0001179110-18-005640.txt : 20180413 0001179110-18-005640.hdr.sgml : 20180413 20180413181407 ACCESSION NUMBER: 0001179110-18-005640 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170911 FILED AS OF DATE: 20180413 DATE AS OF CHANGE: 20180413 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Virtu Employee Holdco LLC CENTRAL INDEX KEY: 0001637470 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37352 FILM NUMBER: 18755209 BUSINESS ADDRESS: STREET 1: 900 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10022-1010 BUSINESS PHONE: 212-418-0100 MAIL ADDRESS: STREET 1: 900 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10022-1010 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 2017-09-11 0 0001592386 Virtu Financial, Inc. VIRT 0001637470 Virtu Employee Holdco LLC C/O VIRTU FINANCIAL, INC. 300 VESEY STREET NEW YORK NY 10282 1 0 1 1 See Remarks Class C Common Stock 2017-09-11 4 D 0 21298 D 12282941 D Class C Common Stock 2017-09-11 4 D 0 42595 D 12240346 D Class C Common Stock 2017-11-02 4 D 0 133656 D 12106690 D Class C Common Stock 2017-11-16 4 D 0 209448 D 11897242 D Class C Common Stock 2017-12-12 4 D 0 120880 D 11776362 D Class C Common Stock 2018-02-18 4 D 0 372260 D 11404102 D Class C Common Stock 2018-02-28 4 D 0 375000 D 11029102 D Non-voting common interest units of Virtu Financial LLC 2017-09-11 4 D 0 21298 D Class A Common Stock 21298 12282941 D Non-voting common interest units of Virtu Financial LLC 2017-09-11 4 D 0 42595 D Class A Common Stock 42595 12240346 D Non-voting common interest units of Virtu Financial LLC 2017-11-02 4 D 0 133656 D Class A Common Stock 133656 12106690 D Non-voting common interest units of Virtu Financial LLC 2017-11-16 4 D 0 209448 D Class A Common Stock 209448 11897242 D Non-voting common interest units of Virtu Financial LLC 2017-12-12 4 D 0 120880 D Class A Common Stock 120880 11776362 D Non-voting common interest units of Virtu Financial LLC 2018-02-18 4 D 0 372260 D Class A Common Stock 372260 11404102 D Non-voting common interest units of Virtu Financial LLC 2018-02-18 4 D 0 375000 D Class A Common Stock 375000 11029102 D Virtu Financial Units and shares of Class C Common Stock were subject to time-based vesting tied to the continued employment of the employees for whom the relevant Virtu Financial Units are held, and were forfeited, in the case of Virtu Financial Units, or cancelled, in the case of the Class C Common Stock, upon the termination of employment of the applicable employee. Virtu Financial LLC repurchased Virtu Financial Units held by the reporting person on behalf of one or more former employees, and the corresponding shares of Class C Common Stock were repurchased for nominal consideration. Virtu Financial Units and corresponding shares of Class C Common Stock were distributed to electing employees and then exchanged for the same number of shares of Class A Common Stock in accordance with the terms of the Exchange Agreement (as defined in Footnote 3). 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, 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. Pursuant to the terms of Virtu Financial LLC's operating agreement, Virtu Financial LLC may repurchase Virtu Financial units held by the reporting person on behalf of an employee upon the employees departure from the Company. /s/ Justin Waldie 2018-04-13