What changed in this filing

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Item 1. Financial Statements

2024-07-26 compared with 2024-04-26 · 336 added, 181 removed, 1085 unchanged (32% of the section changed)

9 unchanged sentences

Condensed Consolidated Statements of Financial Condition (Unaudited)

(in thousands, except share data) March 31,

(in thousands, except share data) June 30,

2024 December 31,

3 unchanged sentences

Securities purchased under agreements to resell 793,292 1,512,114

Receivables from broker-dealers and clearing organizations ($ 22,801 and $ — at fair value, as of March 31, 2024 and December 31, 2023, respectively)

Receivables from broker-dealers and clearing organizations ($ 27,682 and $ — at fair value, as of June 30, 2024 and December 31, 2023, respectively)

902,867 737,724

3 unchanged sentences

Receivables from customers 124,769 106,245

Property, equipment and capitalized software (net of accumulated depreciation of $ 336,866 and $ 367,779 as of March 31, 2024 and December 31, 2023, respectively)

Property, equipment and capitalized software (net of accumulated depreciation of $ 352,877 and $ 367,779 as of June 30, 2024 and December 31, 2023, respectively)

95,076 100,365

1 unchanged sentence

Goodwill 1,148,926 1,148,926

Intangibles (net of accumulated amortization of $ 396,660 and $ 381,973 as of March 31, 2024 and December 31, 2023, respectively)

Intangibles (net of accumulated amortization of $ 404,829 and $ 381,973 as of June 30, 2024 and December 31, 2023, respectively)

226,819 257,520

Deferred tax assets 125,183 133,760

Other assets ($ 167,384 and $ 84,521 , at fair value, as of March 31, 2024 and December 31, 2023, respectively)

Assets of business held for sale 4,485 —

Other assets ($ 112,137 and $ 84,521 , at fair value, as of June 30, 2024 and December 31, 2023, respectively)

341,949 303,720

4 unchanged sentences

Securities sold under agreements to repurchase 1,072,043 1,795,994

Payables to broker-dealers and clearing organizations ($ 90,271 and $ 7,661 , at fair value, as of March 31, 2024 and December 31, 2023, respectively)

Payables to broker-dealers and clearing organizations ($ 43,768 and $ 7,661 , at fair value, as of June 30, 2024 and December 31, 2023, respectively)

843,112 1,167,712

6 unchanged sentences

Long-term borrowings 1,738,056 1,727,205

Liabilities of business held for sale 1,433 —

Total liabilities 12,500,534 13,061,028

2 unchanged sentences

Stockholders' equity

Class A common stock (par value $ 0.00001 ), Authorized — 1,000,000,000 and 1,000,000,000 shares, Issued — 136,550,996 and 134,901,037 shares, Outstanding — 88,783,569 and 89,092,686 shares at March 31, 2024 and December 31, 2023, respectively

Class B common stock (par value $ 0.00001 ), Authorized — 175,000,000 and 175,000,000 shares, Issued and Outstanding — 0 and 0 shares at March 31, 2024 and December 31, 2023, respectively

Class C common stock (par value $ 0.00001 ), Authorized — 90,000,000 and 90,000,000 shares, Issued and Outstanding — 8,607,998 and 8,607,998 shares at March 31, 2024 and December 31, 2023, respectively

Class D common stock (par value $ 0.00001 ), Authorized — 175,000,000 and 175,000,000 shares, Issued and Outstanding — 60,091,740 and 60,091,740 shares at March 31, 2024 and December 31, 2023, respectively

Treasury stock, at cost, 47,767,427 and 45,808,351 shares at March 31, 2024 and December 31, 2023, respectively

Class A common stock (par value $ 0.00001 ), Authorized — 1,000,000,000 and 1,000,000,000 shares, Issued — 136,591,706 and 134,901,037 shares, Outstanding — 87,439,686 and 89,092,686 shares at June 30, 2024 and December 31, 2023, respectively

