0001437749-16-041644.txt : 20161109 0001437749-16-041644.hdr.sgml : 20161109 20161109201921 ACCESSION NUMBER: 0001437749-16-041644 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161107 FILED AS OF DATE: 20161109 DATE AS OF CHANGE: 20161109 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BGC Partners, Inc. CENTRAL INDEX KEY: 0001094831 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY & COMMODITY BROKERS, DEALERS, EXCHANGES & SERVICES [6200] IRS NUMBER: 134063515 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 499 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-610-2200 MAIL ADDRESS: STREET 1: 499 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: ESPEED INC DATE OF NAME CHANGE: 19990913 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CANTOR FITZGERALD, L. P. CENTRAL INDEX KEY: 0001024896 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35591 FILM NUMBER: 161985638 BUSINESS ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2126102000 MAIL ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 FORMER NAME: FORMER CONFORMED NAME: CANTOR FITZGERALD L P DATE OF NAME CHANGE: 19961015 4 1 rdgdoc.xml FORM 4 X0306 4 2016-11-07 0001094831 BGC Partners, Inc. BGCP 0001024896 CANTOR FITZGERALD, L. P. 499 PARK AVENUE NEW YORK NY 10022 1 1 BGC Holdings Exchangeable Limited Partnership Interests 2016-11-07 4 A 0 624762 A Class A or Class B Common Stock, par value $0.01 per share 624762 35363486 D On November 7, 2016, Cantor Fitzgerald, L.P. ("CFLP") purchased from BGC Holdings, L.P. ("BGC Holdings"), an aggregate of 624,762 exchangeable limited partnership interests in BGC Holdings (the "Interests") in a transaction exempt pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended, in accordance with the Agreement of Limited Partnership of BGC Holdings, as amended and restated as of March 31, 2008 (as further amended from time to time, the "BGC Holdings Agreement"). The exchange rights with respect to the Interests are exercisable at any time for shares of Class B Common Stock (or, at CFLP's option or if there are no additional authorized but unissued shares of Class B Common Stock, shares of Class A Common Stock) on a one-for-one basis (subject to adjustment). The shares of Class B Common Stock are convertible at any time on a one-for-one basis (subject to adjustment) into shares of Class A Common Stock. Includes 141,523 Interests purchased from BGC Holdings as a result of the redemption of the 141,523 non-exchangeable founding partner units for an aggregate consideration of $560,190, and 483,239 Interests purchased from BGC Holdings pursuant to the Sixth Amendment of the BGC Holdings Agreement as a result of the exchange of 483,239 non-exchangeable founding partner units, at an aggregate consideration of $1,796,367. As of the date of this report, an aggregate of 15,819,690 shares of Class A Common Stock remain subject to CFLP's deferred stock distribution obligations, consisting of (i) 14,038,084 shares subject to deferred stock distribution obligations provided to certain current and former partners of CFLP on April 1, 2008 and (ii) 1,781,606 shares subject to deferred stock distribution obligations provided to partners of CFLP on February 14, 2012. Does not include exchange rights with respect to an aggregate of 15,819,690 Interests assumed to have been exercised for shares of Class A Common Stock to satisfy CFLP's deferred share distribution obligations pursuant to rights provided to certain current and former partners of CFLP on April 1, 2008 and February 14, 2012. As of the date of this report, CFLP held an aggregate of 51,183,176 Interests. /s/ Howard W. Lutnick, Chairman, Chief Executive Officer and President 2016-11-09