SEC Form 4 · accession 0001179110-18-014165
INVESTMENT TECHNOLOGY GROUP, INC. · ITG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Angelique DeSanto
Officer — Managing Dir,Gen Counsel & Sec
Period of report
Dec 17, 2018
Accepted (ET)
Dec 19, 2018 · 8:35 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000920424
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Dec 17, 2018 | F | 9,874 | $30.01 | D | 38,541 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On December 13, 2018, the Compensation Committee (the "Committee") of the Board of Directors of Investment Technology Group, Inc. (the "Company") approved, effective December 17, 2018, the accelerated vesting of three separate time-based restricted stock units previously granted to the Reporting Person, representing in the aggregate (a) 5,691 time-based restricted stock units, which were scheduled to vest on January 24, 2019, (b) 4,509 time-based restricted stock units, which were scheduled to vest on February 11, 2019, (c) 6,569 time-based restricted stock units, which were scheduled to vest on January 24, 2020 and (d) 3,600 time-based restricted stock units, which were scheduled to vest on January 24, 2021. The Committee approved the accelerated vesting in order to mitigate potential adverse tax consequences to the Company and the Reporting Person of Section 280G of the Internal Revenue Code, as amended, in connection with the Company's merger with Virtu Financial, Inc.
- F2The reported disposition represents the withholding of shares for payment of taxes arising from the accelerated vesting of the time-based restricted stock units.