[Form 4] Teads Holding Co. Insider Trading Activity

Rhea-AI Filing Summary

Bradshaw Wenkai, CAO & SVP Corporate Controller of Teads Holding Co. (TEAD), reported three dispositions of common stock on 09/07/2025 totaling 1,731 shares sold at $1.63 per share. The transactions were withholding actions by the issuer to satisfy tax obligations upon vesting and settlement of equity awards: 94 shares withheld for performance stock units under the 2021 Long-Term Incentive Plan, 1,259 shares withheld for restricted stock units under the 2021 Long-Term Incentive Plan, and 378 shares withheld for restricted stock units under the 2007 Omnibus Plan. Following these transactions the reporting person beneficially owned 121,650 shares. The Form was signed by an attorney-in-fact, Veronica Gonzalez, on 09/08/2025.

Insights

Corporate Governance Expert

TL;DR: Routine insider tax-withholding sales after award vesting; no indication of voluntary market sales or change in control.

The Form 4 discloses issuer-withheld shares to cover tax liabilities arising from vesting of equity awards. Such transactions are common and exempt under Rule 16b-3, indicating these were mechanic compliance actions rather than open-market dispositions. The beneficial ownership decreased to 121,650 shares, but the filing does not show additional cash sales, new grants, or changes to voting arrangements. This filing is informative for ownership tracking but not material on its own.

Compensation & Tax Analyst

TL;DR: Shares withheld to meet tax obligations on vested PSUs/RSUs; transaction amounts and price are disclosed.

The report specifies three withholding events tied to the 2021 Long-Term Incentive Plan and the 2007 Omnibus Plan. Combined withholding of 1,731 shares at $1.63 each reflects tax-covering mechanics after vesting/settlement. There is no indication of additional option exercises, cash proceeds retained by the insider, or changes to award programs. For compensation accounting and dilution monitoring, these are routine post-vesting adjustments.

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

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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^*

Bradshaw Wenkai

(Last) (First) (Middle)

C/O TEADS HOLDING CO.

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)
	CAO & SVP Corporate Controller

3. Date of Earliest Transaction (Month/Day/Year)
09/07/2025

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	09/07/2025		F		94(1)	D	$1.63	123,287	D
Common Stock	09/07/2025		F		1,259(2)	D	$1.63	122,028	D
Common Stock	09/07/2025		F		378(3)	D	$1.63	121,650	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. Shares withheld by the Issuer to cover tax obligations arising upon vesting and settlement of performance stock units under the Issuer's 2021 Long-Term Incentive Plan in a transaction exempt under Rule 16b-3.

2. Shares withheld by the Issuer to cover tax obligations arising upon vesting and settlement of restricted stock units under the Issuer's 2021 Long-Term Incentive Plan in a transaction exempt under Rule 16b-3.

3. Shares withheld by the Issuer to cover tax obligations arising upon vesting and settlement of restricted stock units under the Issuer's 2007 Omnibus Securities and Incentive Plan in a transaction exempt under Rule 16b-3.

Remarks:

	/s/ Veronica Gonzalez, as attorney-in-fact	09/08/2025
	** 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.
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FAQ

What transactions did TEAD insider Bradshaw Wenkai report on Form 4?

The filing reports three issuer-withheld dispositions of common stock totaling 1,731 shares on 09/07/2025 at $1.63 per share.

Why were the shares disposed in the TEAD Form 4?

The shares were withheld by the issuer to cover tax obligations arising from vesting and settlement of performance stock units and restricted stock units under company equity plans.

How many shares does Bradshaw Wenkai beneficially own after the reported transactions?

Following the reported withholdings, the reporting person beneficially owned 121,650 shares.

What equity plans are referenced in the Form 4?

The filing references the 2021 Long-Term Incentive Plan (for PSUs and RSUs) and the 2007 Omnibus Securities and Incentive Plan (for RSUs).

Who signed the Form 4 and when was it filed?

The Form 4 was signed by Veronica Gonzalez as attorney-in-fact on 09/08/2025.