0001104659-15-028005.txt : 20150416
0001104659-15-028005.hdr.sgml : 20150416
20150416162313
ACCESSION NUMBER: 0001104659-15-028005
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150415
FILED AS OF DATE: 20150416
DATE AS OF CHANGE: 20150416
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Virtu Financial, Inc.
CENTRAL INDEX KEY: 0001592386
STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211]
IRS NUMBER: 320420206
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 645 MADISON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10022-1010
BUSINESS PHONE: 212-418-0100
MAIL ADDRESS:
STREET 1: 645 MADISON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10022-1010
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SLP Virtu Investors, LLC
CENTRAL INDEX KEY: 0001639361
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37352
FILM NUMBER: 15775243
BUSINESS ADDRESS:
STREET 1: 2775 SAND HILL ROAD, SUITE 100
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-233-8120
MAIL ADDRESS:
STREET 1: 2775 SAND HILL ROAD, SUITE 100
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Silver Lake Partners III DE (AIV III), L.P.
CENTRAL INDEX KEY: 0001639492
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37352
FILM NUMBER: 15775244
BUSINESS ADDRESS:
STREET 1: 2775 SAND HILL ROAD, SUITE 100
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-233-8120
MAIL ADDRESS:
STREET 1: 2775 SAND HILL ROAD, SUITE 100
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SLP III EW Feeder I, L.P.
CENTRAL INDEX KEY: 0001639495
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37352
FILM NUMBER: 15775245
BUSINESS ADDRESS:
STREET 1: 2775 SAND HILL ROAD, SUITE 100
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-233-8120
MAIL ADDRESS:
STREET 1: 2775 SAND HILL ROAD, SUITE 100
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Silver Lake Technology Associates III, L.P.
CENTRAL INDEX KEY: 0001491809
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37352
FILM NUMBER: 15775247
BUSINESS ADDRESS:
STREET 1: 2775 SAND HILL ROAD, SUITE 100
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 6502338120
MAIL ADDRESS:
STREET 1: 2775 SAND HILL ROAD, SUITE 100
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Silver Lake Group, L.L.C.
CENTRAL INDEX KEY: 0001418226
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37352
FILM NUMBER: 15775248
BUSINESS ADDRESS:
STREET 1: 2775 SAND HILL ROAD, SUITE 100
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 6502338120
MAIL ADDRESS:
STREET 1: 2775 SAND HILL ROAD, SUITE 100
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SLTA III (GP), L.L.C.
CENTRAL INDEX KEY: 0001491808
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37352
FILM NUMBER: 15775246
BUSINESS ADDRESS:
STREET 1: C/O SILVER LAKE PARTNERS
STREET 2: 2775 SAND HILL ROAD, SUITE 100
CITY: MENLO PARK
STATE: CA
ZIP: 94205
BUSINESS PHONE: 650-233-8120
MAIL ADDRESS:
STREET 1: C/O SILVER LAKE PARTNERS
STREET 2: 2775 SAND HILL ROAD, SUITE 100
CITY: MENLO PARK
STATE: CA
ZIP: 94205
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bingle Michael J
CENTRAL INDEX KEY: 0001306831
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37352
FILM NUMBER: 15775242
MAIL ADDRESS:
STREET 1: SILVER LAKE TECHNOLOGY MANAGEMENT
STREET 2: 2725 SAND HILL ROAD, SUITE 150
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Osnoss Joseph
CENTRAL INDEX KEY: 0001603955
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37352
FILM NUMBER: 15775241
MAIL ADDRESS:
STREET 1: C/O SILVER LAKE EUROPE LLP
STREET 2: BROADBENT HOUSE, 65 GROSVENOR STREET
CITY: LONDON
STATE: X0
ZIP: W1K 3JH
3
1
a3.xml
3
X0206
3
2015-04-15
0
0001592386
Virtu Financial, Inc.
VIRT
0001418226
Silver Lake Group, L.L.C.
C/O SILVER LAKE, 2775 SAND HILL ROAD,
SUITE 100
MENLO PARK
CA
94025
0
0
1
0
0001491809
Silver Lake Technology Associates III, L.P.
C/O SILVER LAKE, 2775 SAND HILL ROAD,
SUITE 100
MENLO PARK
CA
94025
0
0
1
0
0001491808
SLTA III (GP), L.L.C.
C/O SILVER LAKE, 2775 SAND HILL ROAD,
SUITE 100
MENLO PARK
CA
94025
0
0
1
0
0001639495
SLP III EW Feeder I, L.P.
C/O SILVER LAKE, 2775 SAND HILL ROAD,
SUITE 100
MENLO PARK
CA
94025
0
0
1
0
0001639492
Silver Lake Partners III DE (AIV III), L.P.
