SEC Form 4 · accession 0001104659-15-029098

Virtu Financial, Inc. · VIRT

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Chief Executive Officer · Director

Period of report

Apr 21, 2015

Accepted (ET)

Apr 21, 2015 · 5:36 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001592386

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class C common stock^F1,F2	Apr 21, 2015	A	300,197	—	A	2,830,742	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Non-voting common interest units of Virtu Financial LLC^F1,F2,F3	—	Apr 21, 2015	A	300,197	A	—	—	Class A common stock	300,197	2,830,742	D

F1Shares of Class C common stock of the Issuer ("Class C Common Stock") have one vote per share but no economic rights (including rights to dividends and distributions upon liquidation) and are issued in an equal amount to the number of non-voting common interest units of Virtu Financial LLC ("Virtu Financial Units") held.
F2Pursuant to the terms of the Exchange Agreement, effective as of April 15, 2015, by and among the Issuer, Virtu Financial LLC and the equityholders of Virtu Financial LLC (the "Exchange Agreement"), Virtu Financial Units, together with a corresponding number of shares of Class C Common Stock, may be exchanged for shares of Class A common stock of the Issuer, which have one vote per share and economic rights (including rights to dividends and distributions upon liquidation), on a one-for-one basis at the discretion of the holder. The exchange rights under the Exchange Agreement do not expire.
F3300,197 Virtu Financial Units vested upon the completion of the Issuer's initial public offering. 100,066 Virtu Financial Units remain subject to time-based vesting conditions.