Filing Details
- Accession Number:
- 0001213900-24-017666
- Form Type:
- 13D Filing
- Publication Date:
- 2024-02-26 19:00:00
- Filed By:
- Petrus Advisers Ltd.
- Company:
- Criteo S.a.
- Filing Date:
- 2024-02-27
- SEC Url:
- 13D Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Petrus Advisers Ltd | 2,446,674 | 0 | 2,922,248 | 2,922,248 | 5.29% | |
| Klaus Umek | 2,446,674 | 39,649 | 2,922,248 | 2,961,897 | 5.36% | |
| Till Hufnagel | 2,446,674 | 168,061 | 2,922,248 | 3,090,309 | 5.60% |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
| Criteo S.A. | ||
| (Name of Issuer) | ||
| American Depositary Shares, each representing one Ordinary Share, nominal value €0.025 per share | ||
| (Title of Class of Securities) | ||
| 226718104 | ||
| (CUSIP Number) | ||
Connie Neumann Office and compliance manager Petrus Advisers Ltd Eighth Floor, 6 New Street Square, New Fetter Lane London EC4A 3AQ, United Kingdom +44 20 7933 8831 | ||
| (Name, Address and Telephone Number of Person Authorized to | ||
| Receive Notices and Communications) | ||
| February 22, 2024 | ||
| (Date of Event which Requires Filing of this Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☒
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d-7 for other parties to whom copies are to be sent.
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 226718104 | 13D | Page 2 of 11 pages |
| 1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||
| Petrus Advisers Ltd. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | ||
| (see instructions) | (a) | ☐ | |
| (b) | ☐ | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS* (see instructions) | ||
| OO | |||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED | ||
| PURSUANT TO ITEMS 2(d) OR 2(e) | ☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
| United Kingdom | |||
| 7 | SOLE VOTING POWER | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 0 | |
| 8 | SHARED VOTING POWER | |
| 2,446,674 | ||
| 9 | SOLE DISPOSITIVE POWER | |
| 0 | ||
| 10 | SHARED DISPOSITIVE POWER | |
| 2,922,248 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
| 2,922,248 | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* | ||
| (see instructions) | ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||
| 5.29%1 | |||
| 14 | TYPE OF REPORTING PERSON* (see instructions) | ||
| FI | |||
| 1 | Based on 55,227,016 Shares (as defined herein) outstanding as of February 16, 2024, as disclosed in the Issuer’s Annual Report on Form 10-K filed on February 23, 2024. |
| CUSIP No. 226718104 | 13D | Page 3 of 11 pages |
| 1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||
| Klaus Umek | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | ||
| (see instructions) | (a) | ☐ | |
| (b) | ☐ | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS* (see instructions) | ||
| OO, PF | |||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED | ||
| PURSUANT TO ITEMS 2(d) OR 2(e) | ☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
| Austrian | |||
| 7 | SOLE VOTING POWER | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 39,649 | |
| 8 | SHARED VOTING POWER | |
| 2,446,674 | ||
| 9 | SOLE DISPOSITIVE POWER | |
| 39,649 | ||
| 10 | SHARED DISPOSITIVE POWER | |
| 2,922,248 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
| 2,961,897 | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* | ||
| (see instructions) | ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||
| 5.36%2 | |||
| 14 | TYPE OF REPORTING PERSON* (see instructions) | ||
| IN, HC | |||
| 2 | Based on 55,227,016 Shares outstanding as of February 16, 2024, as disclosed in the Issuer’s Annual Report on Form 10-K filed on February 23, 2024. |
| CUSIP No. 226718104 | 13D | Page 4 of 11 pages |
| 1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||
| Till Hufnagel | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | ||
| (see instructions) | (a) | ☐ | |
| (b) | ☐ | ||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS* (see instructions) | ||
| OO, PF | |||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED | ||
| PURSUANT TO ITEMS 2(d) OR 2(e) | ☐ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
| German | |||
| 7 | SOLE VOTING POWER | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 168,061 | |
| 8 | SHARED VOTING POWER | |
| 2,446,674 | ||
| 9 | SOLE DISPOSITIVE POWER | |
| 168,061 | ||
| 10 | SHARED DISPOSITIVE POWER | |
| 2,922,248 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
| 3,090,309 | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* | ||
| (see instructions) | ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||
| 5.60%3 | |||
| 14 | TYPE OF REPORTING PERSON* (see instructions) | ||
| IN, HC | |||
| 3 | Based on 55,227,016 Shares outstanding as of February 16, 2024, as disclosed in the Issuer’s Annual Report on Form 10-K filed on February 23, 2024. |
| CUSIP No. 226718104 | 13D | Page 5 of 11 pages |
Item 1. Security and Issuer.