Class B common stock (par value $ 0.00001 ), Authorized — 175,000,000 and 175,000,000 shares, Issued and Outstanding — 0 and 0 shares at June 30, 2024 and December 31, 2023, respectively

Class C common stock (par value $ 0.00001 ), Authorized — 90,000,000 and 90,000,000 shares, Issued and Outstanding — 8,607,998 and 8,607,998 shares at June 30, 2024 and December 31, 2023, respectively

Class D common stock (par value $ 0.00001 ), Authorized — 175,000,000 and 175,000,000 shares, Issued and Outstanding — 60,091,740 and 60,091,740 shares at June 30, 2024 and December 31, 2023, respectively

Treasury stock, at cost, 49,152,020 and 45,808,351 shares at June 30, 2024 and December 31, 2023, respectively

( 1,233,432 ) ( 1,166,299 )

1 unchanged sentence

Retained earnings (accumulated deficit) 1,061,574 1,000,403

Accumulated other comprehensive income (loss) 15,904 17,047

Total Virtu Financial Inc.

stockholders' equity 1,211,722 1,202,727

Virtu Financial, Inc.

1 unchanged sentence

Condensed Consolidated Statements of Financial Condition (Unaudited)

(in thousands, except share data) March 31,

(in thousands, except share data) June 30,

2024 December 31,

Accumulated other comprehensive income (loss) 8,709 17,047

Total Virtu Financial Inc.

stockholders' equity 1,230,944 1,202,727

Noncontrolling interest 197,880 202,629

5 unchanged sentences

Condensed Consolidated Statements of Comprehensive Income (Unaudited)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in thousands, except share and per share data) 2024 2023 2024 2023

39 unchanged sentences

Condensed Consolidated Statements of Changes in Equity (Unaudited)

Three Months Ended March 31, 2024 and 2023

Three and Six Months Ended June 30, 2024 and 2023

Class A Common Stock Class C Common Stock Class D Common Stock Treasury Stock Additional Paid-in Capital Retained Earnings (Accumulated Deficit) Accumulated Other Comprehensive Income (loss) Total Virtu Financial Inc.

8 unchanged sentences

Net change in unrealized cash flow hedges gains — — — — — — — — — — 894 894 653 1,547

Dividends ($ 0.24 per share of Class A common stock and participating Restricted Stock Unit and Restricted Stock Awards) and distributions from Virtu Financial to noncontrolling interest

Dividends ($ 0.24 per share of Class A common stock and participating Restricted Stock Units and Restricted Stock Awards) and distributions from Virtu Financial to noncontrolling interest

— — — — — — — — — ( 22,660 ) — ( 22,660 ) ( 44,929 ) ( 67,589 )

Balance at March 31, 2024 136,550,996 $ 1 8,607,998 $ — 60,091,740 $ 1 ( 47,767,427 ) $ ( 1,202,188 ) $ 1,380,457 $ 1,017,547 $ 15,904 $ 1,211,722 $ 212,355 $ 1,424,077

Share based compensation 20,000 — — — — — — — 13,076 — — 13,076 — 13,076

Treasury stock purchases ( 8,665 ) — — — — — ( 1,384,593 ) ( 31,244 ) — ( 191 ) — ( 31,435 ) — ( 31,435 )

Stock options exercised 29,375 — — — — — — — 558 — 558 — 558

Net income — — — — — — — — — 66,586 — 66,586 61,531 128,117

Foreign exchange translation adjustment — — — — — — — — — — 221 221 215 436

Net change in unrealized cash flow hedges gains — — — — — — — — — — ( 7,416 ) ( 7,416 ) ( 5,494 ) ( 12,910 )

Dividends ($ 0.24 per share of Class A and Class B common stock and participating Restricted Stock Units and Restricted Stock Awards) and distributions from Virtu Financial to noncontrolling interest

— — — — — — — — — ( 22,368 ) — ( 22,368 ) ( 70,727 ) ( 93,095 )

