Criteo S.A. (CRTO) director logs 32,187-share conversion-related moves
Rhea-AI Filing Summary
Director Edmond Mesrobian reported two related movements in Criteo S.A. ordinary shares on July 29, 2026. He disposed of 32,187 ordinary shares to the issuer and on the same date acquired 32,187 ordinary shares at 0.00 per share, in connection with Criteo’s conversion from a French to a Luxembourg public limited liability company, with equity awards continuing as awards over Lux Criteo shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
Mesrobian Edmond
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Ordinary Shares F1, F2 | 32,187 | $0.00 | $0.00 |
| Grant/Award | Ordinary Shares F2, F3 | 32,187 | $0.00 | $0.00 |
Holdings After Transaction:
Ordinary Shares — 32,187 shares (Direct)
Footnotes (3)
- F1. Prior to the completion of the Conversion (as defined below), the Ordinary Shares may have been represented by American Depositary Shares ("ADSs"), each of which represents one Ordinary Share and were mandatorily exchanged for one Ordinary Share per each ADS in connection with the Conversion.
- F2. On July 29, 2026, as previously approved by the Issuer's shareholders, the Issuer completed its conversion (the "Conversion") from a French public limited liability company ("French Criteo") to a Luxembourg public limited liability company ("Lux Criteo"). Upon the Conversion, (i) each Ordinary Share of French Criteo, including shares represented by ADSs, continued as one Ordinary Share of Lux Criteo, (ii) each time-based restricted stock unit and performance-based restricted stock unit of French Criteo continued as a time-based restricted stock unit and performance-based restricted stock unit, respectively, of Lux Criteo and (iii) each option or warrant to obtain shares of French Criteo continued as an option or warrant to obtain an equal number of shares of Lux Criteo, respectively. All rights attached to such awards remain unchanged after the Conversion, except the right to receive shares of French Criteo under these instruments became the right to receive shares of Lux Criteo.
- F3. For more information about the equity of the Issuer held by the Reporting Person, please see the Issuer's most recent definitive proxy statement filed with the Securities and Exchange Commission.
Key Figures
Shares disposed to issuer: 32,187 Ordinary Shares
Shares acquired via grant or award: 32,187 Ordinary Shares
Per-share transaction price: 0.0000
+2 more
5 metrics
Shares disposed to issuer
32,187 Ordinary Shares
Non-derivative disposition to issuer on July 29, 2026
Shares acquired via grant or award
32,187 Ordinary Shares
Non-derivative grant, award, or other acquisition on July 29, 2026
Per-share transaction price
0.0000
Reported price per share for both non-derivative transactions
ADS to Ordinary Share ratio
1 ADS = 1 Ordinary Share
Each ADS represented one Ordinary Share prior to the Conversion
Conversion completion date
July 29, 2026
Date Criteo converted from a French to a Luxembourg public limited liability company
Key Terms
American Depositary Shares, Conversion, restricted stock unit, warrant, +1 more
5 terms
Conversion regulatory
"completed its conversion (the "Conversion") from a French public limited"
Conversion is the exchange of one type of financial instrument for another, most commonly turning convertible bonds or preferred shares into common stock. It matters to investors because conversion changes the number of outstanding shares and ownership stakes—like trading a coupon for a slice of a company—potentially reducing each existing owner's portion, affecting per-share earnings, voting power and the market value of the stock.
restricted stock unit financial
"each time-based restricted stock unit and performance-based restricted stock unit"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
warrant financial
"each option or warrant to obtain shares of French Criteo continued"
A warrant is a time-limited financial contract that gives its holder the right to buy a company's shares at a set price before a specified date, like a coupon that lets you purchase stock at a fixed discount for a limited time. It matters to investors because warrants offer leveraged exposure to a stock’s upside and can dilute existing shareholders if exercised, so they affect potential gains and the company’s outstanding share count.
Luxembourg public limited liability company regulatory
"to a Luxembourg public limited liability company ("Lux Criteo"). Upon"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What corporate Conversion affecting Criteo S.A. (CRTO) is referenced in the filing?
On July 29, 2026, Criteo completed a Conversion from a French to a Luxembourg public limited liability company. Each ordinary share of French Criteo, including those represented by ADSs, continued as one ordinary share of Lux Criteo under the new structure.
How were Criteo S.A. (CRTO) ADS holders treated in the Conversion?
Each Criteo ADS represented one ordinary share and was mandatorily exchanged for one ordinary share in connection with the Conversion. This means ADS positions transitioned into direct ordinary share holdings on the same one-for-one basis described in the footnote.
What happened to Criteo S.A. (CRTO) equity awards during the Conversion?
Each time-based and performance-based restricted stock unit, and each option or warrant over French Criteo shares, continued as the same type of award over Lux Criteo shares. The rights attached to these awards remained unchanged other than referencing Lux Criteo shares.