Douglas A. Cifu - Apr 1, 2025 Form 4 Insider Report for Virtu Financial, Inc. (VIRT)

Signature
Justin Waldie, as Attorney-in-Fact
Stock symbol
VIRT
Transactions as of
Apr 1, 2025
Transactions value $
$0
Form type
4
Date filed
4/3/2025, 05:30 PM
Previous filing
Apr 3, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VIRT Class A common stock Gift -114K -16.26% 587K Apr 1, 2025 Direct F1
transaction VIRT Class A common stock Gift +114K 114K Apr 1, 2025 See footnote F1, F2
holding VIRT Class A common stock 443K Apr 1, 2025 See footnote F3

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 Gift -820K -100% 0 Apr 1, 2025 Class A common stock 820K See footnote F1, F4, F5
transaction VIRT Non-voting common interest units of Virtu Financial LLC Gift +820K 820K Apr 1, 2025 Class A common stock 820K See footnote F1, F2, F4
holding VIRT Non-voting common interest units of Virtu Financial LLC 2.83M Apr 1, 2025 Class A common stock 2.83M See footnote F4, F6
holding VIRT Deferred Stock Unit 484K Apr 1, 2025 Class A common stock 484K Direct F7, F8
holding VIRT Restricted Stock Unit 195K Apr 1, 2025 Class A common stock 195K Direct F9, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Bona fide gift.
F2 By the reporting person's spouse, Melissa L. Cifu, as Trustee of the Cifu 2025 GST Trust. The reporting person may be deemed to beneficially own the shares by virtue of his relationship with Mrs. Cifu.
F3 By a trust, for the benefit of the Cifu Family (the "Cifu Family 2020 Trust"). Melissa L. Cifu, the reporting person's wife, and Dr. Mitchel A. Lautenberg, Ms. Cifu's brother, share dispositive control and voting control over the shares held by the Cifu Family 2020 Trust. The reporting person may be deemed to beneficially own the shares held by the Cifu Family 2020 Trust by virtue of his relationship with Mrs. Cifu.
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 equity holders 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.
F5 By a trust, for the benefit of the Cifu Family (the "Cifu Family 2011 Trust"). Melissa L. Cifu, the reporting person's wife, and Dr. Mitchel A. Lautenberg, Ms. Cifu's brother, share dispositive control and voting control over the shares held by the Cifu Family 2011 Trust. The reporting person may be deemed to beneficially own the shares held by the Cifu Family 2011 Trust by virtue of his relationship with Mrs. Cifu.
F6 By a limited liability company, DAC Investment LLC, owned by the reporting person and the reporting person's wife.
F7 Deferred Stock Units ("DSU") credited to the reporting person under the Virtu Financial, Inc. Deferred Compensation Plan, effective November 13, 2020. Each DSU is economically equivalent to one share of Class A common stock.
F8 The DSUs credited under the Deferred Compensation Plan are generally payable in the form elected or provided under the Deferred Compensation Plan on the earlier of: (i) a separation from service, (ii) a specified date, or (iii) a change in control.
F9 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.
F10 The RSUs vest on various vesting dates in 2026, 2027 and 2028.