4//SEC Filing
Allison Philip 4
Accession 0001104659-17-046092
CIK 0001569391other
Filed
Jul 19, 8:00 PM ET
Accepted
Jul 20, 6:32 PM ET
Size
8.3 KB
Accession
0001104659-17-046092
Insider Transaction Report
Form 4
Allison Philip
CEO of KCG Europe Limited
Transactions
- Disposition to Issuer
Class A Common Stock, par value $0.01 per share
2017-07-20$20.00/sh−65,662$1,313,240→ 0 total - Disposition to Issuer
Restricted Stock Units
2017-07-20$20.00/sh−189,028$3,780,560→ 0 total
Footnotes (3)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of April 20, 2017, by and among Virtu Financial, Inc., a Delaware corporation ("Virtu"), Orchestra Merger Sub, Inc., a Delaware corporation ("Merger Sub") and a wholly owned subsidiary of Virtu, and Virtu KCG Holdings LLC, a Delaware limited liability company (formerly known as KCG Holdings, Inc., a Delaware corporation) (the "Company"), at the effective time of the merger (the "Effective Time") of Merger Sub with and into the Company, with the Company as the surviving entity and a wholly owned subsidiary of Virtu, each share of the Company's Class A common stock, par value $0.01 per share (the "Class A Common Stock"), owned by the reporting person was converted into the right to receive $20.00 in cash without interest (the "Merger Consideration").
- [F2]Pursuant to the Merger Agreement, at the Effective Time, each outstanding restricted stock unit ("RSU") granted by the Company was cancelled and converted automatically into the right to receive an amount in cash equal to the product of (i) the number of shares of Class A Common Stock subject to such RSU immediately prior to the Effective Time and (ii) the Merger Consideration of $20.00 per share.
- [F3]Accordingly, (i) 30,176 RSUs granted to the reporting person on February 4, 2015 under the Company's stock plan, which would have vested into Class A Common Stock on February 4, 2018, (ii) 126,910 RSUs granted to the reporting person on February 3, 2016 under the Company's stock plan, approximately 50% of which would have vested into Class A Common Stock on each of February 3, 2018 and February 3, 2019, and (iii) 31,942 RSUs granted to the reporting person on January 24, 2017 under the Company's stock plan, approximately 33.3% of which would have vested into Class A Common Stock on each of January 24, 2018, January 24, 2019 and January 24, 2020, were cancelled in connection with the Merger in exchange for a cash payment pursuant to the Merger Agreement.
Documents
Issuer
Virtu KCG Holdings LLC
CIK 0001569391
Entity typeother
Related Parties
1- filerCIK 0001620296
Filing Metadata
- Form type
- 4
- Filed
- Jul 19, 8:00 PM ET
- Accepted
- Jul 20, 6:32 PM ET
- Size
- 8.3 KB