Criteo S.A. (CRTO) director updates holdings after conversion
Rhea-AI Filing Summary
Criteo S.A. director Jay Stefanie reported two non-derivative movements of ordinary shares on July 29, 2026. A disposition of 4,444 shares to the issuer and a matching 4,444-share grant, each at $0.0000 per share, are described in footnotes as part of Criteo’s one-for-one conversion from a French to a Luxembourg public limited liability company.
Positive
- None.
Negative
- None.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
Jay Stefanie
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Ordinary Shares F1, F2 | 4,444 | $0.00 | $0.00 |
| Grant/Award | Ordinary Shares F2, F3 | 4,444 | $0.00 | $0.00 |
Holdings After Transaction:
Ordinary Shares — 4,444 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
Disposition shares: 4,444 ordinary shares
Grant shares: 4,444 ordinary shares
Transaction price: $0.0000 per share
+2 more
5 metrics
Disposition shares
4,444 ordinary shares
Non-derivative disposition to issuer reported on July 29, 2026
Grant shares
4,444 ordinary shares
Non-derivative grant or award acquisition reported on July 29, 2026
Transaction price
$0.0000 per share
Per-share value reported for both disposition and grant
ADS to share ratio
1 ADS = 1 Ordinary Share
ADSs mandatorily exchanged one-for-one in the Conversion
Conversion date
July 29, 2026
Date Criteo converted from French to Luxembourg public limited liability company
Key Terms
Disposition to issuer, American Depositary Shares, restricted stock unit, public limited liability company, +1 more
5 terms
Disposition to issuer financial
"transaction code description "Disposition to issuer""
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.
public limited liability company regulatory
"conversion from a French public limited liability company to a Luxembourg public"
performance-based restricted stock unit financial
"time-based restricted stock unit and 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.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transactions did Jay Stefanie report for Criteo (CRTO)?
Jay Stefanie reported two non-derivative transactions on July 29, 2026: a disposition of 4,444 ordinary shares to Criteo at $0.0000 per share and a matching 4,444-share grant, both linked in the notes to the company’s corporate conversion.
How is Criteo’s (CRTO) corporate conversion described in this Form 4?
Footnotes state that on July 29, 2026, Criteo completed a conversion from a French public limited liability company to a Luxembourg public limited liability company, with each French ordinary share continuing as one Luxembourg ordinary share under the new structure.
What happened to Criteo (CRTO) ADSs in connection with the conversion?
The notes explain that each Criteo ADS, which represented one Ordinary Share, was mandatorily exchanged for one Ordinary Share in connection with the conversion, preserving a one-for-one relationship between ADSs and underlying ordinary shares after the redomiciliation.
How were Criteo (CRTO) RSUs, performance RSUs, options, and warrants treated?
According to the footnotes, each time-based and performance-based restricted stock unit, and each option or warrant to obtain shares of the French entity, continued as an equivalent instrument over shares of the Luxembourg entity, with award rights remaining unchanged aside from the issuer’s jurisdiction.