Criteo S.A. (NASDAQ: CRTO) director logs 42,736-share swap in France–Luxembourg move
Rhea-AI Filing Summary
Criteo S.A. director Marie Lalleman reported two matching entries on July 29, 2026 tied to the company’s legal conversion from a French to a Luxembourg public limited liability company. She recorded a disposition to the issuer of 42,736 Ordinary Shares and a corresponding acquisition of 42,736 Ordinary Shares. Footnotes explain that, in this Conversion, each Ordinary Share of French Criteo (including any represented by American Depositary Shares) continued as one Ordinary Share of Lux Criteo, and all related RSU, PSU, option and warrant awards continued on the same terms but now settle in Lux Criteo shares.
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Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
Lalleman Marie
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Ordinary Shares F1, F2 | 42,736 | $0.00 | $0.00 |
| Grant/Award | Ordinary Shares F2, F3 | 42,736 | $0.00 | $0.00 |
Holdings After Transaction:
Ordinary Shares — 42,736 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: 42,736 Ordinary Shares
Shares acquired as grant/award: 42,736 Ordinary Shares
Reported transaction price: 0.0000 per share
+2 more
5 metrics
Shares disposed to issuer
42,736 Ordinary Shares
Non-derivative disposition to issuer on July 29, 2026 (code D)
Shares acquired as grant/award
42,736 Ordinary Shares
Non-derivative grant or other acquisition on July 29, 2026 (code A)
Reported transaction price
0.0000 per share
Price per share for both disposition and acquisition entries
Conversion date
July 29, 2026
Date issuer completed conversion to a Luxembourg public limited liability company
ADS to Ordinary Share ratio
1 ADS = 1 Ordinary Share
Each ADS represented one Ordinary Share and was exchanged one-for-one in the Conversion
Key Terms
American Depositary Shares, time-based restricted stock unit, performance-based restricted stock unit, Luxembourg public limited liability company, +1 more
5 terms
time-based restricted stock unit financial
"each time-based restricted stock unit of French Criteo continued as a time-based restricted stock unit"
performance-based restricted stock unit financial
"each performance-based restricted stock unit of French Criteo continued as a performance-based restricted stock unit"
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.
Luxembourg public limited liability company regulatory
"the Issuer completed its conversion to a Luxembourg public limited liability company"
warrant financial
"each option or warrant to obtain shares of French Criteo continued as an option or warrant"
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.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
How is Criteo (CRTO)’s French-to-Luxembourg conversion reflected in this insider report?
The report shows share movements tied to the corporate Conversion completed on July 29, 2026. Footnotes state each French Criteo Ordinary Share, including those represented by ADSs, continued as one Lux Criteo Ordinary Share, and existing equity awards continued on the same terms in Lux Criteo.