Balance at June 30, 2024 136,591,706 $ 1 8,607,998 $ — 60,091,740 $ 1 ( 49,152,020 ) $ ( 1,233,432 ) $ 1,394,091 $ 1,061,574 $ 8,709 $ 1,230,944 $ 197,880 $ 1,428,824

Virtu Financial, Inc.

and Subsidiaries

Condensed Consolidated Statements of Changes in Equity (Unaudited)

Three and Six Months Ended June 30, 2024 and 2023

14 unchanged sentences

Balance at March 31, 2023 134,714,394 $ 1 8,856,531 $ — 60,091,740 $ 1 ( 38,454,789 ) $ ( 1,030,205 ) $ 1,323,219 $ 987,852 $ 24,750 $ 1,305,618 $ 329,756 $ 1,635,374

Share based compensation 20,000 — — — — — — — 12,050 — — 12,050 — 12,050

Treasury stock purchases ( 9,147 ) — — — — — ( 2,265,811 ) ( 41,579 ) — ( 165 ) — ( 41,744 ) — ( 41,744 )

Net income — — — — — — — — — 16,702 — 16,702 12,842 29,544

Foreign exchange translation adjustment — — — — — — — — — — 1,503 1,503 1,024 2,527

Net change in unrealized cash flow hedges gains — — — — — — — — — — 4,879 4,879 3,323 8,202

Dividends ($ 0.24 per share of Class A and Class B common stock and participating Restricted Stock Units and Restricted Stock Awards) and distributions from Virtu Financial to noncontrolling interest

— — — — — — — — — ( 23,908 ) — ( 23,908 ) ( 69,744 ) ( 93,652 )

Balance at June 30, 2023 134,725,247 $ 1 8,856,531 $ — 60,091,740 $ 1 ( 40,720,600 ) $ ( 1,071,784 ) $ 1,335,269 $ 980,481 $ 31,132 $ 1,275,100 $ 277,201 $ 1,552,301

See accompanying Notes to the Condensed Consolidated Financial Statements (Unaudited).

2 unchanged sentences

Condensed Consolidated Statements of Cash Flows (Unaudited)

Three Months Ended March 31,

Six Months Ended June 30,

(in thousands) 2024 2023

1 unchanged sentence

Net income $ 239,425 $ 139,626

Adjustments to reconcile net income to net cash used by operating activities:

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

Depreciation and amortization 32,154 31,261

21 unchanged sentences

Accounts payable, accrued expenses and other liabilities ( 13,944 ) ( 50,970 )

Net cash used in operating activities ( 395,414 ) ( 148,382 )

Net cash provided by (used in) operating activities 95,408 ( 26,384 )

Cash flows from investing activities

7 unchanged sentences

Purchase of treasury stock ( 82,945 ) ( 134,962 )

Stock options exercised 558 —

Short-term borrowings, net 75,000 111,056

Proceeds from long-term borrowings 1,741,888 —

Repayment of long-term borrowings ( 1,727,000 ) ( 18,000 )

Proceeds from interest rate swaps 1,955 —

Payment of tax receivable agreement obligations ( 20,226 ) ( 23,216 )

Debt issuance costs ( 23,217 ) ( 3,888 )

Net cash provided by (used in) financing activities 362 ( 46,544 )

Net cash used in financing activities ( 194,671 ) ( 215,090 )

Effect of exchange rate changes on cash and cash equivalents ( 3,090 ) 4,175

Net increase (decrease) in cash and cash equivalents ( 426,054 ) ( 229,061 )

Net decrease in cash and cash equivalents ( 138,797 ) ( 292,435 )

Cash, cash equivalents, and restricted or segregated cash, beginning of period 855,460 1,038,242

1 unchanged sentence

Supplementary disclosure of cash flow information

Cash paid for interest $ 142,200 $ 96,572

Cash paid for taxes 6,609 3,471

Virtu Financial, Inc.

