WisdomTree (WT) CAO Ziemba has PRSUs vest and 985,686 shares held

Rhea-AI Filing Summary

WisdomTree, Inc.'s Chief Administrative Officer Peter M. Ziemba reported the vesting of performance-based restricted stock units tied to the company’s total shareholder return. On January 27, 2026, 61,005 PRSUs converted into an equal number of common shares, including 2,555 units from dividend reinvestment.

Upon vesting, 31,563 common shares were withheld by WisdomTree to cover taxes, leaving Ziemba with 985,686 directly held common shares. The PRSUs were granted in January 2023 and vested in January 2026 at 199% of the target level after the company’s three-year relative TSR ranked in the 84.62nd percentile versus a peer group.

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^*

Ziemba Peter M

(Last) (First) (Middle)

C/O WISDOMTREE, INC.

250 WEST 34TH STREET, 3RD FLOOR

(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 Administrative Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/27/2026

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	01/27/2026		M		61,005(1)(2)	A	$0.0000	1,017,249(3)	D
Common Stock	01/27/2026		F		31,563(4)	D	$0.0000	985,686(3)	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
Performance Based Restricted Stock Units	(5)	01/27/2026		M			61,005(1)(2)(5)	(5)	(5)	Common Stock	61,005(1)(2)(5)	$0.0000	0.0000	D

Explanation of Responses:

1. Each performance-based restricted stock unit ("PRSU") represented the right to receive, on the vesting date, one share of common stock for each such unit that vested.

2. Includes the reinvestment of dividend equivalents into 2,555 PRSUs between the grant date and vesting date.

3. Includes restricted stock awards vesting as to (i) 44,646 shares on January 25, 2027, (ii) 22,733 shares on January 25, 2028 and (iii) 8,619 shares on January 25, 2029.

4. Shares withheld by the Issuer upon vesting of PRSUs to cover withholding taxes.

5. These PRSUs were granted by the Issuer on January 25, 2023 and vested on January 25, 2026. The ultimate number of shares that could have vested was between 0 and 200% of the previously reported target number of PRSUs based on the total shareholder return ("TSR") of the Issuer's 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 ("Relative TSR"). Based on a report issued by an independent valuation specialist and certified by the Issuer's compensation committee on January 27, 2026, the Relative TSR measured in the 84.62nd percentile, resulting in the vesting of 199% of the target number of PRSUs.

	/s/ Marci Frankenthaler, Attorney-in-Fact	01/29/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did WisdomTree (WT) report for Peter M. Ziemba?

WisdomTree reported that Chief Administrative Officer Peter M. Ziemba had 61,005 performance-based restricted stock units vest into common shares. These units were granted in 2023 and paid out in stock in January 2026 based on a three-year performance test.

How many WisdomTree (WT) shares does Peter M. Ziemba own after this Form 4?

After the reported transactions, Peter M. Ziemba directly holds 985,686 shares of WisdomTree common stock. This figure reflects PRSUs that vested into shares and shares withheld by the company to satisfy tax-withholding obligations at vesting.

What performance conditions were tied to Ziemba’s PRSUs at WisdomTree (WT)?

Ziemba’s PRSUs vested based on WisdomTree’s total shareholder return over three years versus a peer group. Relative TSR reached the 84.62nd percentile, causing 199% of the target number of PRSUs granted in January 2023 to vest into common shares.

Why were some WisdomTree (WT) shares withheld when Ziemba’s PRSUs vested?

WisdomTree withheld 31,563 common shares when Ziemba’s PRSUs vested to cover tax-withholding obligations. Instead of paying cash for taxes, a portion of the newly delivered shares was retained by the issuer for this purpose.

What was the size of the PRSU award that vested for WisdomTree (WT) insider Ziemba?

The award that vested for Ziemba was 61,005 performance-based restricted stock units, each settling into one WisdomTree common share. This amount includes 2,555 additional PRSUs that accrued from reinvested dividend equivalents during the three-year performance period.

How were Ziemba’s performance-based RSUs at WisdomTree (WT) originally structured?

The PRSUs were granted on January 25, 2023, with a three-year performance period ending January 25, 2026. Depending on relative total shareholder return, between 0% and 200% of the target number could vest, ultimately paying out at 199% of target.