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Filing Details

Accession Number:: 0001592386-25-000045
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-02-14 17:34:41
Reporting Period:: 2025-02-12

Filing Date:: 2025-02-14
Accepted Time:: 2025-02-14 17:34:41
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1592386	Virtu Financial Inc.	VIRT	Security Brokers, Dealers & Flotation Companies (6211)	320420206

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1788170	Brett Fairclough	C/O Virtu Financial, Inc. 1633 Broadway New York NY 10019	Co-President & Co-Coo	No	Yes	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	Explanation
Class A Common Stock	Disposition	2025-02-12	72,967	$36.84	90,749	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Restricted Stock Unit	$0.00			94,065	94,065	Direct
Class A Common Stock	Non-voting common interest units of Virtu Financial LLC	$0.00			10,930	10,930	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	94,065	94,065	Direct
	10,930	10,930	Indirect

Footnotes

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.
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.
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.
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.