Megan Clarken - Feb 22, 2024 Form 4 Insider Report for Criteo S.A. (CRTO)

Signature
/s/ Ryan Damon, as attorney-in-fact for Megan Clarken
Stock symbol
CRTO
Transactions as of
Feb 22, 2024
Transactions value $
-$1,969,762
Form type
4
Date filed
2/26/2024, 05:04 PM
Previous filing
Dec 12, 2023
Next filing
Mar 1, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CRTO Ordinary Shares Sale -$771K -23.3K -5.73% $33.04 384K Feb 22, 2024 Direct F1, F2, F3, F4
transaction CRTO Ordinary Shares Award $0 +130K +33.98% $0.00 514K Feb 23, 2024 Direct F1, F4, F5
transaction CRTO Ordinary Shares Sale -$1.2M -36.7K -7.13% $32.69 478K Feb 26, 2024 Direct F1, F4, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Ordinary Shares may be represented by American Depository Shares, each of which represents One Ordinary Share.
F2 The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "Trading Plan") adopted by the reporting person. The sales are made in accordance with a trading schedule that is established at the time the Trading Plan is put in place. The reporting person entered into the Trading Plan during an open trading window of the issuer pursuant to its Insider Trading Policy.
F3 The reported price in Column 4 is a weighted average purchase price. These shares were purchased in multiple transactions at prices ranging from $33.00 to $33.115 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
F4 For more information about the equity of the Issuer held by the Reporting Person, please see the Issuer's most recent definitive proxy statement filed with the Securities and Exchange Commission ("SEC").
F5 On February 23, 2023, the Reporting Person was granted performance-based stock units representing 114,774 shares of the Issuer at the target performance level, which would become eligible to vest based on the achievement of performance goals. On February 23, 2024, the achievement percentage was determined, resulting in 130,454 shares becoming eligible to time-based vesting as follows: 50% of the shares will vest on the two-year anniversary of the grant date, and the remainder will vest in equal portions at the end of each quarter during the two-year period thereafter.
F6 These securities were automatically sold on the reporting person's behalf to fund tax withholding obligations arising from the settlement of a previously-reported security award.