Criteo (CRTO) director reports 53,488-share conversion-related moves
Rhea-AI Filing Summary
Criteo S.A. director Rachel Picard reported two non-derivative transactions on July 29, 2026 in connection with the company’s conversion from a French to a Luxembourg public limited liability company. She disposed of 53,488 Ordinary Shares to the issuer at 0.0000 per share and, the same day, recorded a grant or other acquisition of 53,488 Ordinary Shares, also at 0.0000 per share. Footnotes explain that each Ordinary Share and related ADS, restricted stock unit, option and warrant continued on a one-for-one basis in the new Luxembourg entity, with award rights otherwise unchanged, and that the filing does not characterize these transactions as made under a Rule 10b5-1 trading plan.
Positive
- None.
Negative
- None.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
Picard Rachel
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Ordinary Shares F1, F2 | 53,488 | $0.00 | $0.00 |
| Grant/Award | Ordinary Shares F2, F3 | 53,488 | $0.00 | $0.00 |
Holdings After Transaction:
Ordinary Shares — 53,488 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: 53,488 Ordinary Shares
Shares acquired via grant or award: 53,488 Ordinary Shares
Transaction price per share: 0.0000
+2 more
5 metrics
Shares disposed to issuer
53,488 Ordinary Shares
Non-derivative disposition (code D) on July 29, 2026 by director Rachel Picard
Shares acquired via grant or award
53,488 Ordinary Shares
Non-derivative acquisition (code A) on July 29, 2026 by Rachel Picard
Transaction price per share
0.0000
Reported transaction price per share for both disposition and acquisition entries
Conversion completion date
July 29, 2026
Date Criteo converted from a French to a Luxembourg public limited liability company
ADS to Ordinary Share ratio
1 ADS : 1 Ordinary Share
Each ADS was mandatorily exchanged for one Ordinary Share in the Conversion
Key Terms
American Depositary Shares, time-based restricted stock unit, performance-based restricted stock unit, public limited liability company
4 terms
time-based restricted stock unit financial
"each time-based restricted stock unit and performance-based restricted stock unit of French Criteo continued"
performance-based restricted stock unit financial
"time-based restricted stock unit and performance-based restricted stock unit of French Criteo continued"
A performance-based restricted stock unit is a promise of company shares given to an employee that only becomes actual stock if specific performance targets are met and any required time at the company is completed. For investors, these awards matter because they can dilute existing shares when earned and signal management’s confidence or the company’s expected future performance, much like a bonus cheque that only clears when pre-set goals are reached.
public limited liability company regulatory
"conversion from a French public limited liability company to a Luxembourg public limited liability company"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transactions did Criteo (CRTO) director Rachel Picard report on July 29, 2026?
Rachel Picard reported two non-derivative transactions on July 29, 2026: a disposition to the issuer of 53,488 Ordinary Shares and, the same day, a grant or other acquisition of 53,488 Ordinary Shares, both reported at a transaction price per share of 0.0000.
What happened to Criteo (CRTO) RSUs, PSUs, options and warrants in the Conversion?
Each time-based restricted stock unit and performance-based restricted stock unit of the French entity continued as corresponding awards of the Luxembourg entity. Likewise, each option or warrant to obtain shares of French Criteo became an option or warrant to obtain an equal number of Lux Criteo shares.
Were Rachel Picard’s Criteo (CRTO) transactions reported as under a Rule 10b5-1 plan?
The Rule 10b5-1 checkbox in the filing is not marked as affirming a trading plan, and the footnotes do not reference any Rule 10b5-1 arrangement. These transactions are therefore not affirmatively described as being made under a Rule 10b5-1 trading plan.