Douglas A. Cifu - 31 Dec 2023 Form 4 Insider Report for Virtu Financial, Inc. (VIRT)

Role: Chief Executive Officer, Director
Signature: /s/ Justin Waldie, as Attorney-in-Fact
Issuer symbol: VIRT
Transactions as of: 31 Dec 2023
Net transactions value: $0
Form type: 4
Filing time: 02 Jan 2024, 16:41:37 UTC
Previous filing: 13 Sep 2023
Next filing: 02 Feb 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	VIRT	Class A common stock						442,755	31 Dec 2023	See footnote	F1
holding	VIRT	Class A common stock						452,907	31 Dec 2023	Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

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	+75,000	+23%	$0.000000	400,287	31 Dec 2023	Class A common stock	75,000		Direct	F2, F3
transaction	VIRT	Restricted Stock Unit	Options Exercise	$0	-75,000	-37%	$0.000000	127,860	31 Dec 2023	Class A common stock	75,000		Direct	F4, F5
holding	VIRT	Non-voting common interest units of Virtu Financial LLC						2,830,742	31 Dec 2023	Class A common stock	2,830,742		See footnote	F6, F7
holding	VIRT	Non-voting common interest units of Virtu Financial LLC						819,804	31 Dec 2023	Class A common stock	819,804		See footnote	F6, F8

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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.
F2	Deferred Stock Units ("DSU") credited to the reporting person under the Virtu Financial, Inc. Deferred Compensation Plan, effective November 13, 2020. Each DSU is economically equivalent to one share of Class A common stock.
F3	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.
F4	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.
F5	The RSUs vested on December 31, 2023.
F6	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.
F7	By a limited liability company, DAC Investment LLC, owned by the reporting person and the reporting person's wife.
F8	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.