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4//SEC Filing

Molluso Joseph 4

Accession 0001602472-26-000002

CIK 0001592386other

Filed

Feb 2, 7:00 PM ET

Accepted

Feb 3, 7:44 PM ET

Size

19.4 KB

Accession

0001602472-26-000002

Research Summary

AI-generated summary of this filing

Updated

Virtu (VIRT) Co‑President Joseph Molluso Receives RSU Awards

What Happened

  • Joseph Molluso, Co‑President & Co‑COO of Virtu Financial (VIRT), had performance‑based RSUs vest and settle into common stock on Jan 31, 2026 and Feb 2, 2026. The filings show gross issuances of 37,500 + 37,500 shares on Jan 31 and 11,193 shares on Feb 2, for a total of 86,193 shares issued. The derivative conversion/settlement entries are reported at $0.00 (these are RSU settlements, not cash purchases). The issuer withheld 20,738 shares on Jan 31 and 6,190 shares on Feb 2 to satisfy tax withholding, totaling 26,928 shares — leaving a net issuance to Molluso of about 59,265 shares. These transactions are awards/settlements (codes A and M) with tax withholding (code F), not open‑market trades.

Key Details

  • Transaction dates & types: Jan 31, 2026 (two RSU settlements/awards of 37,500 shares each); Feb 2, 2026 (RSU settlement of 11,193 shares). Reported codes: A = Award/Grant, M = Exercise/Conversion of derivative (RSU settlement), F = Shares withheld for taxes.
  • Prices/values: derivative settlements reported at $0.00 per share (RSU conversion), no cash price paid. No dollar sale value reported.
  • Tax withholding: 20,738 shares withheld on Jan 31; 6,190 shares withheld on Feb 2 (total 26,928 shares).
  • Net shares received: ~59,265 shares (86,193 gross − 26,928 withheld).
  • Shares owned after transaction: not specified in the provided filing excerpt.
  • Footnotes: RSUs were performance‑based awards (linked to 2024 and 2025 objectives) granted under Virtu’s Management Incentive Plan and the executive employment agreement; some RSUs are contingent rights to one share each. One tranche vested Feb 2, 2026 per filing footnote. No 10b5‑1 plan or gift noted.
  • Filing timeliness: Form 4 was filed Feb 3, 2026 for transactions through Feb 2, 2026; the filing does not indicate it was late.

Context

  • These were compensation settlements (vested RSUs) and routine tax withholding — not open‑market purchases or sales. Such awards reflect company compensation/ performance outcomes, not a direct buy/sell signal by the insider. When RSUs are settled and shares are withheld for taxes, insiders typically retain the net shares; this is common and not necessarily an expression of market sentiment.

Insider Transaction Report

Form 4
Period: 2026-01-31
Molluso Joseph
Co-President & Co-COO
Transactions
  • Exercise/Conversion

    Class A common stock

    [F1]
    2026-01-31+37,500513,647 total
  • Tax Payment

    Class A common stock

    [F2]
    2026-01-3120,738492,909 total
  • Award

    Class A common stock

    [F3]
    2026-01-31+37,500530,409 total
  • Tax Payment

    Class A common stock

    [F2]
    2026-01-3120,738509,671 total
  • Exercise/Conversion

    Class A common stock

    [F4]
    2026-02-02+11,193520,864 total
  • Tax Payment

    Class A common stock

    [F2]
    2026-02-026,190514,674 total
  • Exercise/Conversion

    Restricted Stock Unit

    [F1][F5]
    2026-01-3137,50056,566 total
    Class A common stock (37,500 underlying)
  • Award

    Restricted Stock Unit

    [F6][F7]
    2026-01-31+37,50094,066 total
    Class A common stock (37,500 underlying)
  • Exercise/Conversion

    Restricted Stock Unit

    [F8][F9]
    2026-02-0211,19382,873 total
    Class A common stock (11,193 underlying)
Footnotes (9)
  • [F1]37,500 RSUs were earned as a result of the Issuer's achievement of associated performance objective for 2024 and vested and settled in shares of Class A common stock on January 31, 2026. The RSUs were granted under the Issuer's Second Amended and Restated 2015 Management Incentive pursuant to the Amended and Restated Employment Agreement between the Issuer and Mr. Joseph Molluso.
  • [F2]Shares of Class A common stock withheld for tax by the Issuer in relation to the settlement of vested RSUs in accordance with the Issuer's Second Amended and Restated 2015 Management Incentive Plan.
  • [F3]37,500 shares of class A common stock were earned as a result of the Issuer's achievement of associated performance objective for 2025 and vested on January 31, 2026. The shares were granted under the Issuer's Second Amended and Restated 2015 Management Incentive pursuant to the Amended and Restated Employment Agreement between the Issuer and Mr. Joseph Molluso.
  • [F4]Shares of Class A common stock issued in settlement of vested RSUs granted under the Issuer's Second Amended and Restated 2015 Management Incentive Plan.
  • [F5]The RSUs vested January 31, 2026
  • [F6]37,500 RSUs were earned as a result of the Issuer's achievement of associated performance objective for 2025. The RSUs were granted under the Issuer's Second Amended and Restated 2015 Management Incentive pursuant to the Amended and Restated Employment Agreement between the Issuer and Mr. Joseph Molluso.
  • [F7]The RSUs vest January 31, 2027.
  • [F8]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.
  • [F9]The RSUs vested February 2, 2026.
Signature
Justin Waldie, as Attorney-in-Fact|2026-02-03

Issuer

Virtu Financial, Inc.

CIK 0001592386

Entity typeother

Related Parties

1
  • filerCIK 0001602472

Filing Metadata

Form type
4
Filed
Feb 2, 7:00 PM ET
Accepted
Feb 3, 7:44 PM ET
Size
19.4 KB