0001209191-17-058304.txt : 20171030 0001209191-17-058304.hdr.sgml : 20171030 20171030162944 ACCESSION NUMBER: 0001209191-17-058304 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20171026 FILED AS OF DATE: 20171030 DATE AS OF CHANGE: 20171030 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: de Pesquidoux Hubert CENTRAL INDEX KEY: 0001464176 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36153 FILM NUMBER: 171162695 MAIL ADDRESS: STREET 1: TEKELEC, 5200 PARAMOUNT PARKWAY CITY: MORRISVILLE STATE: NC ZIP: 27560 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Criteo S.A. CENTRAL INDEX KEY: 0001576427 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING AGENCIES [7311] IRS NUMBER: 000000000 STATE OF INCORPORATION: I0 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 32 RUE BLANCHE CITY: PARIS STATE: I0 ZIP: 75009 BUSINESS PHONE: 33140402290 MAIL ADDRESS: STREET 1: 32 RUE BLANCHE CITY: PARIS STATE: I0 ZIP: 75009 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-10-26 0 0001576427 Criteo S.A. CRTO 0001464176 de Pesquidoux Hubert C/O CRITEO LEGAL DEPT. 387 PARK AVENUE SOUTH, 12TH FLOOR NEW YORK NY 10016 1 0 0 0 Non-employee Warrant (right to buy) 42.19 2017-10-26 4 A 0 12225 16.36 A 2027-10-26 Ordinary Shares 12225 12225 D The exercise price of the non-employee warrant is 35.80 euros. The U.S. dollar equivalent of the exercise price is $42.19 using the European Central Bank rate as of October 25, 2017 (1.00 = $1.1785). One-fourth of the grant will vest on the first anniversary of the grant date and an additional 1/16th of the grant vests quarterly thereafter. The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share. The subscription price of the non-employee warrant is 13.88 euros. The U.S. dollar equivalent of the exercise price is $16.36 using the European Central Bank rate as of October 25, 2017 (1.00 = $1.1785). The subscription price was satisfied by offset from fees otherwise payable to the reporting person by the Company for service as a director. /s/ Benoit Fouilland, as attorney-in-fact for Hubert de Pesquidoux 2017-10-30 EX-24 2 attachment1.htm EX-24 DOCUMENT

POWER OF ATTORNEY
Know all by these presents, that Hubert de Pesquidoux (“Principal”) hereby constitutes and appoints Benoit Fouilland with full power of substitution, Principal’s true and lawful attorney-in-fact to:
(1)          execute for and on behalf of the undersigned, in any capacity that requires filing Forms 3, 4, and 5 with respect to Criteo S.A. (the “Company”) in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;
(2)          do and perform any and all acts for and on behalf of Principal which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and file such form with the U.S. Securities and Exchange Commission and any stock exchange or similar authority; and
(3)          take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, Principal, it being understood that the documents executed by such attorney-in-fact on behalf of Principal pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
Principal hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as Principal might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that each such attorney-in-fact, or his substitute(s), shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. Principal acknowledges that each such attorney-in-fact, in serving in such capacity at the request of Principal, is not assuming, nor is the Company assuming any of Principal’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force and effect until Principal is no longer required to file Forms 3, 4, and 5 with respect to Principal’s holdings of and transactions in securities issued by the Company, unless earlier revoked by Principal in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney shall revoke and replace any other power of attorney that Principal has previously granted to Nicole Kelsey in filing Forms 3, 4, and 5 with respect to Principal’s holdings of and transactions in securities issued by the Company.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
IN WITNESS WHEREOF, the undersigned have caused this Power of Attorney to be executed as of the date specified below.

By: 
/s/ Hubert de Pesquidoux
  
 
Hubert de Pesquidoux
  
 
Date: September 20, 2017