[Form 4] Virtu Financial, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Virtu Financial, Inc. (VIRT) Form 4 filing – insider equity activity

Director Joanne Minieri reported two equity transactions dated 1 July 2025 and 3 July 2025:

• Settlement of vested RSUs: 6,681 Class A common shares were issued upon conversion of previously granted restricted stock units (RSUs) on 3 July 2025 (Transaction Code M). Her directly held share balance rose to 37,993 shares.
• New equity grant: 3,392 RSUs were awarded on 1 July 2025 under the company’s Second Amended and Restated 2015 Management Incentive Plan. These units vest on 1 July 2026.

Derivative holdings after the transactions total 3,392 RSUs, while non-derivative ownership stands at 37,993 shares. No open-market sales or purchases were disclosed; all activity relates to incentive compensation. The reported share quantities are immaterial relative to VIRT’s total shares outstanding, suggesting a neutral-to-slightly-positive alignment of director incentives with shareholders.

Positive

• Director increased direct ownership by 6,681 shares, signalling continued equity alignment.
• New 3,392 RSU grant vests in 2026, reinforcing long-term incentive structure.

Negative

• Transaction size is immaterial relative to shares outstanding, limiting market impact.

Insights

Equity Research Analyst

TL;DR: Director converted 6.7k RSUs into stock and received 3.4k new RSUs; no sales, modest alignment impact.

The filing shows routine equity-compensation activity. Minieri’s direct ownership increased to 37,993 shares following the settlement of 6,681 RSUs. A fresh grant of 3,392 RSUs, vesting in July 2026, reinforces long-term alignment but is quantitatively negligible versus Virtu’s public float. Because there were no dispositions for cash, the market should view the transaction as neutral. Insider accumulation through incentive plans can be a mild positive signal, yet the size (<1 % of daily trading volume) limits price impact. Overall, the event does not alter our valuation thesis.

Corporate Governance Specialist

TL;DR: Routine incentive grant; reinforces pay-for-performance structure, no governance red flags detected.

The transactions adhere to the Second Amended and Restated 2015 Management Incentive Plan. Grant size (3,392 RSUs) is consistent with director compensation norms and vests over one year, encouraging continued board engagement. Settlement of vested RSUs into stock, rather than an immediate sale, indicates the director is retaining equity exposure. No 10b5-1 plan was checked, implying discretionary timing but within compliance. From a governance standpoint, these actions are standard and present no material risk to shareholders.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Minieri Joanne

(Last) (First) (Middle)

C/O VIRTU FINANCIAL, INC.

1633 BROADWAY

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Virtu Financial, Inc. [ VIRT ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025

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	07/03/2025		M		6,681	A	(1)	37,993	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
Restricted Stock Unit	(2)	07/01/2025		A		3,392		(3)	(3)	Class A common stock	3,392	$0	10,073	D
Restricted Stock Unit	(2)	07/03/2025		M			6,681	(4)	(4)	Class A common stock	6,681	$0	3,392	D

Explanation of Responses:

1. Shares of Class A common stock issued in settlement of vested restricted stock units ("RSUs") granted under the Issuer's Second Amended and Restated 2015 Management Incentive Plan.

2. Each RSU is granted under the Issuer's Second Amended and Restated 2015 Management Incentive Plan and represents a contingent right to receive one share of Class A common stock of the Issuer.

3. The RSUs vest on July 1, 2026.

4. The RSUs vested on July 3, 2025.

Remarks:

	Justin Waldie, as Attorney-in-Fact	07/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

How many Virtu Financial (VIRT) shares did Director Joanne Minieri acquire?

She received 6,681 Class A common shares through RSU settlement.

Did the director sell any Virtu Financial stock in this Form 4?

No. The filing shows no open-market sales; all activity relates to RSU conversion and grant.

What new equity award was granted to the director?

A 3,392-unit RSU grant was made on 1 July 2025, vesting on 1 July 2026.

What is the director's shareholding after these transactions?

Joanne Minieri now directly owns 37,993 Class A shares and 3,392 RSUs.

Does this Form 4 indicate use of a Rule 10b5-1 trading plan?

The box for a Rule 10b5-1(c) plan was not checked, indicating no such plan was used.