Stock Transactions and Unit Redemptions

6 Months Ended

Jun. 30, 2021

Class A Common Stock

Changes in shares of BGC Class A common stock outstanding were as follows (in thousands):


	Three Months Ended June 30,		Six Months Ended June 30,
	2021	2020	2021	2020
Shares outstanding at beginning of period	334,364	311,059	323,018	307,915
Share issuances:
Redemptions/exchanges of limited partnership interests¹	30,156	1,969	40,587	4,074
Vesting of RSUs	360	103	1,728	800
Acquisitions	537	15	787	285
Other issuances of BGC Class A common stock	5	177	266	249
Restricted stock forfeitures	(84)	—	(84)	—
Treasury stock repurchases	(16,543)	—	(17,507)	—
Shares outstanding at end of period	348,795	313,323	348,795	313,323

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1.Included in redemptions/exchanges of limited partnership interests for the three months ended June 30, 2021 and 2020 are 13.8 million shares of BGC Class A common stock granted in connection with the cancellation of 14.6 million LPUs, and 0.7 million shares of BGC Class A common stock granted in connection with the cancellation of 0.6 million LPUs, respectively. Included in redemptions/exchanges of limited partnership interests for the six months ended June 30, 2021 and 2020 are 15.4 million shares of BGC Class A common stock granted in connection with the cancellation of 16.3 million LPUs, and 2.1 million shares of BGC Class A common stock granted in connection with the cancellation of 2.1 million LPUs, respectively. Because LPUs are included in the Company’s fully diluted share count, if dilutive, redemptions/exchanges in connection with the issuance of BGC Class A common stock would not impact the fully diluted number of shares outstanding.

Class B Common Stock

The Company did not issue any shares of BGC Class B common stock during the three and six months ended June 30, 2021 and 2020. As of June 30, 2021 and December 31, 2020, there were 45.9 million shares of BGC Class B common stock outstanding.

CEO Program

On March 9, 2018, the Company entered into the March 2018 Sales Agreement, pursuant to which the Company may offer and sell up to an aggregate of $300.0 million of shares of BGC Class A common stock under the CEO Program. Proceeds from shares of BGC Class A common stock sold under the March 2018 Sales Agreement may be used for the repurchase of shares and the redemptions of limited partnership interests in BGC Holdings, as well as for general corporate purposes, including acquisitions and the repayment of debt. CF&Co is a wholly-owned subsidiary of Cantor and an affiliate of the Company. Under the March 2018 Sales Agreement, the Company has agreed to pay CF&Co 2% of the gross proceeds from the sale of shares. The Company did not sell any shares under the March 2018 Sales Agreement during the three and six months ended June 30, 2021. As of June 30, 2021, the Company had sold 17.6 million shares of BGC Class A common stock (or $210.8 million) under the March 2018 Sales Agreement. For additional information on the Company’s CEO Program sales agreements, see Note 14—“Related Party Transactions.” On March 8, 2021, we filed a replacement CEO Program shelf registration statement on Form S-3, which has not yet been declared effective, with respect to the issuance and sale of up to an aggregate of $300.0 million of shares of BGC Class A common stock (inclusive of the $89.2 million of shares remaining for sale under the current CEO Program) from time to time on a delayed or continuous basis.

Unit Redemptions and Share Repurchase Program

The Company’s Board and Audit Committee have authorized repurchases of BGC Class A common stock and redemptions of limited partnership interests or other equity interests in the Company’s subsidiaries. On August 1, 2018, the Company’s Board and Audit Committee increased the BGC Partners share repurchase and unit redemption authorization to $300.0 million, which may include purchases from Cantor, its partners or employees or other affiliated persons or entities. As of June 30, 2021, the Company had $114.6 million remaining from its share repurchase and unit redemption authorization. From time to time, the Company may actively continue to repurchase shares and/or redeem units.

