Entry into a Material Definitive Agreement · Completion of Acquisition or Disposition of Assets · Results of Operations and Financial Condition · Regulation FD Disclosure · Other Events
Item 1.01. Entry into a Material Definitive Agreement. Sale and Purchase Agreement As previously disclosed, on March 13, 2026, WisdomTree, Inc. (the “Company”) and WisdomTree International Holdings Ltd (the “Buyer”), a wholly-owned subsidiary of the Company, entered into a Sale and Purchase Agreement (the “Purchase Agreement”) with Atlantic House Holdings Limited, a private limited company incorpo…
Filed May 1, 2026Accepted May 1, 2026, 8:00 AM EDTCIK 880631Accession 0001214659-26-005379
WisdomTree is a modern global asset manager with capabilities across public markets, private markets, tokenization and onchain finance. We offer a diverse suite of exchange-traded products, models and solutions, private market investments and blockchain-enabled products and services, helping investors shape their financial future and financial professionals grow their businesses. Through WisdomTree Onchain™, we combine tokenized investment products, infrastructure and distribution capabilities into an integrated financial services platform serving retail and institutional investors.
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Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01. Entry into a Material Definitive Agreement.
Sale and Purchase Agreement
As previously disclosed, on March 13, 2026,
WisdomTree, Inc. (the “Company”) and WisdomTree International Holdings Ltd (the “Buyer”), a wholly-owned subsidiary
of the Company, entered into a Sale and Purchase Agreement (the “Purchase Agreement”) with Atlantic House Holdings Limited,
a private limited company incorporated in England and Wales (“Atlantic House”), the shareholders of Atlantic House (together,
the “Sellers”), the EBT Trustee and the Individual Guarantor (each as defined in the Purchase Agreement), pursuant to which
the Buyer agreed to acquire from the Sellers all of the issued and outstanding share capital of Atlantic House (the “Acquisition”).
On May 1, 2026, the Buyer completed the
Acquisition for a purchase price of £150.0 million (approximately $200.0 million) in cash paid at the closing, subject to
customary post-closing adjustments, including adjustments to cash, indebtedness and working capital.
Item 2.01Item 2.01 - Completion of Acquisition
Item 2.01. Completion of Acquisition or Disposition of Assets.
Please see the disclosure set forth under “
Item 2.02Item 2.02 - Results of Operations
Item 2.02. Results of Operations and Financial Condition.
On May 1, 2026, the Company issued a press release
announcing its financial results for the three months ended March 31, 2026. A copy of the press release containing this information is
being furnished as Exhibit 99.1 to this Report on Form 8-K and is incorporated herein by reference.
The information furnished pursuant to this Item 2.02,
including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be
deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended (the “Securities Act”).
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure.
On May 1, 2026, the Company issued a press release
announcing the closing of the Acquisition. A copy of the press release containing this information is being furnished as Exhibit 99.2
to this Report on Form 8-K and is incorporated herein by reference.
The information furnished pursuant to this Item 7.01,
including Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject
to the liabilities under that Section and shall not be deemed incorporated by reference into any filing of the Company under the Securities
Act.
Item 8.01Item 8.01 - Other Events
Item 8.01. Other Events.
On April 27, 2026, the Company’s Board
of Directors declared a quarterly cash dividend of $0.03 per share of common stock, payable on May 27, 2026 to stockholders of record
as of the close of business on May 13, 2026. A copy of the press release issued in connection with the dividend is attached as Exhibit 99.1
to this Report on Form 8-K and is incorporated herein by reference.
Filed exhibits (2)
EX-99.1 (by filename) ex99_1.htm
EX-99.1
2
ex99_1.htm
EXHIBIT 99.1
Exhibit 99.1
WisdomTree Announces First Quarter 2026 Results
Record AUM of $152.6 Billion
Diluted Loss Per Share of ($0.17); Adjusted
Earnings Per Share of $0.27
17% Annualized Organic Flow Growth Rate
Operating Margin Expanded by 560 bps Year over
Year; or 770 bps, on an Adjusted Basis
New York, NY - (Business Wire) - May 1, 2026 - WisdomTree,
Inc. (NYSE: WT), a global financial innovator, today reported financial results for the first quarter of 2026.
($23.1) million of net loss ($40.6 (1) million of net
income, as adjusted), including a loss on extinguishment of convertible notes of $62.3 million, comprised of a loss on extinguishment
of $16.9 million associated with the repurchase of $75.0 million in aggregate principal amount of our 3.25% convertible senior notes due
2026 (the “2026 Notes”) and a $45.4 million inducement expense related to the repurchase of $275.0 million in aggregate principal
amount of our 3.25% convertible senior notes due 2029 (the “2029 Notes”). See “Non-GAAP Financial Measurements”
for additional information.
$152.6 billion of ending AUM, an increase of 5.6% from the prior
quarter arising primarily from net i…
EX-99.2
3
ex99_2.htm
EXHIBIT 99.2
Exhibit 99.2
WisdomTree Completes Acquisition of Atlantic
House, Enhancing Active ETF and Defined Outcome Capabilities
Transaction
strengthens Models and Portfolio Solutions capabilities and deepens UK adviser distribution
NEW YORK & LONDON, 1 May 2026 - WisdomTree, Inc.
(NYSE: WT), a global financial innovator, today announced that it has completed its previously announced acquisition of Atlantic House
Holdings Limited (“Atlantic House”), a London-based active manager specializing in defined outcome and derivatives-driven
investment strategies.
The completion of the transaction advances WisdomTree’s strategy
of expanding in structurally growing areas of asset and wealth management. It enhances the firm’s capabilities in defined outcome
and derivatives-driven investing, adding a dedicated investment team with deep expertise and a proven track record in the space.
The acquisition strengthens WisdomTree’s ability to design,
launch and scale differentiated active ETFs globally, accelerating innovation in outcome-oriented strategies and supporting the planned
launch of 15-20 defined outcome ETFs globally, over the next 18 months. It also expan…