0001179110-19-002916.txt : 20190301
0001179110-19-002916.hdr.sgml : 20190301
20190301165534
ACCESSION NUMBER: 0001179110-19-002916
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190228
FILED AS OF DATE: 20190301
DATE AS OF CHANGE: 20190301
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cifu Douglas A
CENTRAL INDEX KEY: 0001573283
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37352
FILM NUMBER: 19650294
MAIL ADDRESS:
STREET 1: 1600 REDBUD BOULEVARD
STREET 2: SUITE 400
CITY: MCKINNEY
STATE: TX
ZIP: 75069
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: 300 VESEY STREET
STREET 2: 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 212-418-0100
MAIL ADDRESS:
STREET 1: 300 VESEY STREET
STREET 2: 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10282
4
1
edgar.xml
FORM 4 -
X0306
4
2019-02-28
0
0001592386
Virtu Financial, Inc.
VIRT
0001573283
Cifu Douglas A
C/O VIRTU FINANCIAL, INC.
300 VESEY STREET
NEW YORK
NY
10282
1
1
0
0
Chief Executive Officer
Class A common stock
2019-02-28
4
A
0
150000
A
225000
D
Restricted Stock Unit
Class A common stock
86161
86161
D
Non-voting common interest units of Virtu Financial LLC
Class A common stock
2830742
2830742
D
Non-voting common interest units of Virtu Financial LLC
Class A common Stock
819804
819804
I
See footnote
Option Award
19.00
Class A common stock
100000
100000
D
The number of shares of class A common stock earned will be based on the percentage of budgeted EBITDA achieved in 2019, with a minimum of 50% of shares earned upon at least 70% achievement and 100% of shares earned upon at least 75% achievement. To the extent any shares of class A common stock are earned, 50% of such earned shares will vest on December 31, 2019 and the remaining 50% will vest on December 31, 2020.
Restricted shares of Class A common stock granted under the Issuer's Amended and Restated 2015 Management Incentive Plan pursuant to the Amended and Restated Employment Agreement between the Issuer and Douglas A. Cifu.
Each RSU is granted under the Issuer's Amended and Restated 2015 Management Incentive Plan and represents a contingent right to receive one share of Class A common stock of the Issuer.
32,116 of the RSUs vest in two equal annual installments on January 23, 2020 and January 23, 2021. 54,045 of the RSUs vest in three equal annual installments on January 23, 2020, January 23, 2021 and January 23, 2022.
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, 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.
By a trust, for the benefit of the Cifu Family (the "Cifu Family Trust"). Melissa B. Lautenberg, the reporting person's wife, and Dr. Mitchel A. Lautenberg, Ms. Lautenberg's brother, share dispositive control and voting control over the shares held by the Cifu Family Trust. The reporting person may be deemed to beneficially own the shares held by the Cifu Family Trust by virtue of his relationship with Ms. Lautenberg.
Each Option Award was granted under the Issuer's 2015 Management Incentive Plan and represents a contingent right to receive one share of a Class A common stock of the Issuer.
Options Awards vest in equal installments on each of the first four (4) anniversaries of April 15, 2015. Any fractional Option Award resulting from the application of the vesting schedule under the 2015 Management Incentive Plan will be aggregated and the Option Awards resulting from such aggregation shall vest on April 15, 2019.
/s/ Justin Waldie, as Attorney-in-Fact
2019-03-01