Teads (TEAD) COO receives 73,836 performance-based common shares

Rhea-AI Filing Summary

Porat Asaf reported acquisition or exercise transactions in this Form 4 filing.

Teads Holding Co. Chief Operating Officer Asaf Porat received an equity award tied to past performance. On March 11, 2026, a previously granted performance-based restricted stock unit (PSU) award resulted in the issuance of 73,836 shares of common stock.

The PSUs were originally granted on June 5, 2023 under the 2021 Long-Term Incentive Plan, based on Ex-TAC Gross Profit growth and Adjusted EBITDA to Ex-TAC Gross Profit over multi-year periods. The compensation committee certified achievement of 100% of the Ex-TAC target and 64.08% of the EBITDA target. Following this issuance, Porat directly owns 1,002,136 shares of common stock, reflecting compensation rather than an open-market share purchase.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Porat Asaf

Role Chief Operating Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	73,836	$0.00	--

Holdings After Transaction: Common Stock — 1,002,136 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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
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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^*

Porat Asaf

(Last) (First) (Middle)

111 WEST 19TH STREET

(Street)

NEW YORK NY 10011

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Teads Holding Co. [ TEAD ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026

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

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

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

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
Common Stock	03/11/2026		A		73,836(1)	A	$0	1,002,136	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. Represents performance-based restricted stock units (PSUs) originally granted on June 5, 2023, under the Issuer's 2021 Long-Term Incentive Plan. The PSUs were subject to achievement of specified internal financial performance metrics over a performance period ending December 31, 2025. The award provided for (i) 45,000 target units based on the Company's average Ex-TAC Gross Profit growth from January 1, 2024 through December 31, 2025 ("the Ex-TAC Target"), and (ii) 45,000 target units based on the cumulative percentage of Adjusted EBITDA to Ex-TAC Gross Profit over the period January 1, 2023 through December 31, 2025 ("the EBITDA Target"). On March 11, 2026, the Compensation Committee certified achievement of 100% of the Ex-TAC Target and 64.08% of the EBITDA Target, resulting in the issuance of 73,836 shares of common stock.

Remarks:

	/s/ Veronica Gonzalez, as attorney-in-fact	03/13/2026
	** 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.

FAQ

What did Teads (TEAD) COO Asaf Porat report in this Form 4?

Teads COO Asaf Porat reported receiving 73,836 shares of common stock from a performance-based restricted stock unit award. The shares were issued after the compensation committee certified achievement of specified financial performance targets under the 2021 Long-Term Incentive Plan.

How many Teads shares does COO Asaf Porat own after this transaction?

After the transaction, COO Asaf Porat directly owns 1,002,136 shares of Teads common stock. This total reflects his position following the issuance of 73,836 shares tied to the performance-based restricted stock unit award granted under the company’s 2021 Long-Term Incentive Plan.

Was the Teads COO’s Form 4 transaction an open-market stock purchase?

No, the Form 4 shows a grant or award acquisition, not an open-market purchase. The 73,836 shares resulted from performance-based restricted stock units vesting after financial targets were certified, with a reported price per share of $0.00 in the filing data.

What performance metrics determined the Teads COO’s 73,836-share award?

The award depended on two metrics: Ex-TAC Gross Profit growth from January 1, 2024 through December 31, 2025, and the cumulative percentage of Adjusted EBITDA to Ex-TAC Gross Profit from January 1, 2023 through December 31, 2025, each with target PSU amounts.

What target levels were achieved for Teads’ performance-based PSU award to the COO?

The compensation committee certified achievement of 100% of the Ex-TAC Gross Profit growth target and 64.08% of the Adjusted EBITDA to Ex-TAC Gross Profit target. Based on these results, the company issued 73,836 shares of common stock to COO Asaf Porat.

When were the performance-based restricted stock units originally granted to the Teads COO?

The performance-based restricted stock units were originally granted to COO Asaf Porat on June 5, 2023. They were issued under Teads’ 2021 Long-Term Incentive Plan and were subject to multi-year internal financial performance metrics through December 31, 2025.