Douglas A. Cifu - 01 Apr 2025 Form 4 Insider Report for Virtu Financial, Inc. (VIRT)

Signature
Justin Waldie, as Attorney-in-Fact
Issuer symbol
VIRT
Transactions as of
01 Apr 2025
Net transactions value
$0
Form type
4
Filing time
03 Apr 2025, 17:30:23 UTC
Previous filing
03 Apr 2025
Next filing
28 Apr 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VIRT Class A common stock Gift -114,000 -16% 587,187 01 Apr 2025 Direct F1
transaction VIRT Class A common stock Gift +114,000 114,000 01 Apr 2025 See footnote F1, F2
holding VIRT Class A common stock 442,755 01 Apr 2025 See footnote F3

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 Non-voting common interest units of Virtu Financial LLC Gift -819,804 -100% 0 01 Apr 2025 Class A common stock 819,804 See footnote F1, F4, F5
transaction VIRT Non-voting common interest units of Virtu Financial LLC Gift +819,804 819,804 01 Apr 2025 Class A common stock 819,804 See footnote F1, F2, F4
holding VIRT Non-voting common interest units of Virtu Financial LLC 2,830,742 01 Apr 2025 Class A common stock 2,830,742 See footnote F4, F6
holding VIRT Deferred Stock Unit 484,312 01 Apr 2025 Class A common stock 484,312 Direct F7, F8
holding VIRT Restricted Stock Unit 194,534 01 Apr 2025 Class A common stock 194,534 Direct F9, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Bona fide gift.
F2 By the reporting person's spouse, Melissa L. Cifu, as Trustee of the Cifu 2025 GST Trust. The reporting person may be deemed to beneficially own the shares by virtue of his relationship with Mrs. Cifu.
F3 By a trust, for the benefit of the Cifu Family (the "Cifu Family 2020 Trust"). Melissa L. Cifu, the reporting person's wife, and Dr. Mitchel A. Lautenberg, Ms. Cifu's brother, share 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 Mrs. Cifu.
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 equity holders 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 a trust, for the benefit of the Cifu Family (the "Cifu Family 2011 Trust"). Melissa L. Cifu, the reporting person's wife, and Dr. Mitchel A. Lautenberg, Ms. Cifu's brother, share dispositive control and voting control over the shares held by the Cifu Family 2011 Trust. The reporting person may be deemed to beneficially own the shares held by the Cifu Family 2011 Trust by virtue of his relationship with Mrs. Cifu.
F6 By a limited liability company, DAC Investment LLC, owned by the reporting person and the reporting person's wife.
F7 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.
F8 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.
F9 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.
F10 The RSUs vest on various vesting dates in 2026, 2027 and 2028.