Criteo S.A. filed a Form 8-K on August 5, 2026, disclosing the appointment of Connor McGogney as Chief Financial Officer effective August 10, 2026, the planned departure of outgoing CFO Sarah Glickman, Q2 2026 financial results, and a share capital reduction following the cancellation of 4,500,000 treasury shares.

Key Highlights

  • New CFO appointed: Connor McGogney, currently Chief Strategy Officer, will assume the role of Chief Financial Officer effective August 10, 2026.
  • Outgoing CFO transition: Sarah Glickman will cease serving as CFO on August 10, 2026, and will act as senior advisor until her employment ends on September 30, 2026.
  • McGogney base salary: His annual base salary is set at $515,000, with a target annual bonus equal to 75% of his annual salary rate.
  • RSU grant: McGogney is eligible to receive RSUs with a value equal to $458,333 on the date of grant, vesting 25% on the first anniversary with quarterly vesting over the succeeding 36 months.
  • Treasury share cancellation: The company's articles of association were amended on July 30, 2026, to reflect cancellation of 4,500,000 ordinary shares previously held in treasury.
  • Revised share capital: Following the cancellation, share capital stands at EUR 1,230,722.375, represented by 49,228,895 ordinary shares at a nominal value of EUR 0.025 each.

Criteo's CFO Succession and Share Capital Reduction Detailed

According to the filing, Criteo S.A. (Nasdaq Global Select Market: CRTO) announced that its Board of Directors approved Connor McGogney's appointment as Chief Financial Officer, effective August 10, 2026. McGogney currently serves as the company's Chief Strategy Officer, leading strategic planning, corporate development, and partnerships. The filing states he joined Criteo in 2018 and has held senior roles across finance, strategy, and corporate development. Prior to Criteo, he served as Vice President, Global M&A and Corporate Development at Nielsen, and before that as Vice President, Investment Banking at Credit Suisse. He holds a B.S. in Information Sciences and Technology from Pennsylvania State University and an M.B.A. with a focus on Corporate Finance from New York University.

Under his amended and restated employment agreement with Criteo Corp., a wholly owned subsidiary, McGogney will receive an annual base salary of $515,000 and a target annual bonus equal to 75% of his annual salary rate. The filing discloses that he is eligible for an RSU grant valued at $458,333 on the date of grant, with 25% vesting on the first anniversary and quarterly vesting over the succeeding 36 months. In the event of an Involuntary Termination, as defined in the Employment Agreement, he would be entitled to severance including 12 months of base salary, one times his target annual bonus, COBRA premium payments for up to 12 months, and continued vesting of unvested RSUs and PSUs for six months. Upon an Involuntary Termination within one year following a Change in Control, all outstanding unvested RSUs and PSUs would vest immediately.

Separately, the filing reports that on July 30, 2026, the company amended its articles of association to reflect a share capital reduction to EUR 1,230,722.375, resulting from the cancellation of 4,500,000 ordinary shares previously held in treasury. The company also disclosed that it issued a press release and will hold a conference call regarding its financial results for the quarter ended June 30, 2026, with a reconciliation of non-GAAP financial measures included in the attached Exhibit 99.1.

What Was Disclosed

The filing disclosed a CFO succession at Criteo, the key compensation terms for the incoming CFO, the outgoing CFO's transition timeline through September 30, 2026, and a share capital reduction reflecting the cancellation of 4,500,000 treasury shares effective July 30, 2026.