This statement on Schedule 13D relates to the American Depositary Shares issued within the framework of the Amended and Restated Deposit Agreement dated December 28, 2021 between Criteo S.A., the Bank of New York Mellon and owners and holders of American Depositary Shares (the “ADS”), each representing one ordinary share, nominal value €0.025 per share, (the “Shares”) of Criteo S.A., a French société anonyme whose headquarters are located 32 rue Blanche, 75009 Paris, France (the “Issuer”).
| Item 2. Identity and Background. | |||
| (a-c) | This statement is being filed by the following persons (hereafter referred to as a “Reporting Person” individually and “Reporting Persons” collectively): | ||
| NAME | ADDRESS | OCCUPATION | ||
| Petrus Advisers Ltd. (“Petrus”) | Eighth Floor, 6 New Street Square, New Fetter Lane London EC4A 3AQ, United Kingdom | The principal business of Petrus Advisers Ltd. is to hold securities for investment purposes and to act as an investment manager or portfolio adviser for certain investment vehicles and certain managed accounts. | ||
| Till Hufnagel | 100 Pall Mall, London SW1Y 5NQ, United Kingdom | Hufnagel’s principal business is to serve as partner of Petrus Advisers Ltd. | ||
| Klaus Umek | 100 Pall Mall, London SW1Y 5NQ, United Kingdom | Umek’s principal business is to serve as the managing partner of Petrus Advisers Ltd. |
| (d-e) | During the last five years, none of the persons or entities listed above has been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. | ||
| (f) | Petrus is a private limited company organized under the laws of the United Kingdom. Klaus Umek is a citizen of Austria and Till Hufnagel is a citizen of Germany. | ||
| Item 3. Source and Amount of Funds or Other Consideration. | |||
A total of approximately €3.3 million, excluding commissions, was paid to acquire the ADS, including options to acquire ADS, purchased since the filing of the Reporting Persons’ Schedule 13G, filed with the Securities and Exchange Commission on December 1, 2023. The ADS reported herein were purchased using the working capital of the investment vehicles and managed accounts that own the ADS directly, for which Petrus serves as investment manager or portfolio adviser, as well as the personal funds of the private individuals who have signed powers of attorney in favor of Petrus, Mr. Hufnagel and Mr. Umek.
The Reporting Persons may effect purchases of ADS through margin accounts maintained with prime brokers, which extend margin credit as and when required to open or carry positions in their margin accounts, subject to applicable margin regulations, stock exchange rules and such firms’ credit policies. Positions in the ADS may be held in margin accounts and may be pledged as collateral security for the repayment of debit balances in such accounts. Since other securities may be held in such margin accounts, it may not be possible to determine the amounts, if any, of margin used to purchase the ADS. | |||
| Item 4. Purpose of Transaction. | |||
| The Reporting Persons believe that the ADS represent an attractive investment opportunity as the Issuer’s value could substantially increase subject to revising its strategy, and possibly by being the target of a tender offer. On February 22, 2024, the Reporting Persons sent a public letter (the “Letter”) asking the Issuer to (i) prepare an investor day as soon as possible to explain its Retail Media strategy and a new mid-term plan, (ii) accelerate the existing share buyback by means of a substantial self-tender of up to $150 million, (iii) no later than Q4 2024, initiate a comprehensive strategic review, including to evaluate all ownership options, and (iv) refresh the board of directors of the Issuer (the “Board”) by adding independent candidates whom the Reporting Persons will propose, with the aim of strengthening capital markets acumen and industry experience. The Reporting Persons further seek to engage in a dialogue with the Issuer’s managers and Board members to maximize ADS and shareholder value. The Reporting Persons may also seek to communicate with shareholders and other third parties about such discussions and strategy. | |||
| CUSIP No. 226718104 | 13D | Page 6 of 11 pages |
Depending on the evolution of the market for the ADS, as well as the outcome of (i) the Reporting Persons’ discussions with the Issuer’s managers and Board members (regarding in particular the Reporting Persons’ proposal to submit the candidacy of independent Board members to the next general meeting), (ii) the publication of the Letter, and (iii) the change, if any, in the Issuer’s strategy, the Reporting Persons may seek to obtain the appointment of new Board members, or the dismissal of existing Board members, at the Issuer’s next general meeting.
