Frankenthaler Marci covered exercise/tax liability with 8,190 shares and converted options into 22,716 shares (SEC Form 4)
$WETF
Investment Managers
Finance
| 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 |
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| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
WisdomTree, Inc. [ WT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/29/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | ||||||
| Common Stock | 01/29/2024 | F | 8,190(4) | D | $0.0000 | 242,634(3) | D | |||
| Common Stock | 01/29/2024 | M | 22,716(1)(2) | A | $0.0000 | 250,824(3) | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | (5) | 01/29/2024 | M | 22,716(1)(2)(5) | (5) | (5) | Common Stock | 22,716(1)(2)(5) | $0.0000 | 0.0000 | D | ||||
| Explanation of Responses: |
| 1. Each performance-based restricted stock unit ("PRSU") represented the right to receive, on the vesting date, one share of common stock for each such unit that vested. |
| 2. Includes the reinvestment of dividend equivalents into 1,208 PRSUs between the grant date and vesting date. |
| 3. Includes restricted stock awards vesting as to (i) 62,139 shares on January 25, 2025, (ii) 48,221 shares on January 25, 2026 and (iii) 23,668 shares on January 25, 2027. |
| 4. Shares withheld by the Issuer upon vesting of PRSUs to cover withholding taxes. |
| 5. These PRSUs were granted by the Issuer on January 25, 2021 and vested on January 25, 2024. The ultimate number of shares that could have vested was between 0 and 200% of the previously reported target number of PRSUs based on the total shareholder return ("TSR") of the Issuer's 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 ("Relative TSR"). Based on a report issued by an independent valuation specialist and certified by the Issuer's compensation committee on January 29, 2024, the Relative TSR measured in the 92nd percentile, resulting in the vesting of 200% of the target number of PRSUs. |
| /s/ Marci Frankenthaler | 01/31/2024 | |
| ** 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. | ||