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WisdomTree (WT) CIO awarded 2,673 performance-based RSUs tied to TSR

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

Rhea-AI Filing Summary

Yates David M reported acquisition or exercise transactions in this Form 4 filing.

WisdomTree, Inc. Chief Information Officer David M. Yates received a grant of 2,673 performance-based restricted stock units (PRSUs) on February 23, 2026. This additional grant reflects a change in how PRSU targets are calculated, moving from a Monte Carlo valuation to using the company’s grant-date closing stock price.

The PRSUs are scheduled to vest on February 23, 2029, with each unit representing one share of common stock upon vesting. Between 0% and 200% of the target PRSUs may vest, based on WisdomTree’s total shareholder return over a three-year period versus a defined peer group, with potential accelerated vesting upon certain employment terminations or a change of control.

Positive

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Insider Yates David M
Role Chief Information Officer
Type Security Shares Price Value
Grant/Award Performance Based Restricted Stock Units 2,673 $0.00 --
Holdings After Transaction: Performance Based Restricted Stock Units — 2,673 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*
Yates David M

(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 Information 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 2,673 (3) (3) Common Stock 2,673 $0.0000 2,673 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 insider transaction did WisdomTree (WT) report for David M. Yates?

WisdomTree reported an award of 2,673 performance-based restricted stock units to Chief Information Officer David M. Yates. The grant, dated February 23, 2026, is tied to a revised PRSU target methodology and vests based on multi-year total shareholder return performance versus a peer group.

How many performance-based RSUs were granted to the WisdomTree (WT) CIO?

David M. Yates received 2,673 performance-based restricted stock units. This number reflects an additional PRSU grant to align targets with a methodology based on WisdomTree’s January 25, 2026 closing stock price, rather than a Monte Carlo valuation originally used for the prior award.

When do David M. Yates’ WisdomTree (WT) PRSUs vest?

The PRSUs granted to David M. Yates are scheduled to vest on February 23, 2029. Vesting depends on performance conditions measured over three years from the grant date, with potential acceleration if certain employment termination events or a change of control occur earlier.

What determines how many WisdomTree (WT) PRSUs will vest for the CIO?

Between 0% and 200% of the target PRSUs may vest based on total shareholder return. WisdomTree’s TSR is compared to a peer group’s TSR over a three-year period from grant, directly influencing how many shares of common stock are ultimately delivered.

Why did WisdomTree (WT) issue an additional PRSU grant to its CIO?

An additional PRSU grant was approved after WisdomTree’s Compensation Committee changed the target-share methodology. They shifted from a Monte Carlo-based grant-date fair value to using the January 25, 2026 closing stock price, granting the difference in PRSUs to align with the new approach.

What does each WisdomTree (WT) performance-based RSU represent for David M. Yates?

Each performance-based restricted stock unit represents the right to receive one share of WisdomTree common stock upon vesting. The actual number of shares delivered will depend on how WisdomTree’s total shareholder return compares with a designated peer group over the specified measurement period.