A copy of the Letter is filed as an exhibit to this statement on Schedule 13D and is incorporated herein by reference.
The Reporting Persons intend to review their investment in the Issuer on a continuing basis and depending upon various factors, including without limitation, the Issuer’s financial position and strategic direction, the outcome of any discussions referenced above, overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of securities of the Issuer at prices that would make the purchase or sale of such securities desirable, may endeavor (i) to increase or decrease their position in the Issuer through, among other things, the purchase or sale of securities of the Issuer, including through transactions involving the ADS, the Shares and/or other equity, debt, notes, other securities, or derivative or other instruments that are based upon or relate to the value of securities of the Issuer in the open market or in private transactions, including through a trading plan created under Rule 10b5-1(c) or otherwise, on such terms and at such times as the Reporting Persons may deem advisable and/or (ii) to enter into transactions that increase or hedge their economic exposure to the ADS and the Shares without affecting their beneficial ownership of the ADS and the Shares. In addition, the Reporting Persons may, at any time and from time to time, (i) review or reconsider their position and/or change their purpose and/or formulate plans or proposals with respect thereto and (ii) consider or propose one or more of the actions described in subparagraphs (a) - (j) of Item 4 of Schedule 13D.
| Item 5. Interest in Securities of the Issuer. | |||
| (a) | See rows (11) and (13) of pages 2, 3 and 4 of this Schedule 13D for the aggregate number of ADS and percentage of ADS beneficially owned by the Reporting Persons. These amounts include an aggregate 1,550,000 ADS that the Reporting Persons have the right to acquire within 60 days upon exercise of long standardized call options. The aggregate percentage of ADS reported beneficially owned by the Reporting Persons is based upon 55,227,016 Shares outstanding as of February 16, 2024, as disclosed in the Issuer’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed by the Issuer with the Securities and Exchange Commission on February 23, 2024. | ||
| (b) | See rows (7) through (10) of pages 2, 3 and 4 of this Schedule 13D for the ADS as to which the Reporting Persons have the sole or shared power to vote or direct the vote and sole or shared power to dispose or direct the disposition. Each of Petrus, Mr. Hufnagel and Mr. Umek may be deemed to share voting power and share dispositive power over the ADS and options to acquire ADS held directly by the investment vehicles and managed accounts for which Petrus serves as investment manager or portfolio adviser and the private individuals who have signed powers of attorney in favor of Petrus. | ||
| (c) | The transactions in the ADS effected by the Reporting Persons during the past sixty (60) days, which were all in the open market, are set forth on Schedule 1 attached hereto. | ||
| (d) | The ADS reported on this statement on Schedule 13D as being beneficially owned by the Reporting Persons include ADS and options to acquire ADS owned directly by certain investment vehicles and managed accounts for which Petrus serves as investment manager or portfolio adviser, private individuals who have signed powers of attorney in favor of Petrus, and Mr. Hufnagel and Mr. Umek, each of which is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the ADS and options to acquire ADS held directly by them. | ||
| (e) | Not applicable. | ||
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. | |||
The information set forth in each of Item 3 and Item 5 of this Schedule 13D is incorporated herein by reference.
In connection with filing this Schedule 13D jointly, pursuant to Rule 13d-1(k)(1) under the Act, the Reporting Persons entered into a Joint Filing Agreement, a copy of which is filed as an exhibit to this statement on Schedule 13D and is incorporated herein by reference.
Except as otherwise set forth in this Schedule 13D, there are no contracts, arrangements, understandings or relationships between the Reporting Persons named in Item 2 and any other person with respect to any securities of the Issuer.
| CUSIP No. 226718104 | 13D | Page 7 of 11 pages |
| Item 7. Material to be Filed as Exhibits. | |||
| Exhibit 1 – Joint Filing Agreement, dated February 27, 2024. | |||
| Exhibit 2 – Letter to the Issuer, dated February 22, 2024. | |||
| CUSIP No. 226718104 | 13D | Page 8 of 11 pages |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| Petrus Advisers Ltd. | ||
| By: | /s/ Suraj Shah | |
| Suraj Shah | ||
| (Name) | ||
| Director | ||
| (Title) | ||
| February 27, 2024 | ||
| (Date) |
| By: | /s/ Klaus Umek | |
| Klaus Umek | ||
| February 27, 2024 | ||
| (Date) |
| By: | /s/ Till Hufnagel | |
| Till Hufnagel | ||
| February 27, 2024 | ||
| (Date) |
| CUSIP No. 226718104 | 13D | Page 9 of 11 pages |
SCHEDULE 1
Transactions in the ADS of the Issuer by the Reporting Persons During the Past Sixty (60) Days
The following table sets forth all transactions in the ADS effected during the past sixty (60) days by the Reporting Persons. Except as noted below, all such transactions were effected in the open market through brokers and the price per share excludes commissions.
