BGC Group, Inc.·4

Apr 1, 5:48 PM ET

Hauf Jason W. 4

4 · BGC Group, Inc. · Filed Apr 1, 2026

Research Summary

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BGC CFO Jason W. Hauf Receives RSU Award; 6,320 Shares Withheld

What Happened
Jason W. Hauf, Chief Financial Officer of BGC Group, received a grant of 42,835 restricted stock units (RSUs) on April 1, 2026. On the same date, 15,680 of those RSUs vested; the company withheld 6,320 shares to cover tax obligations (reported as a disposition at $9.84 per share, totaling $62,189) and issued the remaining 9,360 shares to Hauf. The full RSU grant was made under the BGC Group, Inc. Long Term Incentive Plan.

Key Details

  • Transaction date and filing: April 1, 2026 (Form 4 filed 2026-04-01). Filing appears timely.
  • Grant: 42,835 RSUs (code A — Award/Grant). Price: N/A for RSU grants.
  • Vesting/issuance: 15,680 RSUs vested on 4/1/2026; 9,360 shares issued to Hauf.
  • Tax withholding: 6,320 shares withheld (code F — payment of exercise price/tax liability) at $9.84 per share = $62,189 reported as disposed. This is a tax-withholding event, not an open-market sale.
  • Shares/RSUs held after transaction (per filing): 9,360 shares held directly; 6,808 RSUs vesting July 1, 2033; 24,020 RSUs vesting ratably on Apr 1, 2027–2029; and 30,688 RSUs vesting ratably on Apr 1, 2027–2030 (these reflect the reporting person’s post-transaction holdings/vesting schedules as reported).
  • Notable vesting condition: RSUs generally vest ratably (one-fifth per year for five years for the new grant) and are contingent on continued service and the company (and affiliates) generating at least $5 million in gross revenues in the quarter in which each vesting occurs.

Context
RSUs are compensation awards that convert into shares when they vest; the withholding of shares to cover taxes is a routine administrative action and not a market sale indicating a change in insider sentiment. The award and vesting are subject to service and revenue-performance conditions, so transfer of value only occurs if those conditions are met.

Insider Transaction Report

Form 4
Period: 2026-04-01
Hauf Jason W.
Chief Financial Officer
Transactions
  • Award

    Class A Common Stock, par value $0.01 per share

    [F1]
    2026-04-01+42,835120,031 total
  • Tax Payment

    Class A Common Stock, par value $0.01 per share

    [F2][F3][F4]
    2026-04-01$9.84/sh6,320$62,189113,711 total
Footnotes (4)
  • [F1]On April 1, 2026, BGC Group, Inc. (the "Company") granted the reporting person 42,835 restricted stock units ("RSUs") under the BGC Group, Inc. Long Term Incentive Plan. Each RSU represents a contingent right to receive one share of the Company's Class A common stock, par value $0.01 ("Class A Common Stock"). The RSUs shall vest ratably one-fifth (1/5th) on each of the first (1st) through fifth (5th) anniversaries of the grant date, provided that the reporting person is still providing services exclusively for the Company or any of its affiliates through the applicable vesting date, and contingent upon the Company, inclusive of its affiliates, generating at least $5 million in gross revenues for the quarter in which the vesting occurs. The grant was approved by the Compensation Committee of the Board of Directors of the Company and is exempt pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
  • [F2]On April 1, 2026, pursuant to the vesting schedule of the RSUs previously granted to the reporting person, 15,680 RSUs became vested and issuable as Class A Common Stock to the reporting person. The reported transaction involved the withholding by the Company of 6,320 shares of Class A Common Stock for taxes. The remaining 9,360 shares of Class A Common Stock were issued to the reporting person.
  • [F3]Following the vesting and withholding schedule as described in Footnote 2, includes (i) 9,360 shares of Class A Common Stock held directly, (ii) 6,808 RSUs, which will vest on July 1, 2033, provided that the reporting person remains employed through such vesting date, and contingent upon the Company, inclusive of its affiliates, generating at least $5 million in revenue for the quarter in which the vesting occurs, (iii) 24,020 RSUs which vest ratably on each of April 1, 2027, 2028 and 2029, provided that the reporting person is still providing services exclusively for the Company or any of its affiliates through the applicable vesting date, and contingent upon the Company generating at least $5 million in gross revenues for the quarter in which the vesting occurs, and
  • [F4](This footnote is a continuation of the prior footnote) (iv) 30,688 RSUs which will vest ratably on each of April 1, 2027, 2028, 2029 and 2030, provided that the reporting person is still providing services exclusively for the Company or any of its affiliates through the applicable vesting date, and contingent upon the Company generating at least $5 million in gross revenues for the quarter in which the vesting occurs. The RSUs were granted pursuant to the BGC Group, Inc. Long Term Incentive Plan.
Signature
/s/ Jason Hauf|2026-04-01

Documents

1 file
  • 4
    rdgdoc.xmlPrimary

    FORM 4