Damon Ryan 4

What Happened

• Damon Ryan, Chief Legal Officer of Criteo S.A. (CRTO), sold a total of 2,755 ordinary shares in two open-market transactions to fund tax withholding related to a previously reported equity award.
• Transactions: 1,736 shares at $16.81 on 2026-02-23 ($29,182) and 1,019 shares at $16.71 on 2026-02-24 ($17,027). Total proceeds ≈ $46,209.
• These were sales (not purchases or option exercises) and were executed to satisfy tax withholding obligations, not necessarily a discretionary sale for investment purposes.

Key Details

• Transaction dates/prices: 2026-02-23 — 1,736 shares @ $16.81; 2026-02-24 — 1,019 shares @ $16.71.
• Total shares sold: 2,755; total proceeds: ~$46,209.
• Shares owned after transaction: Not specified in this Form 4 (see Issuer’s most recent definitive proxy statement per footnote F3).
• Footnotes: F2 states these securities were automatically sold to fund tax withholding from settlement of a previously-reported award; F1 notes ordinary shares may be represented by ADSs; F3 points to the proxy for fuller holdings detail.
• Filing: Form 4 filed on 2026-02-24 (covers transactions on 02-23 and 02-24); filing appears timely.

Context

• These sales were automatic tax-withholding dispositions tied to a prior equity award settlement (a common, routine administrative action). Such withholding sales are generally not treated as a strong signal of insider bearishness; outright purchases are typically more informative about insider sentiment.