Ziemba Peter M covered exercise/tax liability with 25,817 shares and was granted 65,743 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) 01/25/2024 | ||||||||||||||||||||||||||
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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 | 01/25/2024 | F | 25,817(3) | D | $0.0000 | 1,028,008(2) | D | |||
| Common Stock | 01/25/2024 | A | 65,743(1) | A | $0.0000 | 1,053,825(2) | 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 | (4) | 01/25/2024 | A | 21,914 | (5) | (5) | Common Stock | 21,914 | $0.0000 | 21,914 | D | ||||
| Explanation of Responses: |
| 1. Restricted stock awarded by Issuer on January 25, 2024 and vesting as to (i) 21,914 shares on each of January 25, 2025 and January 25, 2026 and (ii) 21,915 shares on January 25, 2027. |
| 2. Includes restricted stock awards vesting as to (i) 75,719 shares on January 25, 2025, (ii) 55,954 shares on January 25, 2026 and (iii) 21,915 shares on January 25, 2027. |
| 3. Surrender of common stock to Issuer upon vesting of restricted stock awards to cover withholding taxes. |
| 4. Each performance-based restricted stock unit represents the right to receive, on the vesting date, one share of common stock for each such unit that vests. |
| 5. These performance-based restricted stock units ("PRSUs") are scheduled to vest on January 25, 2027. The target number of PRSUs is reported on this form. Between 0% and 200% of the target number of PRSUs may vest and the number of shares of the Issuer's common stock ("Common Stock") to be issued will be determined based on the total shareholder return ("TSR") of the 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. If the Reporting Person's employment is terminated under certain circumstances or a change of control occurs prior to the 3rd anniversary of the grant date, all or a portion of the PRSUs will vest and the number of shares of Common Stock to be issued will be determined at such time based on the respective TSRs of the Common Stock and the stocks of the peer group, each measured from the grant date to the accelerated vesting date. |
| /s/ Marci Frankenthaler, Attorney-in-Fact | 01/29/2024 | |
| ** 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. | ||