The table below represents the units redeemed and/or shares repurchased for cash and does not include units redeemed/cancelled in connection with the grant of shares of BGC Class A common stock nor the limited partnership interests exchanged for shares of BGC Class A common stock. The gross unit redemptions and share repurchases of BGC Class A common stock during the three and six months ended June 30, 2021 were as follows (in thousands, except for weighted-average price data):


Period	Total Number of Units Redeemed or Shares Repurchased	Weighted-Average Price Paid per Unit or Share		Approximate Dollar Value of Units and Shares That May Yet Be Redeemed/ Purchased Under the Program
Redemptions1,2
January 1, 2021—March 31, 2021	20	$	4.40
April 1, 2021—June 30, 2021	4,715	5.82
Total Redemptions	4,735	$	5.82
Repurchases3,4
January 1, 2021—March 31, 2021	965	$	4.56
April 1, 2021—April 30, 2021	2	5.29
May 1, 2021—May 31, 2021	1,018	5.59
June 1, 2021—June 30, 2021	15,522	6.29
Total Repurchases	17,507	$	6.16
Total Redemptions and Repurchases	22,242	$	6.08	$	114,584

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1.During the three months ended June 30, 2021, the Company redeemed 4.7 million LPUs at an aggregate redemption price of $27.3 million for a weighted-average price of $5.84 per unit. During the three months ended June 30, 2021, the Company redeemed 44 thousand FPUs at an aggregate redemption price of $181 thousand for a weighted-average price of $4.06 per unit. During the three months ended June 30, 2020, the Company redeemed 0.1 million LPUs at an aggregate redemption price of $0.3 million for a weighted-average price of $3.05 per unit. During the three months ended June 30, 2020, the Company redeemed 1 thousand FPUs at an aggregate redemption price of $4 thousand for an average price of $3.07 per unit. The table above does not include units redeemed/cancelled in connection with the grant of 13.8 million and 0.7 million shares of BGC Class A common stock during the three months ended June 30, 2021 and 2020, respectively, nor the limited partnership interests exchanged for 16.8 million and 1.3 million shares of BGC Class A common stock during the three months ended June 30, 2021 and 2020, respectively.

2.During the six months ended June 30, 2021, the Company redeemed 4.7 million LPUs at an aggregate redemption price of $27.3 million for an average price of $5.83 per unit. During the six months ended June 30, 2021, the Company redeemed 51 thousand FPUs at an aggregate redemption price of $209 thousand for an average price of $4.11 per unit. During the six months ended June 30, 2020, the Company redeemed 0.3 million LPUs at an aggregate redemption price of $1.3 million for an average price of $3.92 per unit. During the six months ended June 30, 2020, the Company redeemed 1 thousand FPUs at an aggregate redemption price of $4 thousand for an average price of $3.07 per unit. The table above does not include units redeemed/cancelled in connection with the grant of 15.4 million and 2.1 million shares of BGC Class A common stock during the six months ended June 30, 2021 and 2020, respectively, nor the limited partnership interests exchanged for 25.9 million and 1.8 million shares of BGC Class A common stock during the six months ended June 30, 2021 and 2020, respectively.

3.During the three months ended June 30, 2021, the Company repurchased 16.5 million shares of BGC Class A common stock at an aggregate price of $103.4 million for a weighted-average price of $6.25 per share. The Company did not repurchase any shares of BGC Class A common stock during the three months ended June 30, 2020.

4.During the six months ended June 30, 2021, the Company repurchased 17.5 million shares of BGC Class A common stock at an aggregate price of $107.8 million for a weighted-average price of $6.16 per share. The Company did not repurchase any shares of BGC Class A common stock during the six months ended June 30, 2020.

Redeemable Partnership Interest

The changes in the carrying amount of FPUs were as follows (in thousands):


	Six Months Ended June 30,
	2021		2020
Balance at beginning of period	$	20,674	$	23,638
Consolidated net income allocated to FPUs	958		255
Earnings distributions	(520)		—
FPUs exchanged	(509)		(470)
FPUs redeemed	(1,021)		(80)
Balance at end of period	$	19,582	$	23,343