Criteo SA Faces Market Pressure Amid Earnings Miss and Corporate Governance Shift

Criteo SA (NASDAQ: CRTO) experienced a significant decline in its share price on Wednesday, February 13 2026, reaching a new 52‑week low of $16.55 during mid‑day trading. The stock closed the day at $16.9590, a drop from its previous close of $19.49. The decline coincided with a downgrade from Citigroup, which lowered its target price from $34.00 to $26.00 while maintaining a buy rating.

Analyst Reactions

  • Citigroup reduced its target to $26.00 after the earnings miss.
  • Stifel trimmed its target to $30.00 from $42.00, still recommending a buy.
  • Benchmark cut its objective to $30.00 from $38.00, citing a potential upside of 62.07 % from the previous close.
  • Wells Fargo lowered its target to $35.00 from $40.00, retaining an overweight rating and projecting an upside of 89.09 %.

These adjustments reflect growing uncertainty about Criteo’s near‑term financial performance following a quarterly earnings miss that surpassed analysts’ expectations.

Earnings Performance

Criteo reported its fourth‑quarter and full‑year results for the period ending December 31, 2025. The company announced that its profit fell in Q4 and that it remains cautious for 2026 due to contract losses. Despite exceeding revenue expectations in Q4, the earnings shortfall contributed to the sharp decline in share price.

Key points from the earnings call include:

  • A projected contribution decline for Q1 ex‑TAC.
  • High single‑digit underlying growth for 2026, driven by agentic commerce initiatives.
  • A continued focus on maintaining prudence in the face of contract‑related losses.

Corporate Governance Update

On February 13 2026, leading independent proxy advisory firms recommended that shareholders vote FOR the redomiciliation of Criteo S.A. from France to Luxembourg. The recommendation is part of a broader strategy to streamline operations and potentially reduce regulatory burdens. The proposal is scheduled for consideration at the upcoming shareholder meeting, and its outcome may influence investor sentiment.

Market Context

The Nasdaq listing for Criteo, with a market capitalization of approximately $972.68 million, has seen the stock trade within a 52‑week range of $16.55 to $47.25. The price‑earnings ratio stands at 7.38, indicating modest valuation relative to earnings. The latest trading activity, involving over 618,000 shares, reflects heightened volatility following the earnings announcement and analyst revisions.

All figures are taken from publicly available market data and analyst reports dated February 2026.