SEC Form 3 · accession 0001193125-26-293177
ITG, Inc./DE/ · ITG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peter Giacalone
Director
Period of report
Jul 1, 2026
Accepted (ET)
Jul 1, 2026 · 9:52 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0002110117
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class B common stockF1 | holding | — | — | — | 11,408,973 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LLC InterestsF1,F2 | — | holding | — | — | — | — | — | Class A common stock | 11,408,973 | — | I |
Explanation of responses
- F1The reported securities represent common units of ITG Parent, LLC ("LLC Interests") and an equal number of non-economic voting shares of Class B common stock, each directly held by ITG Management Holdings, LLC ("Management Holdings") as follows: (i) 7,338,629 shares of Class B common stock and an equal number of LLC Interests held on behalf of the Reporting Person; (ii) 351,227 shares of Class B common stock and an equal number of LLC Interests held on behalf of the Reporting Person's spouse; and (iii) 3,719,117 shares of Class B common stock and an equal number of LLC Interests held on behalf of two family trusts of which the Reporting Person is the trustee. The Reporting Person expressly disclaims beneficial ownership of the securities held by Management Holdings except to the extent of their pecuniary interest therein.
- F2Each LLC Interest, upon the cancellation of an equal number of shares of Class B common stock, may be exchanged from time to time, for an equal number of shares of Class A common stock (or, at the election of a majority of the Issuer's disinterested directors, a cash payment equal to a volume-weighted average market price of one share of Class A common stock for each LLC Interest).
Remarks
Exhibit List: Exhibit 24.1 - Power of Attorney