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Filing Details

Accession Number:: 0000895345-20-000049
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-02-04 17:36:17
Reporting Period:: 2020-01-31

Accepted Time:: 2020-02-04 17:36:17
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1758730	Tradeweb Markets Inc.	TW	Security & Commodity Brokers, Dealers, Exchanges & Services (6200)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1771296	James Spencer	Tradeweb Markets Inc. 1177 Avenue Of The Americas New York NY 10036	Chief Technology Officer	No	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2020-01-31	35,367	$0.00	108,741	No	4	M	Direct
Class A Common Stock	Disposition	2020-01-31	35,367	$45.05	73,374	No	4	S	Direct
Class A Common Stock	Disposition	2020-02-03	16,106	$46.18	57,268	No	4	F	Direct
Class A Common Stock	Acquisiton	2020-02-03	1,065	$0.00	58,333	No	4	A	Direct
Class A Common Stock	Acquisiton	2020-02-03	2,300	$20.59	60,633	No	4	M	Direct
Class A Common Stock	Disposition	2020-02-03	2,300	$47.02	58,333	No	4	S	Direct
Class A Common Stock	Acquisiton	2020-02-04	5,104	$20.59	63,437	No	4	M	Direct
Class A Common Stock	Disposition	2020-02-04	5,104	$47.00	58,333	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	F	Direct
No	4	A	Direct
No	4	M	Direct
No	4	S	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Non-voting common units of Tradeweb Markets LLC	Disposition	2020-01-31	35,367	$0.00	35,367	$0.00
Class A Common Stock	Class D common stock	Disposition	2020-01-31	35,367	$0.00	35,367	$0.00
Class A Common Stock	Stock Option (Right to Buy)	Disposition	2020-02-03	2,300	$0.00	2,300	$20.59
Class A Common Stock	Stock Option (Right to Buy)	Disposition	2020-02-04	5,104	$0.00	5,104	$20.59

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0		No	4	M	Direct
0		No	4	J	Direct
307,683	2028-10-26	No	4	M	Direct
302,579	2028-10-26	No	4	M	Direct

Footnotes

This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 13, 2019.
Represents shares of the issuer's Class A common stock ("Class A Common Stock") that were obtained in exchange for an equal number of non-voting common units of Tradeweb Markets LLC, a subsidiary of the issuer (the "LLC Units"). The LLC Units may be exchanged for an equal number of shares of Class A Common Stock, as described in footnote 10 to this Form 4.
This amount includes 31,663 unvested restricted stock units ("RSUs") in respect of Class A Common Stock which are scheduled to vest on January 1, 2021, subject to the reporting person's continued employment through the vesting date. This amount also includes 35,711 vested RSUs which were settled on February 3, 2020.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.00 to $45.23, inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes 4, 8 and 9 to this Form 4.
Represents shares withheld by the issuer to satisfy the tax withholding obligation associated with the settlement of RSUs in respect of Class A Common Stock held by the reporting person.
This amount includes 31,663 unvested RSUs in respect of Class A Common Stock which are scheduled to vest on January 1, 2021, subject to the reporting person's continued employment through the vesting date.
Represents shares of Class A Common Stock acquired in connection with the settlement of certain dividend equivalent rights (the "DERs"). The DERs were granted in connection with previously awarded RSUs, and settled in shares of Class A Common Stock in connection with the settlement of the RSUs to which they relate.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.00 to $47.05, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.00 to $47.02, inclusive.
Pursuant to the terms of the limited liability company agreement for Tradeweb Markets LLC, LLC Units may be exchanged for shares of Class A Common Stock or Class B common stock of the issuer, in each case, on a one-for-one basis at the discretion of the holder. Upon such an exchange, a corresponding number of shares of Class D common stock of the issuer ("Class D Common Stock") (or shares of the issuer's Class C common stock ("Class C Common Stock"), in the event the reporting person exchanged their shares of Class D Common Stock as described in footnote 11 to this Form 4) will be canceled. These exchange rights do not expire.
Shares of Class D Common Stock have ten votes per share but no economic rights (including rights to dividends or, other than their par value, any distribution upon liquidation) and are issued in an equal amount to the number of LLC Units held. Shares of Class D Common Stock are exchangeable for shares of Class C Common Stock, which have one vote per share but no economic rights (other than their par value upon liquidation), on a one-for-one basis at the discretion of the holder. These exchange rights do not expire.
Reflects the cancellation for no consideration of a number of shares of Class D Common Stock in connection with the exchange by the reporting person of an equal number of LLC Units for Class A Common Stock.
This option is fully vested and exercisable as of the date hereof.