SEC Form 4 · accession 0000950142-17-000062
Virtu KCG Holdings LLC · KCG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Rene M Kern
Director
Period of report
Jan 3, 2017
Accepted (ET)
Jan 5, 2017 · 5:05 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001569391
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class A WarrantsF1,F2,F3 | $12.00 | Jan 3, 2017 | S | 359,231 | D | Jul 1, 2013 | Jul 1, 2017 | Class A Common Stock | 359,231 | 0 | I |
| Class B WarrantsF1,F2,F3 | $13.50 | Jan 3, 2017 | S | 359,231 | D | Jul 1, 2013 | Jul 1, 2018 | Class A Common Stock | 359,231 | 0 | I |
| Class C WarrantsF1,F2,F3 | $15.00 | Jan 3, 2017 | S | 359,242 | D | Jul 1, 2013 | Jul 1, 2019 | Class A Common Stock | 359,242 | 0 | I |
Explanation of responses
- F1On January 3, 2017, pursuant to a purchase agreement (the "Purchase Agreement") between KCG Holdings, Inc. (the "Issuer") and GA-GTCO Interholdco, LLC ("GA-GTCO Interholdco"), a Delaware limited liability company, dated as of November 17, 2016, GA-GTCO Interholdco disposed of an aggregate of 1,077,704 warrants to purchase the Issuer's Class A Common Stock, par value $0.01 per share ("Warrants") in exchange for 47,716 shares of common stock, par value $0.01 per share of Bats Global Markets, Inc.
- F2The members of GA-GTCO Interholdco are General Atlantic Partners 83, L.P., a Delaware limited partnership ("GAP 83"), General Atlantic Partners 93, L.P., a Delaware limited partnership ("GAP 93"), GA-GTCO US AIV, L.P., a Delaware limited partnership ("GA US AIV"), GA-GTCO AIV, L.P., a Delaware limited partnership ("GA AIV"), GAP-W, LLC, a Delaware limited liability company ("GAP-W"), GAP Coinvestments III, LLC, a Delaware limited liability company ("GAPCO III"), GAP Coinvestments IV, LLC, a Delaware limited liability company ("GAPCO IV"), GAP Coinvestments CDA, L.P., a Delaware limited partnership ("GAPCO CDA"), and GapStar, LLC, a Delaware limited liability company ("GapStar"). The general partner of GAP 83, GAP 93, GA US AIV and GA AIV is General Atlantic GenPar, L.P. ("GenPar"); (cont'd in footnote 3)
- F3(cont'd from footnote 2) GenPar is also the manager of GAP-W. The general partner of GenPar is General Atlantic LLC ("GA LLC"). GA LLC is the managing member of GAPCO III and GAPCO IV and the general partner of GAPCO CDA. While GA LLC and GenPar may be deemed to beneficially own all of the Warrants reported herein, each disclaims such beneficial ownership except to the extent of their respective pecuniary interest therein. Certain managing directors of GA LLC are the members of GapStar. The managing directors of GA LLC may be deemed to share voting and dispositive power with respect to shares and interests described herein, and voting and disposition decisions are made by a portfolio committee of GA LLC comprised of certain of the managing directors and officers of GA LLC. Mr. Kern is a managing director of GA LLC.