Ryan Damon - May 7, 2021 Form 4 Insider Report for Criteo S.A. (CRTO)

Role: EVP, Gen Counsel, Secretary
Signature: /s/Ryan Damon
Stock symbol: CRTO
Transactions as of: May 7, 2021
Transactions value $: -$1,177,138
Form type: 4
Date filed: 5/11/2021, 06:30 PM
Next filing: Oct 27, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CRTO	Ordinary Shares	Options Exercise	$873K	+40.9K	+30.55%	$21.32	175K	May 7, 2021	Direct	F1, F2, F3
transaction	CRTO	Ordinary Shares	Sale	-$484K	-12.5K	-7.13%	$38.83	162K	May 7, 2021	Direct	F1, F3
transaction	CRTO	Ordinary Shares	Sale	-$1.57M	-40.9K	-25.19%	$38.25	122K	May 7, 2021	Direct	F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	CRTO	Stock Option (right to buy)	Options Exercise	$0	-40.9K	-62.5%	$0.00	24.6K	May 7, 2021	Ordinary Shares	40.9K	$21.32	Direct	F1, F2, F4

* 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 exercise price of the stock option is 18.72 euros. The U.S. dollar equivalent of the exercise price is $21.32 using the European Central Bank rate as of October 24, 2018 (1.00 = $1.1389).
F3	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.
F4	Stock option granted on October 25, 2018 under the Issuer's 2016 Stock Option Plan. One-fourth of the grant vests on the first anniversary of the grant date and an additional 1/16th of the grant vests quarterlythereafter, subject to continued service through each vesting date.