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Samantha Jacobson

Chief Strategy Officer at Trade DeskTrade Desk
Executive
Board

About Samantha Jacobson

Samantha Jacobson is Chief Strategy Officer (since February 2022) and a director (since January 2024) at The Trade Desk. She is 40 years old as of April 9, 2025, and holds a B.S.E. in Finance and Management from Wharton and an MBA from Harvard Business School . She joined The Trade Desk in 2021, previously serving as Vice President, Strategic Partnerships; prior roles include VP Strategy & Business Development at Oracle (2019–2021) and Senior Director of Strategy & Business Development at Oracle Data Cloud (2015–2019) . 2024 executive cash incentives were tied 100% to company revenue, which reached $2,445 million, yielding her annual cash incentive of $1,298,829 paid quarterly .

Past Roles

OrganizationRoleYearsStrategic Impact
The Trade DeskChief Strategy OfficerFeb 2022–presentLeads strategy, investments, partnerships; advanced initiatives incl. Unified ID 2.0
The Trade DeskVice President, Strategic Partnerships2021–Feb 2022Built strategic partner ecosystem prior to CSO appointment
The Trade DeskDirectorJan 2024–presentExecutive (non-independent) director service since appointment
OracleVP, Strategy & Business DevelopmentMar 2019–Mar 2021Led strategy and BD for Oracle’s advertising/data businesses
Oracle Data CloudSr. Director, Strategy & Business DevelopmentApr 2015–Mar 2019Drove growth and partner alliances in data-driven advertising

External Roles

OrganizationRoleYearsStrategic Impact
DatalogixDirector of Strategic PartnershipsNot disclosedBuilt alliances with Twitter, Pinterest, Microsoft, Google, Apple

Fixed Compensation

YearBase Salary ($)Target Bonus (%)Target Bonus ($)Actual Bonus Paid ($)All Other Compensation ($)Total Compensation ($)
2024600,000 100% of salary 600,000 1,298,829 (paid quarterly) 23,667 (401(k) match, allowances, executive health) 11,662,963

Performance Compensation

2024 Cash Incentive Plan

MetricWeightingTargetActualPayoutPayout Timing
Company Revenue100% $2,335 million $2,445 million $1,298,829 Quarterly within 60 days post-quarter

2024 Equity Awards (Granted April 23, 2024)

Grant DateTypeShares/Options (#)Exercise Price ($)Grant-Date Fair Value ($)Vesting Schedule
4/23/2024RSA (time-based)60,074 N/A4,870,199 1/16th quarterly starting Aug 15, 2024; then each quarterly anniversary (4-year total)
4/23/2024Stock Options (ISO intended)121,684 81.07 4,870,268 1/48th monthly over 4 years

Equity Program Design

  • Target long-term equity for Jacobson was $10 million in 2024, split evenly between RSAs and options; committee targets ~75th percentile TDC for executive group relative to peer data (Compensia-supported) .

Equity Ownership & Alignment

Beneficial Ownership (as of Feb 28, 2025)

HolderClass A SharesOptions Exercisable within 60 days (#)
Samantha Jacobson56,949 12,894

Outstanding Equity at FY-End (Dec 31, 2024)

Grant DateVesting CommencementOptions Exercisable (#)Options Unexercisable (#)Exercise Price ($)ExpirationUnvested Stock Awards (#)Market Value ($)
3/17/20213/8/2021620 77.151 3/17/2031 1,600 188,048
3/2/20223/2/20226,498 763,710
4/26/20224/26/20225,894 59.570 4/26/2032 4,106 482,578
4/24/20234/24/202336,237 61.460 4/24/2033 23,973 2,817,547
4/23/20244/23/2024101,404 81.070 4/23/2034 52,565 6,177,964
  • Stock Ownership Guidelines: CEO 6x salary; other executive officers 1x salary; all covered executives either comply or have time remaining to meet guidelines .
  • Hedging/Pledging: Prohibited for executive officers and directors .

Employment Terms

ProvisionBase Case (Termination without Cause / Resignation for Good Reason)Change-in-Control (Double Trigger: within 3 months prior or 24 months after)
Cash Severance1× base salary + 1× target annual cash incentive 2× (base salary + target annual cash incentive) (lump sum)
BonusPro-rata annual cash incentive based on actual Company performance Pro-rata annual cash incentive based on actual Company performance
EquityAcceleration of time-based equity equal to 12 months of vesting Full acceleration of all time-based equity
Health BenefitsMonthly cash to offset COBRA up to 12 months Lump sum cash equal to 24 months of Company health insurance contributions
ClawbackSEC- and Nasdaq-compliant clawback on incentive comp tied to financial reporting measures for restatements (3-year lookback) Same policy applies
Tax Gross-upsNo post-employment tax reimbursement/gross-ups on severance/CIC payments No gross-ups
Retirement PlansNo executive-only pension/SERP programs N/A

Board Service & Governance

  • Appointment: Appointed to Board as Class II director effective Jan 17, 2024; initially not appointed to any committee; indemnification agreement standard for officers/directors .
  • Independence: Board determined Samantha Jacobson (an executive officer) is not independent under Nasdaq rules; all other directors except the CEO and Jacobson are independent .
  • Non-Employee Director Ownership Guideline: ≥3× annual cash retainer ($150,000 for 2024) within five years; applies to non-employee directors; executives have separate guidelines .
  • Board Committees: Compensation Committee composed solely of independent directors; retains independent advisor (Compensia); executive directors do not serve on independent-only committees .

Compensation Structure Analysis

  • Mix and Market Positioning: 2024 awards emphasized time-based RSAs and options; target equity for Jacobson set at $10 million (even split), with executive group targeted around the 75th percentile vs peer market; Compensia supported peer group development .
  • Pay-for-Performance: Short-term incentives tied solely to revenue with formulaic bonus factors; above-target revenue ($2,445m vs $2,335m target) translated into Jacobson’s bonus of $1,298,829 .
  • Governance Safeguards: No option repricing, no post-employment tax gross-ups, hedging/pledging prohibited, clawback in place; limited perquisites .

Say-on-Pay & Shareholder Feedback

  • Prior Say-on-Pay (2022 meeting on 2021 program): Majority support; committee considered feedback and plans future votes, including 2025 advisory vote .

Investment Implications

  • Incentive alignment: Revenue-only cash bonus structure and significant multi-year equity with quarterly/monthly vesting create clear linkage to growth and stock performance, with frequent vesting events that can appear in Form 4 activity over time .
  • Retention: Material unvested equity across RSAs and options (88,742 shares unvested; 144,155 options unexercisable at FY-end) supports retention; CIC protections include 2× cash and full acceleration of time-based equity (double trigger), balancing retention with change-in-control flexibility .
  • Governance risk: Dual role (executive + director) renders her non-independent; independent-only committees (e.g., Compensation) mitigate conflicts; ownership and clawback policies further strengthen alignment and risk controls .
  • Ownership: Beneficial holdings (56,949 shares; 12,894 options exercisable within 60 days as of 2/28/2025) plus compliance with executive ownership guidelines indicate skin-in-the-game without hedging/pledging risks .

Note: Attempted to fetch Form 4 insider transactions for Samantha Jacobson using the insider-trades skill to assess recent selling pressure and tax-withholding patterns, but the endpoint returned an authorization error (401). Analysis above relies on proxy/8-K disclosures for vesting schedules and ownership details [ReadFile('/public/skills/insider-trades/SKILL.md')] and [tool error].