BGC Group (BGC) Co-CEO receives RSUs, shares withheld for tax

Rhea-AI Filing Summary

BGC Group, Inc. reported insider equity compensation activity for Co-Chief Executive Officer John J. Abularrage. He was granted 164,890 restricted stock units (RSUs) effective April 1, 2025, each representing one share of Class A common stock under the company’s long-term incentive plan.

On March 15, 2026, 75,071 RSUs vested. To cover tax obligations, the company withheld 41,516 shares at $9.57 per share, and 33,555 shares were issued to him. After this vesting and withholding, he holds 147,702 shares of Class A common stock and 333,643 RSUs scheduled to vest between 2027 and 2030, subject to continued service and a quarterly gross revenue condition of at least $5 million.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

ABULARRAGE JOHN J.

(Last) (First) (Middle)

499 PARK AVENUE

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BGC Group, Inc. [ BGC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Co-Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock, par value $0.01 per share	04/01/2025(1)		A		164,890	A	(1)	522,861(1)	D
Class A Common Stock, par value $0.01 per share	03/15/2026		F(2)		41,516(2)	D	$9.57	481,345(3)(4)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Effective April 1, 2025, BGC Group, Inc. (the "Company") granted the reporting person 164,890 restricted stock units ("RSUs") granted 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"). Of these RSUs, 32,978 RSUs vested on March 15, 2026, and the remainder will vest ratably one-fourth (1/4th) on each of March 15, 2027, 2028, 2029, and 2030, provided that the reporting person is still substantially 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.

2. On March 15, 2026, pursuant to the vesting schedule of the RSUs previously granted to the reporting person, 75,071 RSUs became vested and issuable as shares of Class A Common Stock to the reporting person. The reported transaction involved the withholding by the Company of 41,516 shares of Class A Common Stock for taxes. The remaining 33,555 shares of Class A Common Stock were issued to the reporting person.

3. Consists of 147,702 shares of Class A Common Stock held directly after the vesting and withholding described in Footnote 1.

4. Also consists of 333,643 RSUs, of which (i) 172,543 RSUs will vest on March 15, 2027, (ii) 64,062 RSUs will vest on March 15, 2028 (iii) 64,060 RSUs will vest on March 15, 2029, and (iv) 32,978 RSUs will vest on March 15, 2030, in each case provided that the reporting person is still substantially providing services exclusively for the Company or any of its affiliates through the applicable vesting date.

	/s/ John J. Abularrage	03/16/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did BGC (BGC) report for its Co-CEO?

BGC Group’s Co-CEO reported an RSU grant and a tax-related share withholding. He received 164,890 RSUs, and later 75,071 RSUs vested, with 41,516 shares withheld for taxes and 33,555 shares issued as Class A common stock.

How many BGC (BGC) RSUs were granted to the Co-CEO and on what terms?

The Co-CEO was granted 164,890 RSUs effective April 1, 2025. Each RSU equals one Class A share. Vesting requires continued service and that BGC generates at least $5 million in gross revenues in the quarter when each vesting occurs.

What happened on March 15, 2026 in the BGC (BGC) Form 4 filing?

On March 15, 2026, 75,071 RSUs vested into Class A shares. BGC withheld 41,516 shares at $9.57 per share to satisfy tax liabilities, and 33,555 shares were delivered to the Co-CEO as part of his equity compensation.

How many BGC (BGC) shares and RSUs does the Co-CEO hold after these transactions?

After the vesting and tax withholding, the Co-CEO holds 147,702 shares. He also has 333,643 RSUs outstanding, scheduled to vest between March 15, 2027 and March 15, 2030, subject to continued service-based conditions and revenue thresholds.

How are future BGC (BGC) RSUs for the Co-CEO scheduled to vest?

Future RSU vesting is spread from 2027 through 2030. Tranches of 172,543, 64,062, 64,060, and 32,978 RSUs vest on March 15 of 2027, 2028, 2029, and 2030, contingent on continued service and quarterly gross revenue of at least $5 million.