C/O SILVER LAKE, 2775 SAND HILL ROAD,
SUITE 100
MENLO PARK
CA
94025
0
0
1
0
0001639361
SLP Virtu Investors, LLC
C/O SILVER LAKE, 2775 SAND HILL ROAD,
SUITE 100
MENLO PARK
CA
94025
0
0
1
0
0001306831
Bingle Michael J
C/O SILVER LAKE, 2775 SAND HILL ROAD,
SUITE 100
MENLO PARK
CA
94025
1
0
0
0
0001603955
Osnoss Joseph
C/O SILVER LAKE, 2775 SAND HILL ROAD,
SUITE 100
MENLO PARK
CA
94025
1
0
0
0
Class A common stock
6445982
I
Held through SLP III EW Feeder I, L.P.
Class C common stock
7353188
I
Held through SLP Virtu Investors, LLC
Class C common stock
610000
I
Held through Silver Lake Technology Associates III, L.P.
Non-voting common interest units of Virtu Financial LLC
Class A common stock
7353188
I
Held through SLP Virtu Investors, LLC
Non-voting common interest units of Virtu Financial LLC
Class A common stock
610000
I
Held through Silver Lake Technology Associates III, L.P.
Shares 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.
Pursuant 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 ("Class A Common Stock"), 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.
SLP III EW Feeder I, L.P. ("Feeder I") directly holds 6,445,982 shares of Class A common stock. The general partner of Feeder I is Silver Lake Technology Associates III, L.P. ("Silver Lake Technology"). The general partner of Silver Lake Technology is SLTA III (GP), L.L.C, the sole member of which is Silver Lake Group, L.L.C.
SLP Virtu Investors, LLC ("Investors LLC"), directly holds 7,353,188 shares of Class C common stock and an equal number of non-voting common interest units of Virtu Financial LLC. The managing member of Investors LLC is Silver Lake Partners III DE (AIV III), L.P., the general partner of which is Silver Lake Technology. The general partner of Silver Lake Technology is SLTA III (GP), L.L.C, the sole member of which is Silver Lake Group, L.L.C.
Silver Lake Technology directly holds 610,000 shares of Class C Common Stock and an equal number of non-voting common interest units of Virtu Financial LLC. The general partner of Silver Lake Technology is SLTA III (GP), L.L.C, the sole member of which is Silver Lake Group, L.L.C.
As managing member of Investors LLC, Silver Lake Partners III DE (AIV III), L.P. may be deemed to share voting and dispositive power with respect to securities directly held by Investors LLC. As the general partner of each of Investors LLC and Feeder I, Silver Lake Technology, may be deemed to share voting and dispositive power with respect to securities directly held by each of Investors LLC and Feeder I. As the general partner of Silver Lake Technology, SLTA III (GP), L.L.C., and its managing member, Silver Lake Group, L.L.C., may each be deemed to share voting and dispositive power with respect to securities directly held by each of Investors LLC, Feeder I and Silver Lake Technology.
Michael Bingle, who serves as a director of the Issuer, also serves as a Managing Member of Silver Lake Group, L.L.C. and as a member of the investment committee of Silver Lake Technology and may be deemed to share voting and dispositive power with respect to any securities beneficially owned by Silver Lake Group, L.L.C. and Silver Lake Technology, but disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein.
Joseph Osnoss, who serves as a director of the Issuer, also serves as a Managing Director of Silver Lake Group, L.L.C. and a member of the investment committee of Silver Lake Technology and may be deemed to share voting and dispositive power with respect to any securities beneficially owned by Silver Lake Group, L.L.C. and Silver Lake Technology, but disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein.
Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that any of the Reporting Persons is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities in excess of such Reporting Person's pecuniary interest therein.
The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act.
By: /s/ Michael Bingle, Managing Director of Silver Lake Group, L.L.C. (11)
2015-04-16
By: /s/ Michael Bingle, Managing Director of Silver Lake Group, L.L.C., managing member of SLTA III (GP), L.L.C. (11)
2015-04-16
By: /s/ Michael Bingle, Managing Director of Silver Lake Group L.L.C., managing member of SLTA III (GP) L.L.C., general partner of Silver Lake Technology Associates III, L.P. (11)
2015-04-16
By: /s/ Michael Bingle, Managing Director of Silver Lake Group, L.L.C., managing member of SLTA III (GP) L.L.C., general partner of Silver Lake Technology Associates III, L.P., as general partner of SLP III EW Feeder I, L.P. (11)
2015-04-16
By: /s/ Michael Bingle, Managing Director of Silver Lake Group, L.L.C., managing member of SLTA III (GP) L.L.C., the GP of Silver Lake Technology Associates III, L.P., as GP of Silver Lake Partners III DE (AIV III), L.P. (11)
2015-04-16
By:/s/ Michael Bingle, Managing Director of Silver Lake Group, L.L.C., as managing member of the general partner of Silver Lake Technology Associates III, L.P., the general partner of the managing member of SLP Virtu Investors, LLC (11)
2015-04-16
MICHAEL BINGLE: /s/ Michael Bingle (11)
2015-04-16
JOSEPH OSNOSS: /s/ Joseph Osnoss (11)
2015-04-16