8-K
filed June 13, 2023, 7:59 PM ET
ticker CRTO
CIK 0001576427
other
confidence high
sentiment neutral
materiality 0.25
Criteo shareholders approve all 26 resolutions at 2023 AGM, amend bylaw on board observers
Criteo S.A.
- Amendment to Article 15 of Bylaws approved: Board observers may serve terms up to 2 years.
- Directors Rachel Picard, Nathalie Balla, Hubert de Pesquidoux re-elected; Frederik van der Kooi appointed as observer and director.
- Deloitte & Associés ratified as statutory auditor; directors' remuneration for 2023 approved.
- Non-binding advisory vote on executive compensation passed with 48.3M for, 7.8M against.
- Authorizations granted for share buyback, capital reductions, equity grants (options, RSUs) and capital increases.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
Criteo S.A.: Amended Article 15 of the By-laws to limit Board observer terms to no more than two years (effective 2023-06-13).
- Change
- bylaw amendment
- Effective
- 2023-06-13
Exact text from the filing
Article 15 of the By-laws has been amended to provide that Board observers can serve for terms established by the Board of Directors of the Company not to exceed two (2) years.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Criteo S.A. shareholders approved Appointing Mr. Frederik van der Kooi as Director at the 2023-06-13 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-06-13
Exact text from the filing
The resolution appointing Mr. Frederik van der Kooi as Director was approved, based upon the following votes: Voted For Voted Against Abstained 58,577,819 255,059 98,460
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Criteo S.A. shareholders approved Renewing the term of office of Deloitte & Associés as statutory auditor at the 2023-06-13 meeting.
- Outcome
- passed
- Meeting
- 2023-06-13
Exact text from the filing
The resolution renewing the term of office of Deloitte & Associés as statutory auditor was approved, based upon the following votes: Voted For Voted Against Abstained 58,644,440 188,900 97,998
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Criteo S.A. shareholders approved Approving the consolidated financial statements for the fiscal year ended December 31, 2022 at the 2023-06-13 meeting.
- Outcome
- passed
- Meeting
- 2023-06-13
Exact text from the filing
The resolution approving the consolidated financial statements for the fiscal year ended December 31, 2022 was approved, based upon the following votes: Voted For Voted Against Abstained 58,199,877 2,756 728,705
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Criteo S.A. shareholders approved Determining the amount of directors’ remuneration for 2023 and subsequent years at the 2023-06-13 meeting.
- Outcome
- passed
- Meeting
- 2023-06-13
Exact text from the filing
The resolution determining the amount of directors’ remuneration for 2023 and subsequent years was approved, based upon the following votes: Voted For Voted Against Abstained 55,958,381 92,212 2,880,745
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Criteo S.A. shareholders approved Approving, on a non-binding advisory basis, the compensation for the named executive officers of the Company at the 2023-06-13 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-06-13
Exact text from the filing
The resolution approving, on a non-binding advisory basis, the compensation for the named executive officers of the Company, was approved, based upon the following votes: Voted For Voted Against Abstained 48,304,997 7,790,129 2,836,212
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Criteo S.A. shareholders approved Ratifying the appointment of Mr. Frederik van der Kooi as an Observer at the 2023-06-13 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-06-13
Exact text from the filing
The resolution ratifying the appointment of Mr. Frederik van der Kooi as an Observer was approved, based upon the following votes: Voted For Voted Against Abstained 58,670,605 162,138 98,595
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Criteo S.A. shareholders approved Approving the statutory financial statements for the fiscal year ended December 31, 2022 at the 2023-06-13 meeting.
- Outcome
- passed
- Meeting
- 2023-06-13
Exact text from the filing
The resolution approving the statutory financial statements for the fiscal year ended December 31, 2022 was approved, based upon the following votes: Voted For Voted Against Abstained 58,199,566 2,807 728,965
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Criteo S.A. shareholders approved Renewing the term of office of Ms. Rachel Picard as Director at the 2023-06-13 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-06-13
Exact text from the filing
The resolution renewing the term of office of Ms. Rachel Picard as Director was approved, based upon the following votes: Voted For Voted Against Abstained 54,532,568 4,288,571 110,199
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Criteo S.A. shareholders approved Renewing the term of office of Mr. Hubert de Pesquidoux as Director at the 2023-06-13 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-06-13
Exact text from the filing
The resolution renewing the term of office of Mr. Hubert de Pesquidoux as Director was approved, based upon the following votes: Voted For Voted Against Abstained 58,400,722 416,474 114,142
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Criteo S.A. shareholders approved Approving the allocation of loss for the fiscal year ended December 31, 2022 at the 2023-06-13 meeting.
- Outcome
- passed
- Meeting
- 2023-06-13
Exact text from the filing
The resolution approving the allocation of loss for the fiscal year ended December 31, 2022 was approved, based upon the following votes: Voted For Voted Against Abstained 58,336,581 4,699 590,058
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Criteo S.A. shareholders approved Renewing the term of office of Ms. Nathalie Balla as Director at the 2023-06-13 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-06-13
Exact text from the filing
The resolution renewing the term of office of Ms. Nathalie Balla as Director was approved, based upon the following votes: Voted For Voted Against Abstained 56,825,429 1,991,742 114,167
View on SEC.gov
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