1 unchanged sentence

Condensed Consolidated Statements of Cash Flows (Unaudited)

Three Months Ended March 31,

Six Months Ended June 30,

(in thousands) 2024 2023

Cash paid for interest $ 285,693 $ 225,332

Cash paid for taxes 25,984 15,345

Non-cash investing activities

9 unchanged sentences

VFI is a Delaware corporation whose primary asset is its ownership interest in Virtu Financial LLC (“Virtu Financial”).

As of March 31, 2024, VFI owned approximately 57.8 % of the membership interests of Virtu Financial.

As of June 30, 2024, VFI owned approximately 57.4 % of the membership interests of Virtu Financial.

VFI is the sole managing member of Virtu Financial and operates and controls all of the businesses and affairs of Virtu Financial and its subsidiaries (the “Group”).

29 unchanged sentences

See Note 21 “Geographic Information and Business Segments” for a further discussion of the Company’s segments.

On April 19, 2024, the Company entered into a Unit Purchase Agreement with MarketAxess Holdings Inc.

(“MarketAxess”) to sell a 49 % interest in the multi-asset request-for-quote communication platform joint venture (“JV”), RFQ-hub Holdings LLC.

See Note 3 “Business Held for Sale” for further details.

Basis of Consolidation and Form of Presentation

5 unchanged sentences

GAAP have been condensed or omitted in accordance with SEC rules and regulations.

The Condensed Consolidated Financial Statements of the Company include its equity interests in Virtu Financial and its subsidiaries.

The Condensed Consolidated Financial Statements of the Company include its equity interests in Virtu Financial and its

subsidiaries.

As sole managing member of Virtu Financial, the Company exerts control over the Group’s operations.

The Company consolidates Virtu Financial and its subsidiaries’ financial statements and records the interests in Virtu Financial that

the Company does not own as noncontrolling interests.

The Company consolidates Virtu Financial and its subsidiaries’ financial statements and records the interests in Virtu Financial that the Company does not own as noncontrolling interests.

All intercompany accounts and transactions have been eliminated in consolidation.

12 unchanged sentences

The Company adopted this ASU on January 1, 2024, and it did not have a material impact on its Condensed Consolidated Financial Statements.

Accounting Pronouncements Not Yet Adopted as of March 31, 2024

Accounting Pronouncements Not Yet Adopted as of June 30, 2024

Business Combinations—Joint Venture Formations - In August 2023, the FASB issued ASU 2023-05, Business Combinations—Joint Venture Formations (Subtopic 805-60) .

13 unchanged sentences

This ASU requires disclosure of additional information on effective tax rate reconciliation and income taxes paid.

This ASU is effective for annual periods beginning after December 15, 2024.

The Company is currently evaluating the impact of this ASU but does not expect it to have a material impact on its Condensed Consolidated Financial Statements and related disclosures.

Compensation—Stock Compensation - In March 2024, the FASB issued ASU 2024-01, Compensation—Stock Compensation (Topic 718) .

This ASU clarifies ASC 718 scope application for profits interest or similar awards through illustrative examples.

This ASU is effective for periods beginning after December 15, 2024.

The Company is currently evaluating the impact of this ASU, but does not expect it to have a material impact on its Condensed Consolidated Financial Statements and related disclosures.

Codification Improvements - In March 2024, the FASB issued ASU 2024-02, Codification Improvements.

This ASU aims to improve and simplify the language and structure of the Codification by removing references to Concepts Statements.

This amendment is effective for periods beginning after December 15, 2024.

The Company is currently evaluating the impact of this ASU, but does not expect it to have a material impact on its Condensed Consolidated Financial Statements and related disclosures.

Business Held for Sale

On April 19, 2024, the Company entered into a Unit Purchase Agreement with MarketAxess Holdings Inc.

(“MarketAxess”) pursuant to which the Company has agreed to sell a 49 % interest in the multi-asset request-for-quote communication platform JV, RFQ-hub Holdings LLC (“RFQ-hub Holdings,” or collectively with its wholly owned or controlled subsidiaries, “RFQ-hub”, which includes RFQ-hub Americas LLC, or “RAL”).

