Virtu CFO settles 11,667 RSUs, withholds shares for tax

Virtu Financial, Inc. Chief Financial Officer Cindy Lee settled 11,667 restricted stock units (RSUs) into an equal number of shares of Class A common stock on August 1, 2026 under the company’s incentive plan.

Rhea-AI Filing Summary

Virtu Financial, Inc. Chief Financial Officer Cindy Lee settled 11,667 restricted stock units (RSUs) into an equal number of shares of Class A common stock on August 1, 2026 under the company’s incentive plan. In connection with this vesting, 6,452 shares of Class A common stock were withheld by Virtu to satisfy tax obligations. After these transactions, Lee directly holds 82,540 RSUs and has an indirect interest in 4,760 non-voting common interest units of Virtu Financial LLC, which are exchangeable on a one-for-one basis into Class A common stock with no expiration.

Insider Trade Summary

11,667 shares exercised/converted

Exercise 4 txns

Insider Lee Cindy

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit F3, F4	11,667	$0.00	$0.00
Exercise	Class A common stock F1	11,667	--	--
Tax Withholding	Class A common stock F2	6,452	--	--
holding	Non-voting common interest units of Virtu Financial LLC F5, F6	--	--	--

Holdings After Transaction: Restricted Stock Unit — 82,540 contracts (Direct); Class A common stock — 36,852 shares (Direct); Non-voting common interest units of Virtu Financial LLC — 4,760 contracts (Indirect, See footnote)

Footnotes (6)

1. F1. 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. F2. Shares of Class A common stock withheld for tax by the Issuer in relation to the settlement of vested RSUs in accordance with the Issuer's Second Amended and Restated 2015 Management Incentive Plan.
3. F3. 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.
4. F4. The RSUs vested August 1, 2026.
5. F5. 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. F6. By Virtu Employee Holdco LLC, a holding vehicle through which employees and directors of the Issuer hold vested and unvested 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.

Key Figures

RSUs settled: 11,667 units Shares withheld for tax: 6,452 shares RSUs held after transaction: 82,540 units +1 more

4 metrics

RSUs settled 11,667 units Restricted Stock Units vested and settled into Class A common stock on August 1, 2026

Shares withheld for tax 6,452 shares Class A shares withheld by Virtu to satisfy tax liabilities on RSU settlement

RSUs held after transaction 82,540 units Directly held RSUs remaining after the August 1, 2026 vesting event

Indirect exchangeable units 4,760 units Non-voting common interest units of Virtu Financial LLC, exchangeable 1-for-1 into Class A stock

Key Terms

Restricted Stock Unit, Second Amended and Restated 2015 Management Incentive Plan, Exchange Agreement, Virtu Financial Units, +1 more

5 terms

Restricted Stock Unit financial

"Shares of Class A common stock issued in settlement of vested restricted stock units"

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.

Second Amended and Restated 2015 Management Incentive Plan financial

"RSUs granted under the Issuer's Second Amended and Restated 2015 Management Incentive Plan"

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.

Virtu Financial Units financial

"Virtu Financial Units, together with a corresponding number of shares of Class C Common Stock"

Virtu Employee Holdco LLC financial

"By Virtu Employee Holdco LLC, a holding vehicle through which employees and directors"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Virtu Financial (VIRT) CFO Cindy Lee report on August 1, 2026?

CFO Cindy Lee reported the vesting and settlement of 11,667 RSUs into Class A common stock on August 1, 2026. The company also withheld 6,452 shares to cover tax liabilities related to this RSU settlement under its management incentive plan.

How many restricted stock units vested for Virtu Financial (VIRT) CFO Cindy Lee?

On August 1, 2026, 11,667 RSUs granted to CFO Cindy Lee vested and were settled into the same number of Class A shares. Each RSU represented a contingent right to receive one share under Virtu’s Second Amended and Restated 2015 Management Incentive Plan.

How many Virtu Financial (VIRT) shares were withheld for taxes from Cindy Lee’s RSU settlement?

Virtu withheld 6,452 shares of Class A common stock to satisfy tax obligations arising from the RSU settlement. These shares were withheld by the issuer in connection with the vesting of 11,667 RSUs granted under the company’s management incentive plan.

What equity awards does Virtu Financial (VIRT) CFO Cindy Lee still hold after this transaction?

Following the August 1, 2026 RSU settlement, Cindy Lee directly holds 82,540 RSUs. She also has an indirect interest in 4,760 non-voting common interest units of Virtu Financial LLC, each exchangeable into one share of Class A common stock without an expiration date.

What indirect interests in Virtu Financial (VIRT) does Cindy Lee hold through Virtu Employee Holdco LLC?

Cindy Lee has an indirect interest in 4,760 non-voting common interest units of Virtu Financial LLC held via Virtu Employee Holdco LLC. These units, together with corresponding Class C shares, may be exchanged one-for-one for Class A common stock, and she disclaims beneficial ownership except for her pecuniary interest.

Were Cindy Lee’s Virtu Financial (VIRT) transactions open-market buys or sales?

The reported activities involve RSU vesting, share issuance, and tax withholding, not open-market purchases or sales. RSUs converted into Class A shares, and some of those shares were withheld by Virtu to cover tax liabilities; no market-trading prices are disclosed.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/03/2026 - 05:29 PM Accepted by SEC EDGAR 08/03/2026 - 05:28 PM Learn about SEC filing dates

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^*

Lee Cindy

(Last) (First) (Middle)

1633 BROADWAY

41ST FLOOR

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A common stock	08/01/2026		M		11,667	A	(1)	43,304	D
Class A common stock	08/01/2026		F		6,452	D	(2)	36,852	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	(3)	08/01/2026		M			11,667	(4)	(4)	Class A common stock	11,667	$0	82,540	D
Non-voting common interest units of Virtu Financial LLC	(5)							(5)	(5)	Class A common stock	4,760		4,760	I	See 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. Shares of Class A common stock withheld for tax by the Issuer in relation to the settlement of vested RSUs in accordance with the Issuer's Second Amended and Restated 2015 Management Incentive Plan.

3. 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.

4. The RSUs vested August 1, 2026.

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 vested and unvested 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-Fact	08/03/2026
	** 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.
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)