0001179110-19-002944.txt : 20190301 0001179110-19-002944.hdr.sgml : 20190301 20190301174023 ACCESSION NUMBER: 0001179110-19-002944 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190227 FILED AS OF DATE: 20190301 DATE AS OF CHANGE: 20190301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Viola Michael T CENTRAL INDEX KEY: 0001573310 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37352 FILM NUMBER: 19650921 MAIL ADDRESS: STREET 1: 1600 REDBUD BOULEVARD STREET 2: SUITE 400 CITY: MCKINNEY STATE: TX ZIP: 75069 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Virtu Financial, Inc. CENTRAL INDEX KEY: 0001592386 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 320420206 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 300 VESEY STREET STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 212-418-0100 MAIL ADDRESS: STREET 1: 300 VESEY STREET STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10282 4 1 edgar.xml FORM 4 - X0306 4 2019-02-27 0 0001592386 Virtu Financial, Inc. VIRT 0001573310 Viola Michael T C/O VIRTU FINANCIAL, INC. 300 VESEY STREET NEW YORK NY 10282 1 0 1 0 Class A common stock 2019-02-27 4 M 0 45000 19.00 A 62289 D Option Award 19.00 2019-02-27 4 M 0 45000 0 D Class A common stock 45000 15000 D Restricted Stock Unit Class A common stock 4498 4498 D Non-voting common interest units of Virtu Financial LLC Class A common stock 52235 52235 I See footnote Each Option Award was granted under the Issuer's 2015 Management Incentive Plan and represents a contingent right to receive one share of a Class A common stock of the Issuer. Options Awards vest in equal installments on each of the first four (4) anniversaries of April 15, 2015. Any fractional Option Award resulting from the application of the vesting schedule under the 2015 Management Incentive Plan will be aggregated and the Option Awards resulting from such aggregation shall vest on April 15, 2019. Each RSU is granted under the Issuer's 2015 Amended and Restated Incentive Plan and represents a contingent right to receive one share of Class A common stock of the Issuer. The RSUs vest on July 2, 2019. 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. 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. /s/ Justin Waldie, as Attorney-in-Fact 2019-03-01