Virtu Financial (VIRT) EVP Stephen Cavoli reports sales of 71,630 shares

Rhea-AI Filing Summary

Virtu Financial EVP Stephen Cavoli reported multiple open-market sales of a combined 71,630 shares of Class A common stock between February 11 and 13, 2026, at weighted-average prices around the high-$30 range per share.

After these transactions, he directly held 144,561 Class A shares. He also held 85,463 restricted stock units, each representing a right to receive one Class A share, scheduled to vest in installments in February 2027, February 2028, and February 2029 under Virtu’s management incentive plan.

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^*

Cavoli Stephen

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		S		4,573	D	$39.1418(1)	211,618	D
Class A common stock	02/11/2026		S		7,057	D	$38.3443(2)	204,561	D
Class A common stock	02/12/2026		S		14,903	D	$37.4074(3)	189,658	D
Class A common stock	02/12/2026		S		15,097	D	$37.814(4)	174,561	D
Class A common stock	02/13/2026		S		14,530	D	$38.2335(5)	160,031	D
Class A common stock	02/13/2026		S		15,470	D	$38.4664(6)	144,561	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	(7)							(8)	(8)	Class A common stock	85,463		85,463	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $38.7186 to $39.61, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of Virtu Financial, Inc., or to Virtu Financial, Inc., upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

2. The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $37.945 to $38.595, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of Virtu Financial, Inc., or to Virtu Financial, Inc., upon request, full information regarding the number of shares sold at each separate price within the range set forth above

3. The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $37.04 to $37.6496, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of Virtu Financial, Inc., or to Virtu Financial, Inc., upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

4. The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $37.65 to $38.315, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of Virtu Financial, Inc., or to Virtu Financial, Inc., upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

5. The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $37.67 to $38.385, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of Virtu Financial, Inc., or to Virtu Financial, Inc., upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

6. The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $38.39 to $38.6762, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of Virtu Financial, Inc., or to Virtu Financial, Inc., upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

7. 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.

8. The RSUs vest in installments in February 2027, February 2028 and February 2029.

Remarks:

	Justin Waldie, as Attorney-in-Fact	02/13/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did Virtu Financial (VIRT) disclose for Stephen Cavoli?

Virtu Financial disclosed that EVP Stephen Cavoli reported multiple open-market sales of Class A common stock over several days in February 2026. These transactions were recorded on Form 4 as routine Section 16 insider activity with detailed share counts and weighted-average prices.

How many Virtu Financial (VIRT) shares did Stephen Cavoli sell in February 2026?

Stephen Cavoli reported selling a combined 71,630 shares of Virtu Financial Class A common stock across six open-market transactions. The sales occurred on February 11, 12, and 13, 2026, as shown in Table I of the Form 4 filing, with each trade’s share amount disclosed.

What prices were reported for Stephen Cavoli’s Virtu Financial (VIRT) share sales?

The Form 4 reports weighted-average sale prices ranging from $37.4074 to $39.1418 per share. Footnotes explain that each figure reflects multiple trades, with individual transaction prices within disclosed ranges, and that full price breakdowns are available to regulators and shareholders upon request.

How many Virtu Financial (VIRT) shares does Stephen Cavoli own after these sales?

Following the reported February 2026 transactions, Stephen Cavoli directly owned 144,561 shares of Virtu Financial Class A common stock. This post-transaction holding amount is shown in the “Amount of Securities Beneficially Owned Following Reported Transaction(s)” column in Table I of the Form 4.

What restricted stock units (RSUs) does Stephen Cavoli hold at Virtu Financial (VIRT)?

Stephen Cavoli held 85,463 restricted stock units, each representing one Virtu Financial Class A share. The RSUs were granted under the company’s Second Amended and Restated 2015 Management Incentive Plan and are scheduled to vest in installments in February 2027, February 2028, and February 2029.

Are Stephen Cavoli’s Virtu Financial (VIRT) transactions direct or indirect holdings?

The Form 4 indicates that all reported Class A common stock transactions and RSU holdings are classified as direct ownership. The ownership code and form entries show the securities as directly held by Stephen Cavoli rather than through an intermediate entity or indirect arrangement.