Criteo CEO sells 1,656 shares for tax withholding

Rhea-AI Filing Summary

Criteo S.A. (CRTO) reported that CEO and director Michael Komasinski had 1,656 Ordinary Shares sold on 2026-08-28 at $17.28 per share. According to the disclosure, these shares were automatically sold to fund tax withholding obligations arising from settlement of a previously reported equity award, leaving him with 343,891 shares held directly.

Insider Trade Summary

Net Seller: 1,656 shares

Net Sell 1 txn

Insider Komasinski Michael

Role CEO

Sold 1,656 shs ($29K)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares F1, F2	1,656	$17.28	$29K

Holdings After Transaction: Ordinary Shares — 343,891 shares (Direct)

Footnotes (2)

1. F1. These securities were automatically sold on the Reporting Person's behalf to fund tax withholding obligations arising from the settlement of a previously-reported security award.
2. F2. 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 sold: 1,656 Ordinary Shares Sale price per share: $17.28 per share Shares held after transaction: 343,891 Ordinary Shares +1 more

4 metrics

Shares sold 1,656 Ordinary Shares Non-derivative sale reported for 2026-08-28

Sale price per share $17.28 per share Price for the 1,656 Ordinary Shares sold on 2026-08-28

Shares held after transaction 343,891 Ordinary Shares Direct ownership by Michael Komasinski following the sale

Net shares sold in filing 1,656 shares Net-sell direction across all reported transactions in this Form 4

Key Terms

tax withholding obligations, settlement of a previously-reported security award, definitive proxy statement

3 terms

tax withholding obligations financial

"sold on the Reporting Person's behalf to fund tax withholding obligations"

settlement of a previously-reported security award financial

"arising from the settlement of a previously-reported security award"

definitive proxy statement regulatory

"see the Issuer's most recent definitive proxy statement filed"

A Definitive Proxy Statement is a detailed document that a company sends to its shareholders before a big meeting, like voting on important decisions. It explains what's being voted on and gives important information so shareholders can make informed choices. It matters because it helps shareholders understand and participate in key company decisions.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Criteo S.A. (CRTO) disclose for Michael Komasinski?

Criteo S.A. disclosed that CEO Michael Komasinski had 1,656 Ordinary Shares sold on 2026-08-28 at $17.28 per share, in a transaction reported as a sale of non-derivative securities.

Why were Michael Komasinski’s CRTO shares sold in the August 28, 2026 transaction?

The filing states the 1,656 shares were automatically sold on Michael Komasinski’s behalf to fund tax withholding obligations arising from the settlement of a previously reported equity award.

How many Criteo (CRTO) shares does Michael Komasinski hold after this Form 4 transaction?

After the reported sale to cover tax withholding, Michael Komasinski directly holds 343,891 Ordinary Shares of Criteo S.A., according to the Form 4 disclosure.

Was the August 28, 2026 CRTO insider transaction under a Rule 10b5-1 plan?

The Form 4’s Rule 10b5-1 checkbox is not marked as being under a plan, and the footnotes describe the transaction instead as an automatic sale to cover tax withholding, with no reference to a 10b5-1 trading plan.

Where can investors find more details on Michael Komasinski’s equity holdings in CRTO?

The footnotes direct investors to Criteo S.A.’s most recent definitive proxy statement filed with the SEC for more detailed information about Michael Komasinski’s equity holdings.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/31/2026 - 04:04 PM EDT Accepted by SEC EDGAR 08/31/2026 - 04:03 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Komasinski Michael

(Last) (First) (Middle)

C/O CRITEO LEGAL DEPT.

387 PARK AVENUE SOUTH, 12TH FLOOR

(Street)

NEW YORK NEW YORK 10016

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Criteo S.A. [ CRTO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/28/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	08/28/2026		S(1)		1,656	D	$17.28	343,891(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These securities were automatically sold on the Reporting Person's behalf to fund tax withholding obligations arising from the settlement of a previously-reported security award.

2. 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.

Remarks:

	/s/ Richard van 't Hof, as attorney-in-fact for Michael Komasinski	08/31/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)