0001179110-21-000234.txt : 20210105
0001179110-21-000234.hdr.sgml : 20210105
20210105201434
ACCESSION NUMBER: 0001179110-21-000234
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20201231
FILED AS OF DATE: 20210105
DATE AS OF CHANGE: 20210105
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: 21508489
MAIL ADDRESS:
STREET 1: ONE LIBERTY PLAZA
STREET 2: 165 BROADWAY
CITY: NEW YORK
STATE: NY
ZIP: 10006
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: ONE LIBERTY PLAZA
STREET 2: 165 BROADWAY
CITY: NEW YORK
STATE: NY
ZIP: 10006
BUSINESS PHONE: 212-418-0100
MAIL ADDRESS:
STREET 1: ONE LIBERTY PLAZA
STREET 2: 165 BROADWAY
CITY: NEW YORK
STATE: NY
ZIP: 10006
4
1
edgar.xml
FORM 4 -
X0306
4
2020-12-31
0
0001592386
Virtu Financial, Inc.
VIRT
0001573283
Cifu Douglas A
C/O VIRTU FINANCIAL, INC.
165 BROADWAY
NEW YORK
NY
10006
1
1
0
0
Chief Executive Officer
Class A common stock
2020-12-31
4
A
0
75000
A
75000
D
Class A common stock
392755
I
See footnote
Restricted Stock Unit
Class A common stock
132611
132611
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
150,000 shares of Class A common stock were earned as a result of the Company's achievement of greater than 75% of budgeted Adjusted EBITDA for 2020, with 50% of such earned shares vesting on December 31, 2020 and the remaining 50% vesting on December 31, 2021.
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.
Amount does not reflect shares of Class A common stock associated with performance awards unless and until earned and vested.
By a trust, for the benefit of the Cifu Family (the "Cifu Family 2020 Trust"). Melissa B. Lautenberg, the reporting person's wife, holds dispositive control and voting control over the shares held by the Cifu Family 2020 Trust. The reporting person may be deemed to beneficially own the shares held by the Cifu Family 2020 Trust by virtue of his relationship with Ms. Lautenberg. The Cifu Family 2020 Trust acquired the shares pursuant to a bona fide gift by the reporting person on December 4, 2020.
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.
16,058 of the RSUs vest on January 23, 2021. 36,030 of the RSUs vest in two equal annual installments on January 23, 2021 and January 23, 2022. 80,523 of the RSUs vest in three equal installments on January 24, 2021, January 24, 2022, and January 24, 2023.
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.
/s/ Justin Waldie, as Attorney-in-Fact
2021-01-05