| Reporting Person | Type | Quantity4 | Name of Security | Price5 | Trade Date6 | |||||
| Petrus Advisers LTD | Sell | -1,518 | CRTO US Equity | 25.20593 | 20231227 | |||||
Klaus Umek | Sell | -600 | CRTO US Equity | 25.0071 | 20231227 | |||||
| Petrus Advisers LTD | Sell | -2,889 | CRTO US Equity | 25.10727 | 20231228 | |||||
| Petrus Advisers LTD | Sell | -1,712 | CRTO US Equity | 25.12770 | 20231228 | |||||
| Petrus Advisers LTD | Sell | -50,000 | CRTO US Equity | 25.19000 | 20231229 | |||||
| Petrus Advisers LTD | Buy | 1,000 | CRTO US Equity | 25.09900 | 20231229 | |||||
| Petrus Advisers LTD | Buy | 25,000 | CRTO US Equity | 25.29758 | 20231229 | |||||
| Petrus Advisers LTD | Buy | 30,000 | CRTO US Equity | 25.28340 | 20231229 | |||||
| Petrus Advisers LTD | Buy | 34,000 | CRTO US Equity | 25.28418 | 20231229 | |||||
| Klaus Umek | Sell | -4,832 | CRTO US Equity | 25.0257 | 20231229 | |||||
| Petrus Advisers LTD | Buy | 45,000 | CRTO US Equity | 24.99485 | 20240102 | |||||
| Petrus Advisers LTD | Buy | 50,000 | CRTO US Equity | 24.84981 | 20240102 | |||||
| Petrus Advisers LTD | Sell | -5,000 | CRTO US Equity | 24.74000 | 20240104 | |||||
| Petrus Advisers LTD | Buy | 250 | CRTO US Equity | 24.50980 | 20240104 | |||||
| Petrus Advisers LTD | Buy | 10,380 | CRTO US Equity | 24.45797 | 20240104 | |||||
| Petrus Advisers LTD | Sell | -22,300 | CRTO US Equity | 24.57729 | 20240105 | |||||
| Petrus Advisers LTD | Buy | 11,269 | CRTO US Equity | 24.26476 | 20240105 | |||||
| Petrus Advisers LTD | Buy | 3,244 | CRTO US Equity | 24.23029 | 20240109 | |||||
| Petrus Advisers LTD | Sell | -37,719 | CRTO US Equity | 24.81149 | 20240111 | |||||
| Petrus Advisers LTD | Buy | 1,500 | CRTO US Equity | 24.42397 | 20240111 | |||||
| Petrus Advisers LTD | Sell | -15,721 | CRTO US Equity | 25.00029 | 20240112 | |||||
| Petrus Advisers LTD | Buy | 15,000 | CRTO US Equity | 24.86574 | 20240112 | |||||
| Petrus Advisers LTD | Buy | 2,500 | CRTO US Equity | 24.46904 | 20240116 | |||||
| Petrus Advisers LTD | Buy | 2,500 | CRTO US Equity | 24.49454 | 20240116 | |||||
| Petrus Advisers LTD | Sell | -100 | CRTO US Equity | 24.30000 | 20240117 | |||||
| Klaus Umek | Sell | -55,560 | CRTO US Equity | 24.4358 | 20240117 | |||||
| Petrus Advisers LTD | Sell | -4,168 | CRTO US Equity | 24.43117 | 20240118 | |||||
| Petrus Advisers LTD | Sell | -10,077 | CRTO US Equity | 24.62221 | 20240119 | |||||
| Petrus Advisers LTD | Assignment | 5,000 500,000 | CRTO US 01/19/24 P25 Equity CRTO US Equity | 0.00000 25.00000 | 20240119 | |||||
| Petrus Advisers LTD | Sell | -2,392 | CRTO US Equity | 24.88343 | 20240122 | |||||
| Petrus Advisers LTD | Sell | -9,100 | CRTO US Equity | 25.16000 | 20240123 | |||||
| Petrus Advisers LTD | Sell | -1,547 | CRTO US Equity | 25.21319 | 20240123 | |||||
| Petrus Advisers LTD | Sell | -10,000 | CRTO US Equity | 25.39511 | 20240124 | |||||
| Petrus Advisers LTD | Sell | -9,735 | CRTO US Equity | 25.45067 | 20240124 | |||||
| Petrus Advisers LTD | Buy | 2,000 | CRTO US 02/16/24 C30 Equity | 0.25000 | 20240124 |
