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 September 30, 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 July 1, 2021 - July 31, 2021 Class A Common Stock / Virtu Financial Units repurchases 1,043,846 $ 26.61 1,042,900 $243,670,314 August 1, 2021 - August 31, 2021 Class A Common Stock / Virtu Financial Units repurchases 3,391,961 $ 25.84 3,383,168 $156,238,886 September 1, 2021 - September 30, 2021 Class A Common Stock / Virtu Financial Units repurchases 984,079 $ 24.29 975,864 $132,536,635 Total Common Stock / Virtu Financial Unit repurchases 5,419,886 $ 25.71 5,401.932 $132,536,635 (1) Includes the repurchase of 5,489 shares from employees in order to satisfy statutory tax withholding requirements upon the net settlement of equity awards for the three months ended September 30, 2021. On May 4, 2021, the Company's Board of Directors authorized the expansion of the Company's share repurchase program, increasing the total authorized amount by $300 million to $470 million in Class A Common Stock and Virtu Financial Units and extending the duration of the program through May 4, 2022. 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 September 30, 2021, the Company repurchased approximately 12.5 million shares of Class A Common Stock and Virtu Financial Units for approximately $337.5 million. As of September 30, 2021, the Company has approximately of $132.5 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. 79 Table of Contents ITEM 4. MINE SAFETY DISCLOSURES None.