What changed in this filing

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Item 5. Other Information

2025-05-09 compared with 2024-11-07 · 43 added, 104 removed, 25 unchanged (85% of the section changed)

1 unchanged sentence

10b5-1 Trading Arrangements

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

On February 25, 2025, R.

Jarrett Lilien , our

President and Chief Operating Officer , entered into a stock trading plan designed to comply with Rule 10b5-1 under the Exchange Act.

the terms of the plan, Mr.

Lilien will sell up to an aggregate of 75,000 shares of our common stock, subject to certain price limitations

set forth in the plan.

The plan will terminate on December 15, 2025.

The plan was adopted during an open trading window, and no sales

will commence under the plan until completion of the required cooling off period.

During the three months ended March 31, 2025,

none of our other 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

Amended and Restated Certificate of Incorporation

(incorporated by reference to Exhibit 3.1 of the Registrant’s Registration Statement on Form 10, filed with the SEC on March 31,

Certificate of Amendment to the Amended

and Restated Certificate of Incorporation (Name Change) (incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report

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

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

Certificate of Designations 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 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

B Junior Participating Cumulative Preferred Stock of the Registrant (incorporated by reference to Exhibit 3.1 of the Registrant’s

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

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

by reference to Exhibit 4.1 of the Registrant’s Registration Statement on Form 10, filed with the SEC on March 31, 2011)

Amended and Restated Stockholders Agreement

among the Registrant and certain investors dated December 21, 2006 (incorporated by reference to Exhibit 4.2 of the Registrant’s

Registration Statement on Form 10, filed with the SEC on March 31, 2011)

Securities Purchase Agreement among the

Registrant and certain investors dated December 21, 2006 (incorporated by reference to Exhibit 4.3 of the Registrant’s Registration

Statement on Form 10, filed with the SEC on March 31, 2011)

Securities Purchase Agreement among the

Registrant and certain investors dated October 15, 2009 (incorporated by reference to Exhibit 4.4 of the Registrant’s Registration

Statement on Form 10, filed with the SEC on March 31, 2011)

Third Amended and Restated Registration

Rights Agreement dated October 15, 2009 (incorporated by reference to Exhibit 4.5 of the Registrant’s Registration Statement on

Form 10, filed with the SEC on March 31, 2011)

Indenture, dated as of June 14,

2021, by and between the Registrant and U.S.

Bank 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 June 14, 2021)

Form of Global Note, representing

the Registrant’s 3.25% Convertible Senior Notes due 2026 (incorporated by reference to Exhibit 4.2 of the Registrant’s Current

Report on Form 8-K, filed with the SEC on June 14, 2021)

Indenture, dated as of February 14,

2023, by and between the Registrant and U.S.

Bank 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 February 14, 2023)

Form of Global Note, representing

the Registrant’s 5.75% Convertible Senior Notes due 2028 (incorporated by reference to Exhibit 4.2 of the Registrant’s Current

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

as of March 17, 2023, between the Registrant and Continental Stock Transfer & Trust Company, as Rights Agent (incorporated by reference

to Exhibit 4.1 of the Registrant’s Registration Statement on Form 8-A filed with the SEC on March 20, 2023)

Amendment No.

1, dated as of May

4, 2023, to Stockholder Rights Agreement, dated as of March 17, 2023, between the Registrant 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 May 5, 2023)

Amendment No.

2, dated as of May

10, 2023, to Stockholder Rights Agreement, dated as of March 17, 2023, between the Registrant and Continental Stock Transfer & Trust

Company, as Rights Agent (incorporated by reference to Exhibit 4.2 of the Registrant’s Current Report on Form 8-K, filed with the

SEC on May 10, 2023)

Amendment No.

3, dated as of

March 18, 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 18, 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)

Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 of the Registrant’s Registration Statement on Form 10, filed with the SEC on March 31, 2011)

Certificate of Amendment to the Amended and Restated Certificate of Incorporation (Name Change) (incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report 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 (Increase in Authorized Shares) (incorporated by reference to Exhibit 3.2 of the Registrant’s Current Report on Form 8-K, filed with the SEC on July 20, 2022)

Certificate of Designations of Series B Junior Participating Cumulative Preferred Stock of the Registrant (incorporated by reference to Exhibit 3.1 of the Registrant’s Registration Statement on Form 8-A filed with the SEC on March 20, 2023)

Certificate of Elimination of Series B Junior Participating Cumulative 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 March 18, 2025)

Fifth Amended and Restated Bylaws (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 by reference to Exhibit 4.1 of the Registrant’s Registration Statement on Form 10, filed with the SEC on March 31, 2011)

Amended and Restated Stockholders Agreement among the Registrant and certain investors dated December 21, 2006 (incorporated by reference to Exhibit 4.2 of the Registrant’s Registration Statement on Form 10, filed with the SEC on March 31, 2011)

Securities Purchase Agreement among the Registrant and certain investors dated December 21, 2006 (incorporated by reference to Exhibit 4.3 of the Registrant’s Registration Statement on Form 10, filed with the SEC on March 31, 2011)

Securities Purchase Agreement among the Registrant and certain investors dated October 15, 2009 (incorporated by reference to Exhibit 4.4 of the Registrant’s Registration Statement on Form 10, filed with the SEC on March 31, 2011)

Third Amended and Restated Registration Rights Agreement dated October 15, 2009 (incorporated by reference to Exhibit 4.5 of the Registrant’s Registration Statement on Form 10, filed with the SEC on March 31, 2011)

Indenture, dated as of June 14, 2021, by and between the Registrant and U.S.

Bank 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 June 14, 2021)

Form of Global Note, representing the Registrant’s 3.25% Convertible Senior Notes due 2026 (incorporated by reference to Exhibit 4.2 of the Registrant’s Current Report on Form 8-K, filed with the SEC on June 14, 2021)

Indenture, dated as of February 14, 2023, by and between the Registrant and U.S.

Bank 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 February 14, 2023)

Form of Global Note, representing the Registrant’s 5.75% Convertible Senior Notes due 2028 (incorporated by reference to Exhibit 4.2 of the Registrant’s Current 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)

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 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);

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 March 31, 2025, formatted in XBRL:

(i) Consolidated Balance Sheets at March 31, 2025 (Unaudited) and December 31, 2024;

(ii) Consolidated Statements of Operations and Comprehensive Income for the three months ended March 31, 2025 and March 31, 2024 (Unaudited);

(iii) Consolidated Statements of Changes in Stockholders’ Equity for the three months ended March 31, 2025 and March 31, 2024 (Unaudited);

(iv) Consolidated Statements of Cash Flows for the three months ended March 31, 2025 and March 31, 2024 (Unaudited);

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

8 unchanged sentences

(2) Furnished herewith.

Pursuant to the requirements of the Exchange

Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on this 9 th

day of May 2025.

WISDOMTREE, INC.

7 unchanged sentences

Chief Financial Officer

(Principal Financial Officer and Principal

Accounting Officer)

(Principal Financial Officer and Principal Accounting Officer)

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