BGC Group, Inc. SEC Filings

BGC Group (BGC) director reports equity grant. On 11/12/2025, the reporting person acquired 5,447 shares of Class A Common Stock at $0, represented by 5,447 RSUs granted under the company’s Long Term Incentive Plan. Following the grant, beneficial ownership is 41,044 shares, held directly.

The 5,447 RSUs vest in two tranches: 2,723 on November 12, 2026 and 2,724 on November 12, 2027, contingent on continued Board service. Holdings include 29,137 shares held directly and 6,460 previously granted RSUs, of which 3,937 vest on November 14, 2025 and 2,523 vest on September 16, 2026.

BGC Group (BGC) director Arthur U. Mbanefo reported acquiring 5,447 RSUs on 11/12/2025 at $0 under the company’s Long Term Incentive Plan. Each RSU represents the right to receive one share of Class A common stock.

These RSUs vest in two tranches: 2,723 on November 12, 2026 and 2,724 on November 12, 2027, contingent on continued Board service. Following the award, the filing lists 24,756 Class A shares beneficially owned directly.

The ownership detail includes 12,849 shares held directly and 6,460 previously granted RSUs, of which 3,937 vest on November 14, 2025 and 2,523 vest on September 16, 2026, each subject to continued Board service.

BGC Group (BGC) director reported an equity award. On 11/12/2025, the reporting person acquired 5,447 shares of Class A common stock via restricted stock units (RSUs) at a price of $0 under the company’s Long Term Incentive Plan.

Each RSU converts into one share upon vesting. Of the 5,447 RSUs, 2,723 vest on November 12, 2026, and 2,724 vest on November 12, 2027, contingent on continued Board service. Following the transaction, the reporting person beneficially owned 24,999 shares directly.

The filing notes this total includes 13,092 shares held directly and 6,460 previously granted RSUs, of which 3,937 vest on November 14, 2025, and 2,523 vest on September 16, 2026, subject to continued service.

BGC Group, Inc. reported the results of its 2025 annual meeting held on November 12, 2025. All six director nominees were elected. Stockholders voted together as a single class, with Class A shares carrying one vote per share and Class B shares carrying ten votes per share.

Ernst & Young LLP was ratified as independent registered public accounting firm for the year ending December 31, 2025, with 1,404,237,112 votes for, 1,727,339 against, and 144,505 abstentions. The advisory vote on executive compensation passed with 1,271,561,308 votes for, 87,355,388 against, 1,181,517 abstentions, and 46,010,743 broker non-votes.

BGC Group, Inc. filed a Post-Effective Amendment No. 1 to its 2024 automatic shelf registration (File No. 333-283108) to deregister previously registered senior notes. The company terminated offerings under the 2024 shelf after filing a new Form S-3 (File No. 333-291427), which became effective pursuant to Rule 462(e) and covers market-making transactions in these securities.

The affected securities are BGC’s 4.375% Senior Notes due 2025, 8.000% Senior Notes due 2028, and 6.600% Senior Notes due 2029.

BGC Group, Inc. filed its quarterly report for the period ended September 30, 2025, outlining capital structure updates, financing activity, and governance developments. The Board re-approved a $400.0 million share repurchase authorization on November 5, 2025. The Company lists multiple senior notes outstanding, including $700.0 million 6.150% notes maturing April 2, 2030, $500.0 million 6.600% notes maturing June 10, 2029, $288.2 million 4.375% notes maturing December 15, 2025, and $347.2 million 8.000% notes maturing May 25, 2028.

The report highlights the FMX transaction, where FMX Equity Partners contributed $172 million for 25.75% ownership, with an additional 10.3% tied to volume targets. It also notes the confirmation of Mr. Howard W. Lutnick as U.S. Secretary of Commerce and related leadership transition references. As context, shares outstanding were 359,294,852 Class A and 109,452,953 Class B as of November 7, 2025.

BGC Group, Inc. (BGC) furnished an 8-K announcing its Q3 2025 results press release. The Company reported that it issued a press release covering financial results for the quarter ended September 30, 2025, which is attached as Exhibit 99.1 and incorporated by reference as described therein.

Most of the information in Exhibit 99.1 is being furnished under Item 2.02, which means it is not deemed filed for liability purposes. However, the section titled “Dividend Information” in Exhibit 99.1 is being filed under Item 2.02 and will be deemed incorporated by reference in Securities Act filings where specifically referenced. The filing also includes customary forward‑looking statements language, noting risks and uncertainties that could cause actual results to differ from expectations.

Stephen M. Merkel, Chairman and General Counsel of BGC Group, Inc. (BGC), reported a sale of 16,511 shares of Class A common stock under a company repurchase on 10/03/2025. The shares were repurchased at the Nasdaq closing price of $9.21 per share and the transaction was approved by the Audit Committee under the company's buyback authorization.

The filing shows the reporting person retains 134,435 shares directly after the sale and beneficially owns additional shares 6,258 via family trusts and 46,131 in a 401(k) account. The report also discloses 134,435 shares figure includes restricted stock units (RSUs) totaling 134,435 granted under the Long Term Incentive Plan, split into tranches of 61,684 RSUs vesting ratably each April 1 in 2026–2029 and 72,751 RSUs vesting ratably each April 1 in 2026–2030, each contingent on continued service and the company generating at least $5,000,000 in gross revenues for the applicable quarter.

CF Group Management Inc. reported that Cantor Fitzgerald, L.P. purchased 8,973,721 shares of BGC Group, Inc. Class B common stock on 10/06/2025 at $9.2082 per share, increasing aggregate beneficial ownership reported to 102,314,198 Class B shares (indirect). The purchase price was based on a three-day VWAP of the Company’s Class A shares from 05/14/2025–05/16/2025, reduced by $0.032 per share to account for after-tax dividend amounts paid or payable to the seller, Howard W. Lutnick.

The filing also shows a simultaneous disposal of 2,972,524 Class B shares. Class B shares are convertible one-for-one into Class A shares. CF Group Management, Inc. is the managing general partner of Cantor Fitzgerald, L.P., and disclaims beneficial ownership beyond its pecuniary interest.