Pomraning Brian 4
4 · INVESTMENT TECHNOLOGY GROUP, INC. · Filed Mar 5, 2019
Insider Transaction Report
Form 4
Pomraning Brian
Global Head of Product Mgmt.
Transactions
- Disposition to Issuer
Common Stock
2019-03-01$30.30/sh−68,544$2,076,883→ 0 total - Disposition to Issuer
Performance-based Restricted Stock Units
2019-03-01$30.30/sh−6,460$195,738→ 0 total→ Common Stock (6,460 underlying)
Footnotes (3)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of November 6, 2018, by and among Virtu Financial, Inc., a Delaware corporation ("Virtu"), Impala Merger Sub, Inc., a Delaware corporation ("Merger Sub") and an indirect wholly owned subsidiary of Virtu, and Investment Technology Group, 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 an indirect wholly owned subsidiary of Virtu, 11,690 shares of the Company's common stock, par value $0.01 per share (the "Common Stock"), owned by the reporting person were converted into the right to receive $30.30 per share in cash without interest (the "Merger Consideration").
- [F2]Pursuant to the Merger Agreement, at the Effective Time, 56,854 time-based restricted stock unit ("RSU") awards granted by the Company fully vested and converted automatically into the right to receive an amount in cash equal to the product of (i) the number of shares of Common Stock subject to such RSUs immediately prior to the Effective Time and (ii) the Merger Consideration of $30.30 per share.
- [F3]Pursuant to the Merger Agreement, at the Effective Time, 6,460 performance-based restricted stock unit ("PSU") awards granted by the Company fully vested and converted automatically into the right to receive an amount in cash equal to the product of (i) the number of shares of Common Stock subject to such PSUs immediately prior to the Effective Time (with the performance goals deemed satisfied at target as of the Effective Time) and (ii) the Merger Consideration of $30.30 per share.