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Virtu Financial, Inc.·4

Feb 6, 4:12 PM ET

Lee Cindy 4

4 · Virtu Financial, Inc. · Filed Feb 6, 2026

Research Summary

AI-generated summary of this filing

Updated

Virtu (VIRT) CFO Cindy Lee Exercises Conversions, Receives RSU Awards

What Happened

  • Cindy Lee, Chief Financial Officer of Virtu Financial, reported transactions on Feb 4, 2026: conversions/exercises of derivatives and settlement/grants of RSUs that resulted in gross issuance/acquisition of 27,479 shares of Class A common stock (13,672 from exercises/conversions and 13,807 from grants/awards). The issuer withheld 9,635 shares to cover tax liabilities, leaving a net increase of 17,844 shares to Lee.
  • The filing shows $0.00 for the derivative conversion/award items (no cash paid or received is reported). Transaction codes used: M = exercise/conversion of derivative, A = grant/award, F = shares withheld for tax.

Key Details

  • Transaction date: February 4, 2026; Form 4 filed February 6, 2026 (timely within reporting window).
  • Reported amounts: gross acquired 27,479 shares (1,172 + 12,500 + 5,523 + 8,284), shares withheld for tax 9,635 (589 + 6,274 + 2,772), net +17,844 shares.
  • Prices / consideration: entries report N/A or $0.00 for the derivative/award items (no dollar value reported for purchases/sales).
  • Shares owned after transaction: not specified in this filing.
  • Relevant footnotes: RSUs vested on Feb 4, 2026 (F5); shares issued in settlement of vested RSUs and shares withheld for tax per the company’s management incentive plan (F1–F3); some RSUs vest on future dates (F6); conversion/exchange rights for Virtu Financial Units described (F7) and employee holding vehicle referenced (F8).

Context

  • The pattern (award/grant + withholding) indicates settlement of vested restricted stock units with shares withheld to cover taxes — effectively a cashless settlement rather than an open-market sale. M-code entries reflect conversion/exercise of derivatives (including exchange rights on units) rather than a typical cash purchase.
  • These transactions are routine compensation-related events (vesting/settlement and associated tax withholding) and are not direct open-market buy or sell signals.

Insider Transaction Report

Form 4
Period: 2026-02-04
Virtu Financial, Inc.VIRT
Lee Cindy
Chief Financial Officer
Transactions
  • Exercise/Conversion

    Class A common stock

    [F1]
    2026-02-04+1,172→ 23,249 total
  • Tax Payment

    Class A common stock

    [F2]
    2026-02-04−589→ 22,660 total
  • Exercise/Conversion

    Class A common stock

    [F1]
    2026-02-04+12,500→ 35,160 total
  • Tax Payment

    Class A common stock

    [F2]
    2026-02-04−6,274→ 28,886 total
  • Award

    Class A common stock

    [F3]
    2026-02-04+5,523→ 34,409 total
  • Tax Payment

    Class A common stock

    [F2]
    2026-02-04−2,772→ 31,637 total
  • Exercise/Conversion

    Restricted Stock Unit

    [F4][F5]
    2026-02-04−1,172→ 78,423 total
    → Class A common stock (1,172 underlying)
  • Exercise/Conversion

    Restricted Stock Unit

    [F4][F5]
    2026-02-04−12,500→ 65,923 total
    → Class A common stock (12,500 underlying)
  • Award

    Restricted Stock Unit

    [F4][F6]
    2026-02-04+8,284→ 74,207 total
    → Class A common stock (8,284 underlying)
Holdings

  • Non-voting common interest units of Virtu Financial LLC

    [F7][F8]
    (indirect: See footnote)
    → Class A common stock (4,760 underlying)
    4,760
Footnotes (8)
  • [F1]Shares of Class A common stock issued in settlement of vested shares granted under the Issuer's Second Amended and Restated 2015 Management Incentive Plan.
  • [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 Amended and Restated 2015 Management Incentive Plan.
  • [F3]Shares of Class A common stock granted under the Issuer's Second Amended and Restated 2015 Management Incentive Plan.
  • [F4]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.
  • [F5]The RSUs vested on February 4, 2026
  • [F6]The RSUs vest on February 4, 2027, February 4, 2028 and February 4, 2029.
  • [F7]Pursuant to the terms of the Exchange Agreement, effective as of April 15, 2015, by and among the Issuer, Virtu Financial LLC and the equityholders of Virtu Financial LLC (the "Exchange Agreement"), Virtu Financial Units, together with a corresponding number of shares of Class C Common Stock, may be exchanged for shares of Class A Common Stock, which have one vote per share and economic rights (including rights to dividends and distributions upon liquidation), on a one-for-one basis at the discretion of the holder. The exchange rights under the Exchange Agreement do not expire.
  • [F8]By Virtu Employee Holdco LLC, a holding vehicle through which employees and directors of the Issuer hold vested and unvested Virtu Financial Units and shares of Class C Common Stock. The reporting person disclaims beneficial ownership in such Virtu Financial Units and shares held by Virtu Employee Holdco LLC except to the extent of his pecuniary interest therein.
Signature
Justin Waldie, as Attorney-in-Fact|2026-02-06

Documents

1 file
  • 4
    wk-form4_1770412344.xmlPrimary

    FORM 4