# Criteo S.A. (CRTO) — merger/definitive [pending]
Source: SEC API (secapi.ai) · situation sit_03b7316e920b9dad0b81 · retrieved 2026-08-11T16:14:19.900Z

## Overview
Criteo S.A. is a global technology company specialized in digital advertising, particularly in performance marketing and personalized retargeting.

Criteo S.A., a global technology company specialized in digital advertising and performance marketing, is converting from a French public limited liability company (société anonyme) to a Luxembourg public limited liability company (société anonyme) in a cross-border conversion. The conversion will transfer the company's registered office and central administration to 17, Boulevard F.W. Raiffeisen, L-2411 Luxembourg, while retaining its legal personality. The company's ordinary shares will be listed directly on Nasdaq as of the Effective Time (the date of the Constat Deed enacted by the Luxembourg notary), eliminating the current American Depositary Share (ADS) structure. The conversion is subject to shareholder approval by a two-thirds majority at a General Meeting scheduled for February 27, 2026, and is conditioned on satisfaction of several conditions precedent, including a favorable French tax ruling, SEC effectiveness of a Form S-4 registration statement, and Nasdaq confirmation of listing.

## Key dates
- Vote 2026-02-27

## Timeline
- 2026-01-07 · 425 (0001193125-26-005473): 425 - Criteo S.A. — *Criteo S.A. is a global technology company specialized in digital advertising, particularly in performance marketing and personalized retargeting.* Criteo S.A., a global technology company specialized in digital advertising and performance marketing, is converting from a French public limited liability company (société anonyme) to a Luxembourg public limited liability company (société anonyme) in a cross-border conversion. The conversion will transfer the company's registered office and central administration to 17, Boulevard F.W. Raiffeisen, L-2411 Luxembourg, while retaining its legal personality. The company's ordinary shares will be listed directly on Nasdaq as of the Effective Time (the date of the Constat Deed enacted by the Luxembourg notary), eliminating the current American Depositary Share (ADS) structure. The conversion is subject to shareholder approval by a two-thirds majority at a General Meeting scheduled for February 27, 2026, and is conditioned on satisfaction of several conditions precedent, including a favorable French tax ruling, SEC effectiveness of a Form S-4 registration statement, and Nasdaq confirmation of listing.
  https://www.sec.gov/Archives/edgar/data/1576427/0001193125-26-005473.txt

## Citations
- 0001193125-26-005473 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526005473