| 4 | Quantity of options reflects number of contracts, with each contract representing 100 ADS. |
| 5 | Price per share in US dollars. |
| 6 | Trade dates are following the format YYYYMMDD. |
| CUSIP No. 226718104 | 13D | Page 10 of 11 pages |
| Petrus Advisers LTD | Buy | 1,000 | CRTO US Equity | 25.5640 | 20240125 | |||||
| Petrus Advisers LTD | Sell | -13,757 | CRTO US Equity | 25.73459 | 20240126 | |||||
| Petrus Advisers LTD | Sell | -10,061 | CRTO US Equity | 25.70472 | 20240126 | |||||
Klaus Umek | Buy | 13,730 | CRTO US Equity | 25.85765 | 20240126 | |||||
| Petrus Advisers LTD | Sell | -10,996 | CRTO US Equity | 25.91127 | 20240129 | |||||
| Petrus Advisers LTD | Sell | -2,946 | CRTO US Equity | 26.01494 | 20240129 | |||||
| Petrus Advisers LTD | Sell | -3,692 | CRTO US Equity | 26.13014 | 20240130 | |||||
| Petrus Advisers LTD | Sell | -2,128 | CRTO US Equity | 26.13919 | 20240130 | |||||
| Klaus Umek | Buy | 3,500 | CRTO US Equity | 26.024 | 20240130 | |||||
| Till Hufnagel | Buy | 10,000 | CRTO US Equity | 26.1247 | 20240130 | |||||
| Petrus Advisers LTD | Buy | 2,000 | CRTO US Equity | 26.04555 | 20240131 | |||||
| Petrus Advisers LTD | Buy | 20,000 | CRTO US Equity | 26.14175 | 20240131 | |||||
| Petrus Advisers LTD | Buy | 20,000 | CRTO US Equity | 26.14425 | 20240131 | |||||
| Petrus Advisers LTD | Sell | -240,856 | CRTO US Equity | 24.72210 | 20240201 | |||||
| Petrus Advisers LTD | Sell | -94,144 | CRTO US Equity | 24.72210 | 20240201 | |||||
| Petrus Advisers LTD | Buy | 250 | CRTO US Equity | 26.25800 | 20240201 | |||||
| Petrus Advisers LTD | Buy | 5,000 | CRTO US 07/19/24 C25 Equity | 3.00000 | 20240201 | |||||
| Petrus Advisers LTD | Sell | -6,400 | CRTO US Equity | 26.38500 | 20240202 | |||||
| Petrus Advisers LTD | Sell | -100 | CRTO US Equity | 26.40000 | 20240202 | |||||
| Petrus Advisers LTD | Buy | 25,000 | CRTO US Equity | 26.04621 | 20240205 | |||||
| Petrus Advisers LTD | Sell | -4,830 | CRTO US Equity | 26.20041 | 20240206 | |||||
| Petrus Advisers LTD | Sell | -1,094 | CRTO US Equity | 26.20411 | 20240206 | |||||
| Petrus Advisers LTD | Sell | -50,000 | CRTO US Equity | 30.77579 | 20240207 | |||||
| Petrus Advisers LTD | Sell | -25,000 | CRTO US Equity | 30.65444 | 20240207 | |||||
| Petrus Advisers LTD | Sell | -25,000 | CRTO US Equity | 30.78328 | 20240207 | |||||
| Petrus Advisers LTD | Sell | -25,000 | CRTO US Equity | 30.85994 | 20240207 | |||||
| Petrus Advisers LTD | Sell | -25,000 | CRTO US Equity | 30.70018 | 20240207 | |||||
| Petrus Advisers LTD | Sell | -16,450 | CRTO US Equity | 30.77751 | 20240207 | |||||
| Petrus Advisers LTD | Sell | -15,200 | CRTO US Equity | 30.93281 | 20240207 | |||||
| Petrus Advisers LTD | Sell | -15,000 | CRTO US Equity | 30.91514 | 20240207 | |||||
| Petrus Advisers LTD | Sell | -15,000 | CRTO US Equity | 30.82196 | 20240207 | |||||
| Petrus Advisers LTD | Sell | -8,550 | CRTO US Equity | 30.68247 | 20240207 | |||||
