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WisdomTree (NYSE: WT) CEO receives 42,880 performance-based RSUs

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

WisdomTree, Inc. reported that Chief Executive Officer Jonathan L. Steinberg acquired 42,880 performance-based restricted stock units (PRSUs) on February 23, 2026 through a grant with no cash paid per unit. Each PRSU represents one share of common stock upon vesting.

The grant reflects a change in how PRSU targets are calculated, shifting from a Monte Carlo valuation to the issuer’s grant-date closing stock price and giving an additional award equal to the difference between the two methods. The PRSUs are scheduled to vest on February 23, 2029.

Between 0% and 200% of the target PRSUs may ultimately vest based on total shareholder return of WisdomTree stock versus a peer group over a three-year period from the grant date, with potential accelerated vesting upon certain employment terminations or a change of control.

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Insider Steinberg Jonathan L
Role Chief Executive Officer
Type Security Shares Price Value
Grant/Award Performance Based Restricted Stock Units 42,880 $0.00 --
Holdings After Transaction: Performance Based Restricted Stock Units — 42,880 shares (Direct)
Footnotes (1)
  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. 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. 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.
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
Estimated average burden
hours per response: 0.5
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*
Steinberg Jonathan L

(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive 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 42,880 (3) (3) Common Stock 42,880 $0.0000 42,880 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.
/s/ Marci Frankenthaler, Attorney-in-Fact 02/25/2026
** 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 does the latest Form 4 for WT report about Jonathan Steinberg?

The Form 4 reports that WisdomTree CEO Jonathan L. Steinberg received a grant of 42,880 performance-based restricted stock units on February 23, 2026. These units are equity compensation that can convert into common shares if future performance and vesting conditions are met.

How many PRSUs did WisdomTree (WT) grant to its CEO and at what price?

WisdomTree granted Jonathan L. Steinberg 42,880 performance-based restricted stock units at a reported price of $0.00 per unit. This reflects an equity award rather than a market purchase, forming part of his long-term incentive compensation tied to future company performance.

When do Jonathan Steinberg’s new WisdomTree PRSUs vest?

The performance-based restricted stock units granted to Jonathan Steinberg are scheduled to vest on February 23, 2029. Actual vesting depends on relative total shareholder return performance and certain employment or change-of-control conditions that can trigger full or partial accelerated vesting earlier.

How is the performance for WisdomTree (WT) PRSUs measured for vesting?

Vesting of the PRSUs depends on WisdomTree’s total shareholder return relative to a peer group over a three-year period from the grant date. Depending on this performance comparison, between 0% and 200% of the target number of units can ultimately vest into common shares.

Why did WisdomTree adjust Jonathan Steinberg’s PRSU grant methodology?

WisdomTree’s compensation committee changed the PRSU target-share calculation from a Monte Carlo valuation to the grant-date closing stock price. They then granted additional PRSUs equal to the difference between the two methods, aligning the award size with the new pricing approach approved on February 23, 2026.

Can Jonathan Steinberg’s WisdomTree PRSUs vest early before 2029?

The PRSUs can vest earlier if Jonathan Steinberg’s employment ends under certain circumstances or if a change of control occurs before the third anniversary of the grant. In that case, the number of shares delivered depends on total shareholder return performance to the accelerated vesting date.