Brett Fairclough - 12 Feb 2025 Form 4 Insider Report for Virtu Financial, Inc. (VIRT)

Signature
Justin Waldie, as Attorney-in-Fact
Issuer symbol
VIRT
Transactions as of
12 Feb 2025
Net transactions value
-$2,688,440
Form type
4
Filing time
14 Feb 2025, 17:34:41 UTC
Previous filing
06 Feb 2025
Next filing
08 Aug 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VIRT Class A common stock Sale $2,688,440 -72,967 -45% $36.84 90,749 12 Feb 2025 Direct F1

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
holding VIRT Restricted Stock Unit 94,065 12 Feb 2025 Class A common stock 94,065 Direct F2, F3
holding VIRT Non-voting common interest units of Virtu Financial LLC 10,930 12 Feb 2025 Class A common stock 10,930 See footnote F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $36.66 to $37.25, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of Virtu Financial, Inc., or to Virtu Financial, Inc., upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
F2 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.
F3 22,592 of the RSUs vest in three equal installments on February 4, 2026, February 4, 2027 and February 4, 2028; 22,385 of the RSUs vest in two equal installments on February 2, 2026 and February 2, 2027; 37,500 of the RSUs vest on January 31, 2026; and 11,588 of the RSUs vest on February 3, 2026.
F4 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.
F5 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.