0001179110-20-000922.txt : 20200131
0001179110-20-000922.hdr.sgml : 20200131
20200131182621
ACCESSION NUMBER: 0001179110-20-000922
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200123
FILED AS OF DATE: 20200131
DATE AS OF CHANGE: 20200131
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Fairclough Brett
CENTRAL INDEX KEY: 0001788170
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37352
FILM NUMBER: 20566452
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/A
1
edgar.xml
FORM 4/A -
X0306
4/A
2020-01-23
2020-01-27
0
0001592386
Virtu Financial, Inc.
VIRT
0001788170
Fairclough Brett
C/O VIRTU FINANCIAL, INC.
165 BROADWAY
NEW YORK
NY
10006
0
1
0
0
COO
Class A common stock
2020-01-23
4
M
0
3033
A
21419
D
Class A common stock
2020-01-23
4
F
0
1160
D
20259
D
Class A common stock
2020-01-23
4
M
0
2853
A
23112
D
Class A common stock
2020-01-23
4
F
0
1090
D
22022
D
Class A common stock
2020-01-24
4
A
0
23620
A
45642
D
Class A common stock
2020-01-24
4
F
0
9738
D
35904
D
Restricted Stock Unit
2020-01-23
4
M
0
3033
0
D
Class A common stock
3033
11590
D
Restricted Stock Unit
2020-01-23
4
M
0
2853
0
D
Class A common stock
2853
8737
D
Restricted Stock Unit
2020-01-24
4
A
0
35430
0
A
Class A common stock
35430
44167
D
Non-voting common interest units of Virtu Financial LLC
Class A common stock
10930
10930
I
See footnote
Option Award
19
Class A common stock
75000
75000
D
Shares of Class A common stock issued in settlement of vested restricted stock units ("RSUs") granted under the Issuer's Amended and Restated 2015 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 2015 Amended and Restated Incentive Plan.
Shares of Class A common stock granted under 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 15.6477.
Shares of Class A common stock withheld by the Issuer in accordance with the Issuer's Amended and Restated 2015 Management Incentive Plan.
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 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.
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 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.
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 vested in equal installments on each of the first four (4) anniversaries of April 15, 2015.
The filing of this Form 4A confirms the correct amount of RSUs granted under the Issuer's Amended and Restated 2015 Management Incentive Plan.
/s/ Justin Waldie, as Attorney-in-Fact
2020-01-31