Virtu Employee Holdco LLC - Jul 13, 2021 Form 4 Insider Report for Virtu Financial, Inc. (VIRT)

Role
Director, Other*, 10%+ Owner
Signature
/s/ Justin Waldie, as Attorney-in-Fact
Stock symbol
VIRT
Transactions as of
Jul 13, 2021
Transactions value $
$0
Form type
4
Date filed
2/15/2022, 07:24 PM
Previous filing
May 19, 2021
Next filing
Nov 10, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VIRT Class C common stock Disposed to Issuer -7.66K -0.16% 4.65M Jul 13, 2021 Direct F1
transaction VIRT Class C common stock Disposed to Issuer -318K -6.85% 4.33M Feb 11, 2022 Direct F2

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 Disposed to Issuer -7.66K -0.16% 4.65M Jul 13, 2021 Class A common stock 7.66K Direct F3
transaction VIRT Non-voting common interest units of Virtu Financial LLC Disposed to Issuer -318K -6.85% 4.33M Feb 11, 2022 Class A common stock 318K Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Virtu Financial LLC repurchased Virtu Financial Units held by the reporting person on behalf of one or more former employees or directors, and the corresponding shares of Class C Common Stock were repurchased for nominal consideration.
F2 Virtu Financial Units and corresponding shares of Class C Common Stock were distributed to electing employees and then exchanged for shares of Class A Common Stock in accordance with the terms of the Exchange Agreement (as defined in Footnote 4).
F3 Pursuant to the terms of Virtu Financial LLC's operating agreement, Virtu Financial LLC may repurchase Virtu Financial Units held by the reporting person on behalf of an employee or director upon such person's departure from the Company.
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 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, 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.

Remarks:

By virtue of its relationship with Mr. Vincent Viola, who is the managing member of the reporting person and a director of the Issuer, the reporting person may be deemed to be a director by deputization.