0001179110-19-000913.txt : 20190125 0001179110-19-000913.hdr.sgml : 20190125 20190125161435 ACCESSION NUMBER: 0001179110-19-000913 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181231 FILED AS OF DATE: 20190125 DATE AS OF CHANGE: 20190125 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Molluso Joseph CENTRAL INDEX KEY: 0001602472 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37352 FILM NUMBER: 19542699 MAIL ADDRESS: STREET 1: 645 MADISON 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 2018-12-31 0 0001592386 Virtu Financial, Inc. VIRT 0001602472 Molluso Joseph C/O VIRTU FINANCIAL, INC., 300 VESEY ST. NEW YORK NY 10282 0 1 0 0 Exec VP & CFO Class A common stock 2018-12-31 4 M 0 5775 A 5775 D Class A common stock 2018-12-31 4 F 0 3074 D 2701 D Class A common stock 2018-12-31 4 M 0 9373 A 12074 D Class A common stock 2018-12-31 4 F 0 4989 D 7085 D Class A common stock 2019-01-23 4 M 0 11240 A 18325 D Class A common stock 2019-01-23 4 F 0 5982 D 12343 D Class A common stock 2019-01-23 4 A 0 15764 A 28107 D Class A common stock 2019-01-23 4 F 0 6568 D 21539 D Restricted Stock Unit 2018-12-31 4 M 0 5775 0 D Class A common stock 5775 172497 D Restricted Stock Unit 2018-12-31 4 M 0 9373 0 D Class A common stock 9373 163124 D Restricted Stock Unit 2019-01-23 4 M 0 11240 0 D Class A common stock 11240 151884 D Restricted Stock Unit 2019-01-23 4 A 0 23644 0 A Class A common stock 23644 175528 D Option Award 19 Class A common stock 15000 15000 D Non-voting common interest units of Virtu Financial LLC Class A common stock 473907 473907 I See footnote Shares of Class A common stock issued in settlement of vested restricted stock units ("RSUs") granted under the Issuer's Amended and Restated 2015 Management Incentive Plan. Shares of Class A common stock withheld by the Issuer in relation to the settlement of vested RSUs in accordance with the Issuer's Amended and Restated 2015 Management Incentive Plan. Shares of Class A common stock granted under the Issuer's 2015 Amended and Restated Management Incentive Plan based on the volume weighted average price of the Issuer's Class A common stock on the three trading days preceding the grant date of 26.6447. Shares of Class A common stock withheld by the Issuer in accordance with the Issuer's Amended and Restated 2015 Management Incentive Plan based on the volume weighted average price of the Issuer's Class A common stock on the three trading days preceding the grant date of 26.6447. 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. The RSUs vested in three equal installments on December 31, 2016, December 31, 2017 and December 31, 2018. The RSUs vest in three equal installments on December 31, 2017, December 31, 2018 and December 31, 2019. The RSUs vest in three equal installments on January 23, 2019, January 23, 2020 and January 23, 2021. The RSUs vest in three equal installments on January 23, 2020, January 23, 2021 and January 23, 2022. Each Option Award was 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. 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. 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 Virtu Employee Holdco LLC, a holding vehicle through which employees and directors of the Issuer hold vested and unvested Virtu Financial Units and shares of Class C Common Stock. The reporting person disclaims beneficial ownership in such Virtu Financial Units and shares held by Virtu Employee Holdco LLC except to the extent of his pecuniary interest therein. Justin Waldie, as Attorney-in-Fact 2019-01-25