4//SEC Filing
York Parent Ltd 4
Accession 0000899243-21-004400
CIK 0001758730other
Filed
Feb 1, 7:00 PM ET
Accepted
Feb 2, 8:26 PM ET
Size
23.7 KB
Accession
0000899243-21-004400
Insider Transaction Report
Form 4
Refinitiv Holdings Ltd
10% Owner
Transactions
- Sale
Class D Common Stock
2021-01-29−22,988,329→ 0 total(indirect: See Footnotes)→ Class C Common Stock (22,988,329 underlying) - Sale
Non-voting common units of Tradeweb Markets LLC
2021-01-29−22,988,329→ 0 total(indirect: See Footnotes)→ Class A Common Stock (22,988,329 underlying) - Sale
Class B Common Stock
2021-01-29−96,933,192→ 0 total(indirect: See Footnotes)→ Class A Common Stock (96,933,192 underlying)
Transactions
- Sale
Non-voting common units of Tradeweb Markets LLC
2021-01-29−22,988,329→ 0 total(indirect: See Footnotes)→ Class A Common Stock (22,988,329 underlying) - Sale
Class B Common Stock
2021-01-29−96,933,192→ 0 total(indirect: See Footnotes)→ Class A Common Stock (96,933,192 underlying) - Sale
Class D Common Stock
2021-01-29−22,988,329→ 0 total(indirect: See Footnotes)→ Class C Common Stock (22,988,329 underlying)
BCP York Holdings (Delaware) L.P.
10% Owner
Transactions
- Sale
Class D Common Stock
2021-01-29−22,988,329→ 0 total(indirect: See Footnotes)→ Class C Common Stock (22,988,329 underlying) - Sale
Class B Common Stock
2021-01-29−96,933,192→ 0 total(indirect: See Footnotes)→ Class A Common Stock (96,933,192 underlying) - Sale
Non-voting common units of Tradeweb Markets LLC
2021-01-29−22,988,329→ 0 total(indirect: See Footnotes)→ Class A Common Stock (22,988,329 underlying)
Transactions
- Sale
Class B Common Stock
2021-01-29−96,933,192→ 0 total(indirect: See Footnotes)→ Class A Common Stock (96,933,192 underlying) - Sale
Non-voting common units of Tradeweb Markets LLC
2021-01-29−22,988,329→ 0 total(indirect: See Footnotes)→ Class A Common Stock (22,988,329 underlying) - Sale
Class D Common Stock
2021-01-29−22,988,329→ 0 total(indirect: See Footnotes)→ Class C Common Stock (22,988,329 underlying)
BCP York Subsidiary (Cayman) L.P.
10% Owner
Transactions
- Sale
Class B Common Stock
2021-01-29−96,933,192→ 0 total(indirect: See Footnotes)→ Class A Common Stock (96,933,192 underlying) - Sale
Non-voting common units of Tradeweb Markets LLC
2021-01-29−22,988,329→ 0 total(indirect: See Footnotes)→ Class A Common Stock (22,988,329 underlying) - Sale
Class D Common Stock
2021-01-29−22,988,329→ 0 total(indirect: See Footnotes)→ Class C Common Stock (22,988,329 underlying)
Footnotes (11)
- [F1]On January 29, 2021, the Reporting Persons sold their interests in Refinitiv Parent Limited, which indirectly beneficially owns the securities of the Issuer reported herein, to the London Stock Exchange Group plc ("LSEG plc") in an all-stock transaction, for an aggregate of 204,225,968 voting and limited voting ordinary shares to be issued by LSEG plc in accordance with the terms of the stock purchase agreement governing the transaction (the "Sale"). No securities of the Issuer were transferred by Refinitiv TW Holdings Ltd. or Refinitiv US PME LLC in connection with the Sale, and such entities continue to own the securities reported herein.
- [F10]Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
- [F11]Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
- [F2]Shares of the Issuer's Class B common stock ("Class B Common Stock") have ten votes per share and are exchangeable for shares of the Issuer's Class A common stock ("Class A Common Stock") on a one-for-one basis at the discretion of the holder. These exchange rights do not expire.
- [F3]Shares of Class D common stock of the Issuer ("Class D Common Stock") have ten votes per share but no economic rights (including rights to dividends or, other than their par value, distributions upon liquidation) and are issued in an equal amount to the number of non-voting common units of Tradeweb Markets LLC, a subsidiary of the Issuer ("LLC Units"), held. Shares of Class D Common Stock are exchangeable for shares of the Issuer's Class C common stock ("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.
- [F4]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, 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 (or shares of Class C Common Stock, in the event the holder exchanged its shares of Class D Common Stock as described above) will be canceled. These exchange rights do not expire.
- [F5]These securities are directly held by Refinitiv TW Holdings Ltd.
- [F6]These securities are directly held by Refinitiv US PME LLC.
- [F7]Refinitiv US LLC is the controlling member of Refinitiv US PME LLC. Refinitiv US Holdings Inc. is the sole member of Refinitiv US LLC. Refinitiv Parent Limited is the sole shareholder of Refinitiv US Holdings Inc. and Refinitiv TW Holdings ltd. Prior to the Sale, York Parent Limited (f/k/a Refinitiv Holdings Limited) was the sole shareholder of Refinitiv Parent Limited. BCP York Holdings (Delaware) L.P. is the majority shareholder of Refinitiv Holdings Limited. BCP York Holdings GP (Delaware) L.L.C. is the general partner of BCP York Holdings (Delaware) L.P. BCP York Subsidiary (Cayman) L.P. is the sole member of BCP York Holdings GP (Delaware) L.L.C. BCP VII Holdings Manager (Cayman) L.L.C. is the general partner of BCP York Subsidiary (Cayman) L.P.
- [F8]Blackstone Management Associates (Cayman) VII L.P. is the managing member of BCP VII Holdings Manager (Cayman) L.L.C. BCP VII GP L.L.C. is a general partner of Blackstone Management Associates (Cayman) VII L.P. Blackstone Holdings III L.P. is the sole member of BCP VII GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
- [F9]Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3.
Documents
Issuer
Tradeweb Markets Inc.
CIK 0001758730
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001771973
Filing Metadata
- Form type
- 4
- Filed
- Feb 1, 7:00 PM ET
- Accepted
- Feb 2, 8:26 PM ET
- Size
- 23.7 KB