TSR-based RSUs granted to WisdomTree (NYSE: WT) legal chief

Rhea-AI Filing Summary

WisdomTree, Inc. reported that Chief Legal Officer Marci Frankenthaler received a grant of 3,725 performance-based restricted stock units (PRSUs) on February 23, 2026, at no purchase price. This award brings her directly held PRSU balance to 3,725 units.

The grant reflects a change in how PRSU targets are calculated, moving from a Monte Carlo valuation to using WisdomTree’s January 25, 2026 grant-date closing stock price and represents the incremental difference under the new method. Each PRSU can convert into one share of common stock upon vesting.

These PRSUs are scheduled to vest on February 23, 2029, with between 0% and 200% of the target potentially vesting. The ultimate number of shares earned will depend on WisdomTree’s total shareholder return versus a peer group over a three-year period from the grant date, with provisions for earlier vesting if certain employment termination events or a change of control occur.

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

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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^*

Frankenthaler Marci

(Last) (First) (Middle)

250 WEST 34TH STREET, 3RD FLOOR

C/O WISDOMTREE, INC.

(Street)

NEW YORK NY 10119

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WisdomTree, Inc. [ WT ]

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

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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

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
Performance Based Restricted Stock Units(1)	(2)	02/23/2026		A		3,725		(3)	(3)	Common Stock	3,725	$0.0000	3,725	D

Explanation of Responses:

1. On January 25, 2026, the Compensation Committee of the Issuer's Board of Directors approved a grant of performance-based restricted stock units ("PRSUs") initially reported on a Form 4 filed January 27, 2026 and amended February 24, 2026 ("Prior Form 4"), with the target number of PRSUs determined based on the grant-date fair value calculated using a Monte Carlo valuation methodology. On February 23, 2026, the Compensation Committee approved a change in the methodology for determining PRSU target shares to one based on the Issuer's grant date closing stock price and, in connection with that change, approved a separate, additional grant of PRSUs to the Reporting Person equal to the difference between (i) the target number of PRSUs reported in the Prior Form 4 and (ii) the target number of PRSUs determined using the Issuer's closing stock price on January 25, 2026. This grant is intended to qualify for the Rule 16b-3 exemption under the Securities Exchange Act of 1934.

2. Each performance-based restricted stock unit represents the right to receive, on the vesting date, one share of common stock for each unit that vests.

3. These PRSUs are scheduled to vest on February 23, 2029. The target number of PRSUs is reported on this form. Between 0% and 200% of the target number of PRSUs may vest and the number of shares of the Issuer's common stock ("Common Stock") to be issued will be determined based on the total shareholder return ("TSR") of the Common Stock relative to the respective TSRs of the stocks of a peer group of companies, each measured over a 3-year period from the grant date. If the Reporting Person's employment is terminated under certain circumstances or a change of control occurs prior to the 3rd anniversary of the grant date, all or a portion of the PRSUs will vest and the number of shares of Common Stock to be issued will be determined at such time based on the respective TSRs of the Common Stock and the stock of the peer group, each measured from the grant date to the accelerated vesting date.

	Marci Frankenthaler	02/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did WisdomTree (WT) report for Marci Frankenthaler?

WisdomTree reported that Chief Legal Officer Marci Frankenthaler was granted 3,725 performance-based restricted stock units on February 23, 2026. The units were awarded at no cost and are tied to future stock performance and service-based vesting conditions.

How many performance-based RSUs did the WisdomTree (WT) legal chief receive?

Marci Frankenthaler received 3,725 performance-based restricted stock units. This award reflects an additional grant driven by a change in the company’s PRSU valuation methodology, and it brings her directly held PRSU balance to 3,725 units following the transaction.

When do Marci Frankenthaler’s PRSUs at WisdomTree (WT) vest?

The PRSUs granted to Marci Frankenthaler are scheduled to vest on February 23, 2029. Vesting depends on her continued service and on total shareholder return performance over three years, with provisions for earlier vesting upon certain terminations or a change of control.

What performance conditions apply to WisdomTree (WT) PRSUs granted to the legal officer?

Between 0% and 200% of the target PRSUs may vest based on performance. The payout depends on WisdomTree’s total shareholder return versus a peer group, measured over a three-year period starting from the grant date of the performance-based RSUs.

How is the number of shares from the WisdomTree (WT) PRSUs determined?

Each performance-based restricted stock unit represents the right to receive one share of common stock upon vesting. The actual number of shares issued will be based on the percentage of target PRSUs that vest under the three-year relative total shareholder return formula.

Why did WisdomTree (WT) grant an additional block of PRSUs to its legal chief?

The additional PRSU grant reflects a change in methodology for determining target PRSU shares, shifting from a Monte Carlo valuation to using the January 25, 2026 closing stock price. The award equals the difference between the old and new target calculations.