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Michael T. Viola of Virtu Financial (VIRT) logs RSU vesting and new stock unit grant

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Viola Michael T reported acquisition or exercise transactions in this Form 4 filing.

Virtu Financial director and 10% owner Michael T. Viola reported routine equity compensation activity. On July 1, 2026, 3,392 Restricted Stock Units (RSUs) vested and were settled into 3,392 shares of Class A common stock, increasing his direct holdings to 124,501 shares.

He also received a new grant of 2,504 RSUs, each representing a contingent right to one share of Class A common stock, vesting on July 1, 2027. Separately, 52,235 underlying shares relate to non-voting common interest units of Virtu Financial LLC held indirectly through Virtu Employee Holdco LLC, where he disclaims beneficial ownership except to the extent of his pecuniary interest.

Positive

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Insights

Routine RSU vesting and new grant, no open-market buying or selling.

Michael T. Viola, a director and 10% owner of Virtu Financial, reported RSU-based equity changes rather than market trades. A block of 3,392 RSUs vested into Class A common stock, bringing his direct stake to 124,501 shares.

He simultaneously received 2,504 new RSUs scheduled to vest on July 1, 2027, signaling ongoing alignment through stock-based pay. An additional 52,235 underlying shares are tied to non-voting units held via Virtu Employee Holdco LLC, where he disclaims beneficial ownership beyond his pecuniary interest. Overall this looks like standard compensation, not a directional market signal.

Insider Viola Michael T
Role null
Type Security Shares Price Value
Exercise Restricted Stock Unit 3,392 $0.00 --
Grant/Award Restricted Stock Unit 2,504 $0.00 --
Exercise Class A common stock 3,392 $0.00 --
holding Non-voting common interest units of Virtu Financial LLC -- -- --
Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct, null); Class A common stock — 124,501 shares (Direct, null); Non-voting common interest units of Virtu Financial LLC — 52,235 shares (Indirect, See footnote)
Footnotes (1)
  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. Each RSU is granted under the Issuer's Second 2015 Amended and Restated Incentive Plan and represents a contingent right to receive one share of Class A common stock of the Issuer. The RSUs vested on July 1, 2026. The RSUs vest on July 1, 2027. 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. By Virtu Employee Holdco LLC, a holding vehicle through which employees and directors of the Issuer hold 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.
RSUs vested into shares 3,392 shares Class A common stock issued from vested RSUs on July 1, 2026
Direct Class A holdings 124,501 shares Total Class A common stock directly owned after transactions
New RSU grant 2,504 RSUs Restricted Stock Units granted representing future Class A shares
Future RSU vesting date July 1, 2027 Vesting date for the new 2,504 RSUs
Indirect underlying shares 52,235 shares Underlying Class A shares for non-voting units via Virtu Employee Holdco LLC
RSU exercise price $0.00 per unit Conversion or exercise price for RSUs into Class A common stock
Restricted Stock Unit financial
"Restricted Stock Unit, transaction_code "A", represents a contingent right to receive one share of Class A common stock"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Exchange Agreement financial
"Pursuant to the terms of the Exchange Agreement, effective as of April 15, 2015"
A written deal in which two parties agree to swap assets, securities or obligations under set terms—think of it as a formal swap or trade contract. For investors it matters because such agreements can change who owns what, alter a company’s capital structure, affect future cash flows or dilute existing shares, and therefore influence value and risk in a straightforward, contract-driven way.
Class C Common Stock financial
"Virtu Financial Units, together with a corresponding number of shares of Class C Common Stock, may be exchanged"
A class C common stock is a type of company share that usually represents ownership but often carries limited or no voting power compared with other share classes. For investors, that matters because it can affect influence over company decisions and sometimes the stock’s price or dividend priority — think of it as owning a ticket to the same event but in a section with less say in how the event is run.
pecuniary interest financial
"the reporting person disclaims beneficial ownership ... except to the extent of his pecuniary interest therein"
Virtu Financial Units financial
"Virtu Financial Units, together with a corresponding number of shares of Class C Common Stock, may be exchanged"
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FAQ

What did Michael T. Viola report in the latest Virtu Financial (VIRT) Form 4?

Michael T. Viola reported equity compensation changes, not market trades. 3,392 RSUs vested into Class A common stock, raising his direct holdings to 124,501 shares, and he received a new grant of 2,504 RSUs that will convert into stock at future vesting.

How many Virtu Financial (VIRT) shares does Michael T. Viola now hold directly?

After the reported RSU vesting, Michael T. Viola directly holds 124,501 shares of Class A common stock. These shares reflect his post-transaction ownership and come primarily from the settlement of 3,392 vested Restricted Stock Units granted under the company’s incentive plan.

What new Restricted Stock Units did Michael T. Viola receive from Virtu Financial (VIRT)?

He received a grant of 2,504 Restricted Stock Units. Each RSU represents a contingent right to one share of Virtu Financial Class A common stock, and the filing states that these RSUs vest on July 1, 2027, subject to the plan’s terms.

Were there any open-market buys or sells in this Virtu Financial (VIRT) Form 4?

The Form 4 shows no open-market purchases or sales. Activity consists of RSU vesting into 3,392 Class A shares, a new 2,504-RSU grant, and disclosures around non-voting units, indicating compensation and structural holdings rather than trading decisions.

How does the Exchange Agreement affect Virtu Financial (VIRT) units reported in this Form 4?

Under the Exchange Agreement, Virtu Financial Units plus corresponding Class C shares may be exchanged on a one-for-one basis into Class A common stock. The filing notes these exchange rights do not expire, providing long-term flexibility for holders of such units.
SEC Form 4
FORM 4UNITED 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*
Viola Michael T

(Last)(First)(Middle)
C/O VIRTU FINANCIAL, INC.
1633 BROADWAY

(Street)
NEW YORK NEW YORK 10019

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Virtu Financial, Inc. [ VIRT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A common stock07/01/2026M3,392A(1)124,501D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(2)07/01/2026M3,392 (3) (3)Class A common stock3,392$00D
Restricted Stock Unit(2)07/01/2026A2,504 (4) (4)Class A common stock2,504$02,504D
Non-voting common interest units of Virtu Financial LLC(5) (5) (5)Class A common stock52,23552,235ISee footnote(6)
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 2015 Amended and Restated Incentive Plan and represents a contingent right to receive one share of Class A common stock of the Issuer.
3. The RSUs vested on July 1, 2026.
4. The RSUs vest on July 1, 2027.
5. 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.
6. By Virtu Employee Holdco LLC, a holding vehicle through which employees and directors of the Issuer hold 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.
Remarks:
Justin Waldie, as Attorney-in-Fact07/06/2026
** Signature of Reporting PersonDate
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)