| Petrus Advisers LTD | Sell | -1,100 | CRTO US Equity | 30.9100 | 20240207 | |||||
| Petrus Advisers LTD | Sell | -600 | CRTO US Equity | 31.00333 | 20240207 | |||||
| Petrus Advisers LTD | Buy | 5,000 | CRTO US Equity | 31.51830 | 20240207 | |||||
Klaus Umek | Sell | -23,790 | CRTO US Equity | 30.41270 | 20240207 | |||||
| Petrus Advisers LTD | Sell | -28,094 | CRTO US Equity | 32.02819 | 20240208 | |||||
| Petrus Advisers LTD | Sell | -25,000 | CRTO US Equity | 31.64675 | 20240208 | |||||
| Petrus Advisers LTD | Sell | -25,000 | CRTO US Equity | 31.78200 | 20240208 | |||||
| Petrus Advisers LTD | Sell | -25,000 | CRTO US Equity | 32.00063 | 20240208 | |||||
| Petrus Advisers LTD | Sell | -25,000 | CRTO US Equity | 32.02503 | 20240208 | |||||
| Petrus Advisers LTD | Sell | -25,000 | CRTO US Equity | 32.17000 | 20240208 | |||||
| Petrus Advisers LTD | Sell | -20,000 | CRTO US Equity | 31.50428 | 20240208 | |||||
| Petrus Advisers LTD | Sell | -1,906 | CRTO US Equity | 31.92099 | 20240208 | |||||
| Petrus Advisers LTD | Sell | -500 | CRTO US Equity | 32.30200 | 20240208 | |||||
| Petrus Advisers LTD | Buy | 10,905 | CRTO US Equity | 26.175 | 20240208 | |||||
| Petrus Advisers LTD | Buy | 14,000 | CRTO US Equity | 26.175 | 20240208 |
| CUSIP No. 226718104 | 13D | Page 11 of 11 pages |
| Petrus Advisers LTD | Buy | 24,185 | CRTO US Equity | 26.175 | 20240208 | |||||
| Petrus Advisers LTD | Sell | -32,500 | CRTO US Equity | 31.90000 | 20240209 | |||||
| Petrus Advisers LTD | Sell | -2,500 | CRTO US 07/19/24 C35 Equity | 2.10000 | 20240209 | |||||
| Petrus Advisers LTD | Buy | 2,500 | CRTO US 07/19/24 C32.5 Equity | 3.17000 | 20240209 | |||||
| Petrus Advisers LTD | Sell | -10,200 | CRTO US Equity | 32.29186 | 20240212 | |||||
| Petrus Advisers LTD | Sell | -4,052 | CRTO US Equity | 32.21594 | 20240212 | |||||
| Petrus Advisers LTD | Buy | 6,500 | CRTO US Equity | 32.17424 | 20240212 | |||||
| Petrus Advisers LTD | Sell | -6,750 | CRTO US Equity | 32.01 | 20240213 | |||||
| Petrus Advisers LTD | Buy | 2,500 | CRTO US Equity | 31.97153 | 20240213 | |||||
| Klaus Umek | Buy | 6,750 | CRTO US Equity | 32.01 | 20240213 | |||||
| Petrus Advisers LTD | Exercise | -2,000 200,000 | CRTO US 02/16/24 C30 Equity CRTO US Equity | 0.00000 30.00000 | 20240216 | |||||
| Petrus Advisers LTD | Sell | -63,000 | CRTO US Equity | 31.00000 | 20240221 | |||||
| Petrus Advisers LTD | Sell | -3,000 | CRTO US 10/18/24 C35 Equity | 2.55000 | 20240221 | |||||
| Petrus Advisers LTD | Buy | 1,681 | CRTO US Equity | 31.28570 | 20240221 | |||||
| Petrus Advisers LTD | Buy | 2,403 | CRTO US Equity | 31.28570 | 20240221 | |||||
| Petrus Advisers LTD | Buy | 2,621 | CRTO US Equity | 31.76980 | 20240221 | |||||
| Petrus Advisers LTD | Buy | 2,974 | CRTO US Equity | 31.28570 | 20240221 | |||||
| Petrus Advisers LTD | Buy | 3,000 | CRTO US 10/18/24 C30 Equity | 4.90000 | 20240221 | |||||
| Petrus Advisers LTD | Buy | 4,901 | CRTO US Equity | 31.76980 | 20240221 | |||||
| Petrus Advisers LTD | Buy | 6,018 | CRTO US Equity | 31.76980 | 20240221 |