What changed in this filing

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Item 5. Other Information

2024-11-07 compared with 2024-08-02 · 42 added, 40 removed, 87 unchanged (49% of the section changed)

OTHER INFORMATION

This disclosure is intended to satisfy any obligation

to provide disclosures pursuant to Item 5.03 of Form 8-K.

Effective August 1, 2024, our Board of Directors

approved an amendment and restatement of our Fourth Amended and Restated By-Laws (as amended and restated, the “Fifth Amended and

Restated By-Laws,” which are referred to in this Report as the “By-laws”).

The By-laws were amended to repeal the proxy

access provision (Article II, Section 11(d)(4)(G)) that required the proposed director nominee to provide the Board with an irrevocable

letter of resignation, subject to acceptance by the Board in the event that, at some later date, the Board determined that the nominee

made untrue statements in connection with their proxy access submission.

The foregoing description of the amendment contained

in the By-laws is qualified in its entirety by reference to the By-laws, which are filed as Exhibit 3.7 to this Report.

10b5-1 Trading Arrangements

During the three months ended June 30, 2024, none

of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, terminated or modified a Rule

10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation

During the three months ended September 30, 2024,

none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, terminated or modified

a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation

EXHIBIT INDEX

4 unchanged sentences

on Form 8-K, filed with the SEC on November 7, 2022)

Certificate of Amendment to

the Amended and Restated Certificate of Incorporation (Declassification of Board of Directors) (incorporated by reference to Exhibit 3.1

of the Registrant’s Current Report on Form 8-K, filed with the SEC on July 20, 2022)

Certificate of Amendment to the Amended

and Restated Certificate of Incorporation (Declassification of Board of Directors) (incorporated by reference to Exhibit 3.1 of the Registrant’s

Current Report on Form 8-K, filed with the SEC on July 20, 2022)

Certificate of Amendment to the Amended

and Restated Certificate of Incorporation (Increase in Authorized Shares) (incorporated by reference to Exhibit 3.2 of the Registrant’s

3 unchanged sentences

Report on Form 8-K filed with the SEC on April 13, 2018)

Certificate of Elimination of Series A

Non-Voting Convertible Preferred Stock of the Registrant (incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report

on Form 8-K, filed with the SEC on August 13, 2024)

Certificate of Designations of Series

1 unchanged sentence

Registration Statement on Form 8-A filed with the SEC on March 20, 2023)

Fifth Amended and Restated By-Laws

Fifth Amended and Restated By-Laws (incorporated

by reference to Exhibit 3.7 of the Registrant’s Quarterly Report on Form 10-Q, filed with the SEC on August 2, 2024)

Specimen Common Stock Certificate (incorporated

26 unchanged sentences

Report on Form 8-K, filed with the SEC on February 14, 2023)

Indenture, dated as of August 13, 2024,

by and between the Registrant and U.S.

Bank Trust Company, National Association, as Trustee (incorporated by reference to Exhibit 4.1

of the Registrant’s Current Report on Form 8-K, filed with the SEC on August 13, 2024)

Form of Global Note, representing the Registrant’s

3.25% Convertible Senior Notes due 2029 (incorporated by reference to Exhibit 4.2 of the Registrant’s Current Report on Form 8-K,

filed with the SEC on August 13, 2024)

Stockholder Rights Agreement, dated

17 unchanged sentences

8-K, filed with the SEC on March 18, 2024)

Amendment No.

4, dated as of

March 25, 2024, to Stockholder Rights Agreement, dated as of March 17, 2023, as amended, between WisdomTree, Inc.

and Continental Stock

Transfer & Trust Company, as Rights Agent (incorporated by reference to Exhibit 4.1 of the Registrant’s Current Report on Form

8-K, filed with the SEC on March 29, 2024)

Amendment No.

5, dated as of

April 30, 2024, to Stockholder Rights Agreement, dated as of March 17, 2023, as amended, between WisdomTree, Inc.

and Continental Stock

Transfer & Trust Company, as Rights Agent (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form

8-K, filed with the SEC on April 30, 2024)

4, dated as of March 25, 2024, to Stockholder Rights Agreement, dated as of March 17, 2023, as amended, between WisdomTree, Inc.

Continental Stock Transfer & Trust Company, as Rights Agent (incorporated by reference to Exhibit 4.1 of the Registrant’s Current

Report on Form 8-K, filed with the SEC on March 29, 2024)

5, dated as of April 30, 2024, to Stockholder Rights Agreement, dated as of March 17, 2023, as amended, between WisdomTree, Inc.

Continental Stock Transfer & Trust Company, as Rights Agent (incorporated by reference to Exhibit 4.1 to the Registrant’s Current

Report on Form 8-K, filed with the SEC on April 30, 2024)

Agreement, dated as of August 5, 2024, by and between ETFS Capital Limited and WisdomTree, Inc.

(incorporated by reference to Exhibit

4.1 of the Registrant’s Current Report on Form 8-K, filed with the SEC on August 8, 2024)

Stock Repurchase

Agreement, dated as of August 5, 2024, by and between WisdomTree, Inc.

and ETFS Capital Limited (incorporated by reference to Exhibit

10.1 of the Registrant’s Current Report on Form 8-K, filed with the SEC on August 8, 2024)

Rule 13a-14(a) / 15d-14(a) Certification

1 unchanged sentence

Certification pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley

Financial Statements from the Quarterly Report on Form 10-Q of the Company for the three months ended June 30, 2024, formatted

(i) Consolidated Balance Sheets at June 30, 2024 (Unaudited) and December 31, 2023;

(ii) Consolidated Statements of

Operations and Comprehensive Income for the three and six months ended June 30, 2024 and June 30, 2023 (Unaudited);

(iii) Consolidated

Statements of Changes in Stockholders’ Equity for the three and six months ended June 30, 2024 and June 30, 2023 (Unaudited);

Consolidated Statements of Cash Flows for the six months ended June 30, 2024 and June 30, 2023 (Unaudited);

and (v) Notes to Consolidated

Financial Statements, as blocks of text and in detail.

Section 1350, as adopted pursuant to Section

906 of the Sarbanes-Oxley Act of 2002

Financial Statements from the Quarterly Report on Form 10-Q of the Company for the three months ended

September 30, 2024, formatted in XBRL:

(i) Consolidated Balance Sheets at September 30, 2024 (Unaudited) and December 31, 2023;

(ii) Consolidated

Statements of Operations and Comprehensive Income for the three and nine months ended September 30, 2024 and September 30, 2023 (Unaudited);

(iii) Consolidated Statements of Changes in Stockholders’ Equity for the three and nine months ended September 30, 2024 and September

30, 2023 (Unaudited);

(iv) Consolidated Statements of Cash Flows for the nine months ended September 30, 2024 and September 30, 2023 (Unaudited);

and (v) Notes to Consolidated Financial Statements, as blocks of text and in detail.

Inline XBRL Taxonomy Extension Schema Document

19 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 5. Other Information