WisdomTree Reports Unregistered Equity Sales on March 23, 2026

TL;DR

**WisdomTree just sold new shares privately, potentially diluting your stock.**

AI Summary

WisdomTree, Inc. filed an 8-K on March 24, 2026, reporting unregistered sales of equity securities under Item 3.02 and other events under Item 8.01, with the period of report being March 23, 2026. This filing indicates that WisdomTree may have issued new shares without a public offering, which could dilute the value of existing shares for current stockholders or those considering buying the stock, as more shares would be spread across the same company value.

Why It Matters

Unregistered sales of equity securities can dilute the ownership stake of existing shareholders, potentially impacting the stock price negatively if the market perceives an oversupply of shares or a lack of transparency.

Risk Assessment

Risk Level: medium — The risk is medium because unregistered sales can dilute existing shareholder value, but the specific details of the sale (e.g., number of shares, price, reason) are not fully disclosed in this summary filing.

Analyst Insight

A smart investor would seek further details on the volume and terms of the unregistered equity sales to assess the potential dilution and its impact on their investment in WisdomTree, Inc. before making any decisions.

Key Players & Entities

• WisdomTree, Inc. (company) — the filer of the 8-K
• 0000880631 (company) — WisdomTree's CIK
• 2026-03-24 (date) — filing date of the 8-K
• 2026-03-23 (date) — period of report for the 8-K

FAQ

Key Financial Figures

• $0.01 — e on which registered Common Stock, $0.01 par value WT The New York Stock Exc
• $525.0 million — . (the "Company") priced an offering of $525.0 million aggregate principal amount of 4.50% con
• $78.75 million — s are first issued, up to an additional $78.75 million aggregate principal amount of the Notes
• $1,000 — period") in which the trading price per $1,000 principal amount of Notes for each trad
• $21.58 — itial conversion price of approximately $21.58 per share), subject to adjustment. In c
• $75.0 million — due 2026 (the "2026 Notes") to exchange $75.0 million in aggregate principal amount of the 20
• $0.7 million — of its common stock, and approximately $0.7 million in cash in respect of accrued and unpai
• $275.0 million — due 2029 (the "2029 Notes") to exchange $275.0 million in aggregate principal amount of the 20
• $302.7 million — unt of the 2029 Notes for approximately $302.7 million in cash and approximately 4.19 million
• $1.1 million — of its common stock, and approximately $1.1 million in cash in respect of accrued and unpai
• $70.0 million — principal amount of the 2026 Notes and $70.0 million in aggregate principal amount of the 20

Filing Documents

• p3232608k.htm (8-K) — 31KB
• ex99_1.htm (EX-99.1) — 25KB
• wtlogo_grey.jpg (GRAPHIC) — 9KB
• 0001214659-26-003676.txt ( ) — 240KB
• wt-20260323.xsd (EX-101.SCH) — 3KB
• wt-20260323_lab.xml (EX-101.LAB) — 33KB
• wt-20260323_pre.xml (EX-101.PRE) — 22KB
• p3232608k_htm.xml (XML) — 3KB

02. Unregistered Sales of Equity Securities

Item 3.02. Unregistered Sales of Equity Securities. Convertible Notes On March 23, 2026, WisdomTree, Inc. (the "Company") priced an offering of $525.0 million aggregate principal amount of 4.50% convertible senior notes due 2031 (the "Notes"). In connection therewith, the Company entered into a purchase agreement (the "Purchase Agreement") with an investment bank, as representative of several initial purchasers (the "Initial Purchasers"), pursuant to which the Company agreed to sell the Notes to the Initial Purchasers, subject to customary closing conditions, on March 30, 2026. Pursuant to the Purchase Agreement, the Company also agreed to grant the Initial Purchasers an option to purchase, for settlement during a period of 13 days from, and including, the date the Notes are first issued, up to an additional $78.75 million aggregate principal amount of the Notes. The Notes will mature on October 1, 2031, unless earlier purchased, redeemed or converted. Holders may convert their Notes at their option at any time prior to the close of business on the business day immediately preceding July 1, 2031 only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on June 30, 2026 (and only during such calendar quarter), if the last reported sale price of the Company's common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period after any ten consecutive trading day period (the "measurement period") in which the trading price per $1,000 principal amount of Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company's common stock and the conversion rate on each such trading day; (3) up

01. Other Events

Item 8.01. Other Events. On March 24, 2026, the Company issued a press release announcing that it had priced an offering of $525.0 million aggregate principal amount of the Notes and that the Initial Purchasers also exercised their option to purchase an additional $78.75 million aggregate principal amount of the Notes. A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated herein by reference.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits: Exhibit No. Description 99.1 Press release, dated March 24, 2026, issued by WisdomTree, Inc. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WisdomTree, Inc. Date: March 24, 2026 By: /s/ Bryan Edmiston Bryan Edmiston Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR