WisdomTree, Inc. — Director's Dealing 2020

Jan 28, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WisdomTree Investments, Inc. (WETF)
CIK: 0000880631
Period of Report: 2020-01-25

Reporting Person: Frankenthaler Marci (Chief Legal Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-01-25	Common Stock	A	25130	$0.00	Acquired	59285	Direct
2020-01-25	Common Stock	F	4227	$0.00	Disposed	55058	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-01-25	Performance Based Restricted Stock Units	$0.00	A	6283	Acquired		Common Stock (6283)	Direct

Footnotes

F1: Restricted stock awarded by Issuer on January 25, 2020 and vesting as to (i) 8,376 shares on each of January 25, 2021 and 2022 and (ii) 8,378 shares on January 25, 2023.

F2: Includes restricted stock awards vesting as to (i) 18,151 shares on January 25, 2021, (ii) 14,139 shares on January 25, 2022 and (iii) 8,378 shares on January 25, 2023.

F3: Surrender of common stock to Issuer upon vesting of restricted stock award to cover withholding taxes.

F4: On the third anniversary of the grant date, the Performance-Based Restricted Stock Units ("PRSUs") will vest and the number of shares of the Issuer's common stock ("Common Stock") to be issued pursuant to the PRSUs 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 three-year period from the date of grant of the PRSUs. The number of shares of Common Stock to be issued upon vesting of the PRSUs will range between 0% to 200% of the number of shares indicated above (the target share amount).

F5: (Continuation of Footnote 4) - If the Reporting Person's employment is terminated under certain circumstances or a change of control occurs prior to the third 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 pursuant to the PRSUs 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. PRSUs have no voting rights and are generally non-transferable.