Criteo S.A. — Director's Dealing 2021

May 12, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Criteo S.A. (CRTO)
CIK: 0001576427
Period of Report: 2021-05-07

Reporting Person: Damon Ryan (EVP, Gen Counsel, Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-07	Ordinary Shares	M	40938	$21.32	Acquired	174962	Direct
2021-05-07	Ordinary Shares	S	12467	$38.8271	Disposed	162495	Direct
2021-05-07	Ordinary Shares	S	40938	$38.25	Disposed	121557	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-07	Stock Option (right to buy)	$21.32	M	40938	Disposed	2028-10-25	Ordinary Shares (40938.0)	Direct

Footnotes

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.