Till Hufnagel - 13 May 2024 Form 4 Insider Report for Criteo S.A. (CRTO)

Source evidence Original filing metadata and source links for verification. 3 source fields
SEC form
4
Accepted by SEC
23 May 2024, 17:47:13 UTC
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Till Hufnagel

Key filing fact

Till Hufnagel filed Form 4 for Criteo S.A. (CRTO) on 23 May 2024.

Key facts

  • This page summarizes Till Hufnagel's Form 4 filing for Criteo S.A. (CRTO).
  • 7 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 23 May 2024, 17:47.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: -$3,474,928.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

CRTO transaction

Ordinary Shares

Sale

Transaction value
$402,713
Shares
-10,650
Change %
-0.6%
Price
$37.81
Shares after
1,771,425
Date
13 May 2024
Ownership
See Footnotes
Footnotes
F1, F2, F3, F4, F10
CRTO transaction

Ordinary Shares

Purchase

Transaction value
$226,004
Shares
+6,000
Change %
+0.34%
Price
$37.67
Shares after
1,777,425
Date
14 May 2024
Ownership
See Footnotes
Footnotes
F1, F2, F3, F5, F10
CRTO transaction

Ordinary Shares

Sale

Transaction value
$581,562
Shares
-15,405
Change %
-0.87%
Price
$37.75
Shares after
1,762,020
Date
14 May 2024
Ownership
See Footnotes
Footnotes
F1, F2, F3, F6, F10
CRTO transaction

Ordinary Shares

Sale

Transaction value
$45,163
Shares
-1,205
Change %
-0.07%
Price
$37.48
Shares after
1,760,815
Date
15 May 2024
Ownership
See Footnotes
Footnotes
F1, F2, F3, F7, F10
CRTO transaction

Ordinary Shares

Sale

Transaction value
$57,091
Shares
-1,540
Change %
-0.09%
Price
$37.07
Shares after
1,759,275
Date
16 May 2024
Ownership
See Footnotes
Footnotes
F1, F2, F3, F8
CRTO transaction

Ordinary Shares

Sale

Transaction value
$2,613,442
Shares
-72,000
Change %
-4.1%
Price
$36.30
Shares after
1,687,275
Date
17 May 2024
Ownership
See Footnotes
Footnotes
F1, F2, F3, F9
CRTO holding

Ordinary Shares

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
185,561
Date
13 May 2024
Ownership
Direct
Footnotes
F1, F12
CRTO holding

Ordinary Shares

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
85,132
Date
13 May 2024
Ownership
Direct
Footnotes
F1, F13

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

CRTO transaction Derivative

Call Option (right to buy)

Sale

Transaction value
$962
Shares
-550
Change %
-11%
Price
$1.75*
Shares after
4,450
Date
16 May 2024
Ownership
See Footnotes
Underlying class
Ordinary Shares
Underlying amount
55,000
Exercise price
$35.00
Footnotes
F1, F2, F3, F11
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Till Hufnagel is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 13 footnotes

Footnote F1

The securities reported herein are held in the form of American Depositary Shares ("ADS"), or options to acquire ADS, of the Issuer. Each ADS represents one Ordinary Share of the Issuer.

Footnote F2

These securities are held directly by the investment vehicles and managed accounts for which Petrus Advisers Ltd. ("Petrus") serves as investment manager or portfolio adviser. Till Hufnagel serves as partner of Petrus, and Klaus Umek serves as the managing partner of Petrus.

Footnote F3

The Reporting Persons disclaim beneficial ownership of these securities, except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.

Footnote F4

The transaction was executed in multiple trades in prices ranging from $37.80 to $37.90, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Persons hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

Footnote F5

The transaction was executed in multiple trades in prices ranging from $37.49 to $37.77, inclusive. The price reported in Column 4 above reflects the weighted average purchase price. The Reporting Persons hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares purchased at each respective price within the range set forth in this footnote.

Footnote F6

The transaction was executed in multiple trades in prices ranging from $37.745 to $37.84, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Persons hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

Footnote F7

The transaction was executed in multiple trades in prices ranging from $37.45 to $37.50, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Persons hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

Footnote F8

The transaction was executed in multiple trades in prices ranging from $36.92 to $37.20, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Persons hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

Footnote F9

The transaction was executed in multiple trades in prices ranging from $36.29 to $36.79, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Persons hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

Footnote F10

The purchases of an aggregate 6,000 shares on May 14, 2024 reported herein were matchable under Section 16(b) of the Exchange Act with the sales of an aggregate 6,000 shares reported herein. The Reporting Persons have notified the Issuer regarding prompt payment of short swing profits resulting from the reported transactions calculated in accordance with Section 16(b) of the Exchange Act.

Footnote F11

These options are currently exercisable.

Footnote F12

These securities are held directly by Till Hufnagel. Mr. Umek has no beneficial ownership or pecuniary interest in such securities.

Footnote F13

These securities are held directly by Klaus Umek. Mr. Hufnagel has no beneficial ownership or pecuniary interest in such securities.

SEC remarks

Because the Reporting Persons may be deemed to share beneficial ownership over the securities managed by Petrus, they have chosen to jointly file this Form 4 in accordance with Rule 16a-3(j) under the Exchange Act. Consistent with Rule 16a-3(j), the Reporting Persons are including all required information for each Reporting Person, including shares beneficially owned directly by each Reporting Person. Each Reporting Person has no beneficial ownership in the securities beneficially owned directly by the other Reporting Person, and the joint filing of this Form 4 shall not be deemed an admission that each Reporting Person is the beneficial owner of the securities held by the other Reporting Person for purposes of Section 16 of the Exchange Act or for any other purpose.

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