test | Today | What would change our mind |
|---|---|---|
| Q4 revenue, February | ≥ $755m guided | Above $780m with no one-offs would suggest the decline is cyclical; below the floor would be a third miss. |
| The 2027 plan, February | Not given | A return to growth in the second half of 2027, with the take rate disclosed, would support the middle case. |
| Gross spend and take rate | ~21.6% in 2025 | A disclosed 2026 take rate below 19% would mean the toll is settling lower than we assume. |
| Buybacks at low prices | None in Q3; $1bn authorised | Large purchases near $15 would show discipline at last. |
| Governance | Founder control to 2035 | An earlier sunset, or independent directors with real power, would change our verdict more than any price. |
| Securities case, to May 2028 | Past dismissal | A settlement within insurance limits would remove an overhang; a large one would be a cost for current owners. |
I have a soft spot for toll bridges. A business that takes a small slice of every dollar that passes through it, without owning the goods or carrying the risk, is about as good as business gets, and for ten years The Trade Desk ran one of the best. Advertisers trusted it because it had nothing of its own to sell them, and it grew more than 20% a year while making money, which in its industry is close to a miracle.
Then a bigger bridge was built next to it, and the owner of the bigger bridge decided to let people cross for almost nothing. Amazon's buying platform charges a fraction of The Trade Desk's fee, and it comes with Amazon's shoppers, Prime Video, Roku and, now, Netflix. The agencies that control most of the traffic noticed, and asked for discounts. Revenue that grew 28% two years ago fell slightly in the third quarter and is guided to fall about 11% in the fourth. The shares have lost nearly nine-tenths of their value since the end of 2024.
I do not think the bridge will close. Large advertisers want somewhere to buy that is not owned by Amazon or Google, and The Trade Desk is the natural choice. But a bridge that has to negotiate its toll with every big customer earns less than one that sets it. On our figures, a reasonable recovery is worth about $14.50 a share, with about $3.50 of that in cash. At $14.93, the price is about right for the middle case, with a very wide range around it.
What decides it for me is something else. Charlie and I always wanted to be partners with people who treat all the partners the same. Here, the founder owns about a tenth of the company and controls half the votes. In the last fourteen months the control was extended by ten years, and the options of employees and of the founder were repriced after the shares fell, both with the founder's votes there to carry them; a new option was then granted at today's prices. If our arithmetic is right, most of the other owners voted no on both. The founder is talented, put $148 million of personal money into the shares this year, and I do not doubt wants the company to succeed. But the rules have been written so that, when things go badly, the people inside are protected and the people outside are not.
So I would pass. Not because the price is high, since it is not, and not because the business is finished, since it is not. I would pass because I would be buying into a partnership whose terms one partner can change. If the governance changes, or the price falls far enough that I am buying little more than the cash, I would look again. Until then there are plenty of good toll bridges whose owners count every share the same.
— The Buffett Lens · Dividend Line Research · partners first, price second
Governance Before PriceA fallen toll at a fair price, owned on terms one partner can change. ★ At $14.93, about 19× owner earnings of ~$0.78 (~15× after $3.49 of cash), the price is about 3% above our central value of ~$14.50, inside a very wide range (~$6.50 to ~$25.50). Pass until the governance changes or the price nears the cash. Not a short call. Watch the Q4 revenue and the 2027 plan in February.


