Criteo CLO sells $18.9K in shares for taxes

Criteo’s chief legal officer reported an automatic share sale to cover taxes arising from an equity award settlement, with a substantial direct holding remaining.

Rhea-AI Filing Summary

Criteo S.A. (CRTO) reported that Chief Legal Officer Damon Ryan sold 1,079 Ordinary Shares on September 1, 2026 at $17.50 per share. According to the company’s disclosure, these shares were automatically sold on his behalf to fund tax withholding obligations from the settlement of a previously reported equity award, leaving him with 163,765 shares held directly.

Insider Trade Summary

Net Seller: 1,079 shares

Net Sell 1 txn

Insider Damon Ryan

Role Chief Legal Officer

Sold 1,079 shs ($19K)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares F1, F2	1,079	$17.50	$19K

Holdings After Transaction: Ordinary Shares — 163,765 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: 1,079 shares Sale price per share: $17.50 per share Estimated transaction value: $18,882.50 +1 more

4 metrics

Shares sold 1,079 shares Ordinary Shares sold on September 1, 2026

Sale price per share $17.50 per share Price for the September 1, 2026 sale

Estimated transaction value $18,882.50 1,079 shares sold at $17.50 per share

Shares held after transaction 163,765 shares Direct ownership by Damon Ryan following the sale

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

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

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

What insider transaction did Criteo (CRTO) disclose for Damon Ryan?

Criteo disclosed that Chief Legal Officer Damon Ryan sold 1,079 Ordinary Shares on September 1, 2026. The shares were automatically sold on his behalf to fund tax withholding obligations from the settlement of a previously reported equity award.

At what price were the Criteo (CRTO) shares sold by Damon Ryan?

The 1,079 Criteo Ordinary Shares reported for Damon Ryan were sold at a price of $17.50 per share on September 1, 2026, in an open-market or private transaction as characterized in the disclosure.

How many Criteo (CRTO) shares does Damon Ryan hold after this transaction?

After the September 1, 2026 transaction, Chief Legal Officer Damon Ryan directly holds 163,765 Ordinary Shares of Criteo S.A., as reported in the filing’s post-transaction ownership table.

Why were Damon Ryan’s Criteo (CRTO) shares sold according to the filing?

The filing states that the shares were automatically sold on Damon Ryan’s behalf to fund tax withholding obligations arising from the settlement of a previously reported security (equity) award, rather than as a discretionary sale.

Was Damon Ryan’s Criteo (CRTO) sale under a Rule 10b5-1 trading plan?

The document-level Rule 10b5-1 checkbox is unchecked and the footnotes do not describe a Rule 10b5-1 trading plan, so no trading plan is reported in connection with this transaction.

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

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Available on EDGAR 09/02/2026 - 04:03 PM Accepted by SEC EDGAR 09/02/2026 - 04:02 PM 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^*

Damon Ryan

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026

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	09/01/2026		S(1)		1,079	D	$17.5	163,765(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 Ryan Damon	09/02/2026
	** 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)