| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | VIRT | Class A common stock | Award | +75K | +25.25% | 372K | Dec 31, 2021 | Direct | F1, F2 | ||
| transaction | VIRT | Class A common stock | Tax liability | -33.9K | -9.1% | 338K | Dec 31, 2021 | Direct | F3 | ||
| holding | VIRT | Class A common stock | 393K | Dec 31, 2021 | See footnote | F4 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | VIRT | Deferred Stock Unit | Award | $0 | +75K | $0.00 | 75K | Dec 31, 2021 | Class A common stock | 75K | Direct | F5, F6 | ||
| transaction | VIRT | Restricted Stock Unit | Award | $0 | +75K | +59.55% | $0.00 | 201K | Dec 31, 2021 | Class A common stock | 75K | Direct | F7, F8 | |
| holding | VIRT | Non-voting common interest untis of Virtu Financial LLC | 2.83M | Dec 31, 2021 | Class A common stock | 2.83M | See footnote | F9, F10 | ||||||
| holding | VIRT | Non-voting common interest units of Virtu Financial LLC | 820K | Dec 31, 2021 | Class A common stock | 820K | See footnote | F9, F11 |
| Id | Content |
|---|---|
| F1 | 150,000 shares of Class A common stock were earned as a result of the Issuer'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. |
| F2 | 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. |
| F3 | Shares of Class A common stock withheld for tax by the Issuer in accordance with the Issuer's Amended and Restated 2015 Management Incentive Plan. |
| F4 | 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 392,755 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. |
| F5 | Deferred Stock Units ("DSU") credited to the reporting person under the Virtu Financial, Inc. Deferred Compensation Plan, effective November 13, 2020, for 75,000 Restricted Stock Units ("RSUs") 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 and earned as a result of the Issuer's achievement of greater than 75% of budgeted Adjusted EBITDA for 2021. Each DSU is economically equivalent to one share of Class A common stock. |
| F6 | The DSUs credited under the Deferred Compensation Plan are generally payable in the form elected or provided under the Deferred Compensation Plan on the earlier of: (i) a separation from service, (ii) a specified date, or (iii) a change in control. |
| F7 | Each RSU is granted under the Issuer's Amended and Restated 2015 Management Incentive Plan and earned as a result of the Issuer's achievement of greater than 75% of budgeted Adjusted EBITDA for 2021. Each RSU represents a contingent right to receive one share of Class A common stock of the Issuer. |
| F8 | The RSUs vest on December 31, 2022. |
| F9 | 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. |
| F10 | By a limited liability company, DAC Investment LLC, owned by the reporting person and the reporting person's wife. |
| F11 | 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 |