The sale is subject to various closing conditions including the receipt of certain regulatory approvals and is expected to close in the third quarter of 2024.

Upon the closing of the sale, the Company will retain a minority stake in RFQ-hub.

A summary of the assets and liabilities of business held for sale is summarized as follows:

(in thousands)

Business assets and liabilities held for sale as of June 30, 2024:

Property, equipment and capitalized software (net) $ 965

Intangibles (net) 3,486

Other assets 34

Liabilities $ ( 1,433 )

Total carrying value of RFQ-hub as of June 30, 2024:

Earnings per Share

The below table contains a reconciliation of Net income before income taxes and noncontrolling interest to Net income available for common stockholders:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

5 unchanged sentences

The calculation of basic and diluted earnings per share is presented below:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in thousands, except for share or per share data) 2024 2023 2024 2023

6 unchanged sentences

Basic earnings per share $ 0.71 $ 0.16 $ 1.30 $ 0.73

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in thousands, except for share or per share data) 2024 2023 2024 2023

6 unchanged sentences

Diluted earnings per share (1) $ 0.71 $ 0.16 $ 1.30 $ 0.73

(1) Excluded from the computation of diluted Earnings per share were 45,814 unexercised stock options for the three months ended March 31, 2024 because inclusion of the options would have been anti-dilutive.

(1) Excluded from the computation of diluted Earnings per share were — and 54,618 unexercised stock options for three months ended June 30, 2024 and 2023, respectively, and — and 17,647 unexercised stock options for the six months ended June 30, 2024 and 2023, respectively, because inclusion of the options would have been anti-dilutive.

Tax Receivable Agreements

2 unchanged sentences

Subsequent adjustments of the tax receivable agreements obligations due to certain events (e.g., changes to the expected realization of NOLs or changes in tax rates) will be recognized within income before taxes and noncontrolling interests in the Condensed Consolidated Statements of Comprehensive Income.

The Company made its first payment of $ 7.0 million in February 2017, and subsequent payments of $ 12.4 million in September 2018, $ 13.3 million in March 2020, $ 16.5 million in April 2021, $ 21.3 million in March 2022, $ 23.3 million in April 2023, and $ 20.2 million in March 2024.

The Company made payments totaling $ 114.0 million from February 2017 through March 2024.

Tax receivable payments are expected to range from approximately $ 0.1 million to $ 22.0 million per year over the next 15 years.

At March 31, 2024 and December 31, 2023, the Company’s remaining deferred tax assets that relate to the matters described above were approximately $ 130.2 million and $ 135.7 million, respectively, and the Company’s liabilities over the next 15 years pursuant to the tax receivable agreements were approximately $ 196.3 million and $ 216.5 million for March 31, 2024 and December 31, 2023, respectively.

The amounts recorded as of March 31, 2024 and December 31, 2023 are based on best estimates available at the respective dates and may be subject to change after the filing of the Company’s U.S.

At June 30, 2024 and December 31, 2023, the Company’s remaining deferred tax assets that relate to the matters described above were approximately $ 125.1 million and $ 135.7 million, respectively, and the Company’s liabilities over the next 15 years pursuant to the tax receivable agreements were approximately $ 196.3 million and $ 216.5 million for June 30, 2024 and December 31, 2023, respectively.

The amounts recorded as of June 30, 2024 and December 31, 2023 are based on best estimates available at the respective dates and may be subject to change after the filing of the Company’s U.S.

federal and state income tax returns for the years in which tax savings were realized.

4 unchanged sentences

and one non-operating segment:

As of March 31, 2024 and December 31, 2023, the Company’s total amount of goodwill recorded was $ 1,148.9 million.

No goodwill impairment was recognized during the three months ended March 31, 2024 and 2023.

The following table presents the details of goodwill by segment as of March 31, 2024 and December 31, 2023:

As of June 30, 2024 and December 31, 2023, the Company’s total amount of goodwill recorded was $ 1,148.9 million.

