WisdomTree (NYSE: WT) to buy back $51.9M of 3.25% 2029 notes

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

WisdomTree, Inc. entered into privately negotiated agreements to repurchase approximately $51.9 million in aggregate principal amount of its 3.25% Convertible Senior Notes due 2029 for a total cash price of about $87.3 million. These note repurchase transactions are expected to close on June 1, 2026, subject to customary closing conditions.

After the transactions are completed, roughly $18.1 million of these convertible notes will remain outstanding. The company highlights that statements about the expected closing are forward-looking and could differ from current expectations due to various risks described in its prior SEC reports.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Key Figures

Notes repurchased (principal): $51.9 million Cash repurchase price: $87.3 million Notes remaining outstanding: $18.1 million +3 more

6 metrics

Notes repurchased (principal) $51.9 million Aggregate principal amount of 3.25% Convertible Senior Notes due 2029 to be repurchased

Cash repurchase price $87.3 million Aggregate cash price paid for repurchasing the notes

Notes remaining outstanding $18.1 million Principal amount of 3.25% Convertible Senior Notes due 2029 after repurchase

Coupon rate 3.25% Interest rate on the Convertible Senior Notes due 2029

Expected closing date June 1, 2026 Anticipated closing of the note repurchase transactions, subject to conditions

Note maturity year 2029 Maturity year of the Convertible Senior Notes involved in the repurchase

Key Terms

Convertible Senior Notes, aggregate principal amount, aggregate cash repurchase price, forward-looking statements, +1 more

5 terms

Convertible Senior Notes financial

"its outstanding 3.25% Convertible Senior Notes due 2029 (the “Notes”)"

Convertible senior notes are a type of loan that a company issues to investors, which can be turned into company shares later on. They are called "senior" because they are paid back before other debts if the company runs into trouble. This allows investors to earn interest like a loan but also have the chance to own part of the company if its value rises.

aggregate principal amount financial

"to repurchase approximately $51.9 million in aggregate principal amount of the Notes"

The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.

aggregate cash repurchase price financial

"for an aggregate cash repurchase price of approximately $87.3 million"

forward-looking statements regulatory

"contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

Risk Factors regulatory

"the other risks set forth under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K"

Risk factors are elements or conditions that could cause an investment's value to decrease or lead to potential losses. They are like warning signs or obstacles that can affect the success of an investment, making it uncertain or more unpredictable. Recognizing risk factors helps investors understand the possible challenges and make more informed decisions.

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Understanding 8-K Material Events →

05/28/2026 - 05:42 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 28, 2026

WisdomTree, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-10932

13-3487784

(State or other jurisdiction

of incorporation)

Commission

File Number:

(IRS Employer

Identification No.)

250 West 34^th Street

3^rd Floor

New York, NY 10119

(Address of principal executive offices, including zip code)

(212) 801-2080

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, $0.01 par value

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 8.01. Other Events.

On May 28, 2026, WisdomTree, Inc. (the “Company”) entered into individual, privately negotiated repurchase agreements with certain holders of its outstanding 3.25% Convertible Senior Notes due 2029 (the “Notes”) to repurchase approximately $51.9 million in aggregate principal amount of the Notes for an aggregate cash repurchase price of approximately $87.3 million (the “Notes repurchase transactions”). The Notes repurchase transactions are expected to close on June 1, 2026, subject to the satisfaction of customary closing conditions. After consummation of the Notes repurchase transactions, approximately $18.1 million of the Notes will be outstanding.

Cautionary Statement Regarding Forward-Looking Statements

This Current Report on Form 8-K contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about the closing of the Notes repurchase transactions. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, these statements relate to future events, and involve known and unknown risks, uncertainties and other factors that may cause actual results to be materially different from expected results expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “continue” or the negative of these terms or other comparable terminology. These statements are only predictions. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties and other factors, which are, in some cases, beyond the Company’s control and which could materially affect results. Factors that may cause actual results to differ materially from current expectations include, among other things, the risk that all or a portion of the Notes repurchase transactions do not close when expected or at all and the other risks set forth under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and in subsequent reports filed with or furnished to the Securities and Exchange Commission. If one or more of these or other risks or uncertainties occur, or if the Company’s underlying assumptions prove to be incorrect, actual results may vary significantly from those implied or projected by the forward-looking statements. No forward-looking statement is a guarantee of future performance. You should read this Current Report on Form 8-K completely and with the understanding that the Company’s actual future results may be materially different from any future results expressed or implied by these forward-looking statements.

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: May 28, 2026	By:	/s/ Bryan Edmiston
		Bryan Edmiston
		Chief Financial Officer

Source: View Original Filing on SEC EDGAR

FAQ

What did WisdomTree (WT) announce regarding its 2029 convertible notes?

WisdomTree agreed to repurchase part of its 3.25% Convertible Senior Notes due 2029. It plans to buy about $51.9 million in principal amount for roughly $87.3 million in cash through privately negotiated transactions, subject to customary closing conditions.

How large is WisdomTree’s planned 2029 note repurchase in dollar terms?

The company plans to repurchase approximately $51.9 million in aggregate principal amount of its 3.25% Convertible Senior Notes due 2029. The agreed aggregate cash repurchase price for these notes is about $87.3 million, reflecting the total cash outlay for the transaction.

How much of WisdomTree’s 3.25% 2029 notes will remain outstanding after the repurchase?

After completing the repurchase transactions, approximately $18.1 million of WisdomTree’s 3.25% Convertible Senior Notes due 2029 will remain outstanding. This figure represents the portion of the notes that will still be in investors’ hands following the closing of the buyback deals.

When is the closing of WisdomTree’s 2029 note repurchase expected?

The note repurchase transactions are expected to close on June 1, 2026. This timing is conditional, as the closing remains subject to the satisfaction of customary closing conditions that must be met before the transactions are completed.

What interest rate applies to WisdomTree’s repurchased 2029 notes?

The notes involved in the repurchase are WisdomTree’s 3.25% Convertible Senior Notes due 2029. The 3.25% rate represents the stated interest on the notes that the company is partially buying back through the announced privately negotiated transactions.

Does WisdomTree’s note repurchase announcement include forward-looking statements?

Yes. The company states that information about the expected closing of the note repurchase transactions includes forward-looking statements. It cautions that actual results may differ due to risks and uncertainties described in its Form 10-K and subsequent SEC reports.

Filing Exhibits & Attachments

3 documents