SEC Form 4 · accession 0001209191-15-043316
Virtu KCG Holdings LLC · KCG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen Schuler
Director
Period of report
May 13, 2015
Accepted (ET)
May 15, 2015 · 4:17 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001569391
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock, par value $0.01 per shareF2,F3 | May 13, 2015 | S$0 | 58,400 | — | D | 5,523,249 | I | See Footnote |
| Restricted Stock UnitsF4 | May 13, 2015 | A | 5,975 | — | A | 12,932 | D | |
| Class A Common Stock, par value $0.01 per shareF5,F3 | May 14, 2015 | S$0 | 42,232 | — | D | 5,481,017 | I | See Footnote |
| Restricted Stock UnitsF6 | May 15, 2015 | M | 6,957 | — | D | 5,975 | D | |
| Class A Common Stock, par value $0.01 per shareF6 | May 15, 2015 | M | 6,957 | — | A | 14,178 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Transactions executed in accordance with a Rule 10b5-1 trading plan established on February 2, 2015.
- F2Represents the sale of 58,400 shares in multiple transactions at prices ranging from $13.40 to $13.44 per share, resulting in a weighted average sale price per share of $13.40. The reporting person undertakes to provide the SEC, the Issuer, or any security holder of the Issuer, upon request, full information pertaining to the number of shares sold at each price.
- F3The reported securities are held by Serenity Investments, LLC, a limited liability company organized under the laws of the state of Alaska ("Serenity"). The reporting person and his wife separately hold equity interests in Serenity that together represent a controlling interest in Serenity. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein.
- F4Restricted stock units granted pursuant to the KCG Holdings, Inc. Amended and Restated Equity Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of the Class A Common Stock of KCG Holdings, Inc. Restricted stock units will vest on May 13, 2016 or upon earlier retirement and will be settled upon vesting.
- F5Represents the sale of 42,232 shares in multiple transactions at prices ranging from $13.40 to $13.45 per share, resulting in a weighted average sale price per share of $13.41. The reporting person undertakes to provide the SEC, the Issuer, or any security holder of the Issuer, upon request, full information pertaining to the number of shares sold at each price.
- F6Represents restricted stock units that vested into Class A Common Stock of KCG Holdings, Inc. on a one-for-one basis.