0001104659-17-046084.txt : 20170720
0001104659-17-046084.hdr.sgml : 20170720
20170720182730
ACCESSION NUMBER: 0001104659-17-046084
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170720
FILED AS OF DATE: 20170720
DATE AS OF CHANGE: 20170720
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Fisher Peter R.
CENTRAL INDEX KEY: 0001607640
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54991
FILM NUMBER: 17975239
MAIL ADDRESS:
STREET 1: 175 WATER STREET
CITY: NEW YORK
STATE: NY
ZIP: 10038
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Virtu KCG Holdings LLC
CENTRAL INDEX KEY: 0001569391
STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 300 VESEY STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 646-682-6000
MAIL ADDRESS:
STREET 1: 300 VESEY STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
FORMER COMPANY:
FORMER CONFORMED NAME: KCG Holdings, Inc.
DATE OF NAME CHANGE: 20130503
FORMER COMPANY:
FORMER CONFORMED NAME: Knight Holdco, Inc.
DATE OF NAME CHANGE: 20130211
4
1
a4.xml
4
X0306
4
2017-07-20
1
0001569391
Virtu KCG Holdings LLC
KCG
0001607640
Fisher Peter R.
300 VESEY STREET
NEW YORK
NY
10282
1
0
0
0
Class A Common Stock, par value $0.01 per share
2017-07-20
4
D
0
17500
20
D
0
D
Restricted Stock Units
2017-07-20
4
D
0
9893
20
D
0
D
Pursuant to the Agreement and Plan of Merger, dated as of April 20, 2017, by and among Virtu Financial, Inc., a Delaware corporation ("Virtu"), Orchestra Merger Sub, Inc., a Delaware corporation ("Merger Sub") and a wholly owned subsidiary of Virtu, and Virtu KCG Holdings LLC, a Delaware limited liability company (formerly known as KCG Holdings, Inc., a Delaware corporation) (the "Company"), at the effective time of the merger (the "Effective Time") of Merger Sub with and into the Company, with the Company as the surviving entity and a wholly owned subsidiary of Virtu, each share of the Company's Class A common stock, par value $0.01 per share (the "Class A Common Stock"), owned by the reporting person was converted into the right to receive $20.00 in cash without interest (the "Merger Consideration").
Pursuant to the Merger Agreement, at the Effective Time, each outstanding restricted stock unit ("RSU") granted by the Company was cancelled and converted automatically into the right to receive an amount in cash equal to the product of (i) the number of shares of Class A Common Stock subject to such RSU immediately prior to the Effective Time and (ii) the Merger Consideration of $20.00 per share. Accordingly, (i) 5,870 RSUs granted to the reporting person on January 19, 2017 under the Company's stock plan, which would have vested into Class A Common Stock on January 19, 2018, and (ii) 4,023 RSUs granted to the reporting person on May 11, 2017 under the Company's stock plan, which would have vested into Class A Common Stock on May 11, 2018 or upon the reporting person's earlier retirement, were cancelled in connection with the Merger in exchange for a cash payment pursuant to the Merger Agreement.
/s/ Robert McQueen as Attorney-in-Fact for Peter R. Fisher
2017-07-20