Virtu Financial, Inc. 10-Q

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS Pursuant to the exchange agreement (the “Exchange Agreement”) entered into on April 15, 2015 by and among the Company, Virtu Financial and holders of Virtu Financial Units, Virtu Financial Units (along with the corresponding shares of our Class C Common Stock or Class D Common Stock, as applicable) may be exchanged at any time for shares of our Class A Common Stock or Class B Common Stock, as applicable, on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. Total share repurchases for the three months ended March 31, 2021 were as follows: Period Total Number of Shares Purchased (1) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs January 1, 2021 - January 31, 2021 Class A Common Stock / Virtu Financial Units repurchases 1,066,591 $ 24.88 643,226 N/A February 1, 2021 - February 28, 2021 Class A Common Stock / Virtu Financial Units repurchases 843,305 $ 28.14 655,000 N/A March 1, 2021 - March 31, 2021 Class A Common Stock / Virtu Financial Units repurchases 983,307 $ 29.78 979,183 N/A Total Common Stock / Virtu Financial Unit repurchases 2,893,203 $ 27.5 2,277,409 $72,722,157 (1) Includes the repurchase of 615,794 shares from employees in order to satisfy statutory tax withholding requirements upon the net settlement of equity awards for the three months ended March 31, 2021. On November 6, 2020, the Company's Board of Directors authorized a new share repurchase program of up to $100.0 million in Class A Common Stock and Virtu Financial Units by December 31, 2021. The Company's Board of Directors subsequently authorized the expansion of the Company's share repurchase program by $70.0 million on February 11, 2021, increasing the total authorized amount by $70.0 million to $170.0 million. The share repurchase program authorizes the Company to repurchase shares from time to time in open market transactions, privately negotiated transactions or by other means. Repurchases are also permitted to be made under Rule 10b5-1 plans. The timing and amount of repurchase transactions are determined by the Company's management based on its evaluation of market conditions, share price, cash sources, legal requirements and other factors. From the inception of the program through March 31, 2021, the Company repurchased approximately 3.7 million shares of Class A Common Stock and Virtu Financial Units for approximately $97.3 million. As of March 31, 2021, the Company has approximately of $72.7 million remaining capacity for future purchases of shares of Class A Common Stock and Virtu Financial Units under the program. ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. 69 Table of Contents ITEM 4. MINE SAFETY DISCLOSURES None.