No goodwill impairment was recognized during the three and six months ended June 30, 2024 and 2023.

The following table presents the details of goodwill by segment as of June 30, 2024 and December 31, 2023:

(in thousands) Market Making Execution Services Corporate Total

Balance as of period-end $ 755,292 $ 393,634 $ — $ 1,148,926

As of March 31, 2024 and December 31, 2023, the Company's total amount of intangible assets recorded was $ 242.8 million and $ 257.5 million, respectively.

Acquired intangible assets consisted of the following as of March 31, 2024 and December 31, 2023:

As of March 31, 2024

As described in Note 3 “Business Held for Sale”, the Company reclassified an aggregated net carrying amount of $ 3.5 million ($ 7.5 million of gross carrying amount net of $ 4.0 million accumulated amortization) from Intangible assets to Assets of business held for sale.

As of June 30, 2024 and December 31, 2023, the Company's total amount of intangible assets recorded was $ 226.8 million and $ 257.5 million, respectively.

Acquired intangible assets consisted of the following as of June 30, 2024 and December 31, 2023:

As of June 30, 2024

(in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Useful Lives

19 unchanged sentences

$ 639,493 $ ( 381,973 ) $ 257,520

Amortization expense relating to finite-lived intangible assets was approximately $ 14.7 million and $ 16.0 million for the three months ended March 31, 2024 and 2023, respectively.

Amortization expense relating to finite-lived intangible assets was approximately $ 12.2 million and $ 16.0 million for the three months ended June 30, 2024 and 2023, respectively, and $ 26.8 million and $ 32.0 million for the six months ended June 30, 2024 and 2023, respectively.

This is included in Amortization of purchased intangibles and acquired capitalized software in the accompanying Condensed Consolidated Statements of Comprehensive Income.

3 unchanged sentences

Receivables from/Payables to Broker-Dealers and Clearing Organizations

The following is a summary of receivables from and payables to brokers-dealers and clearing organizations at March 31, 2024 and December 31, 2023:

(in thousands) March 31, 2024 December 31, 2023

The following is a summary of receivables from and payables to brokers-dealers and clearing organizations at June 30, 2024 and December 31, 2023:

(in thousands) June 30, 2024 December 31, 2023

Due from prime brokers $ 308,037 $ 208,639

12 unchanged sentences

(1) The Company presents its balances, including outstanding principal balances on all broker credit facilities, on a net-by-counterparty basis within receivables from and payables to broker-dealers and clearing organizations when the criteria for offsetting are met .

Included as a deduction from “Due from prime brokers” and “Net equity with futures commission merchants” is the outstanding principal balance on all of the Company’s prime brokerage credit facilities (described in Note 8 “Borrowings”) of approximately $ 170.7 million and $ 175.3 million as of March 31, 2024 and December 31, 2023, respectively.

Included as a deduction from “Due from prime brokers” and “Net equity with futures commission merchants” is the outstanding principal balance on all of the Company’s prime brokerage credit facilities (described in Note 9 “Borrowings”) of approximately $ 119.3 million and $ 175.3 million as of June 30, 2024 and December 31, 2023, respectively.

The loan proceeds from the credit facilities are available only to meet the initial margin requirements associated with the Company’s ordinary course futures and other trading positions, which are held in the Company’s trading accounts with an affiliate of the respective financial institutions.

3 unchanged sentences

The Company is permitted to sell or repledge securities received as collateral and use these securities to secure repurchase agreements, enter into securities lending transactions or deliver these securities to counterparties or clearing organizations to cover short positions.

At March 31, 2024 and December 31, 2023, substantially all of the securities received as collateral have been repledged.

The fair value of the collateralized transactions at March 31, 2024 and December 31, 2023 are summarized as follows:

(in thousands) March 31, 2024 December 31, 2023

At June 30, 2024 and December 31, 2023, substantially all of the securities received as collateral have been repledged.

The fair value of the collateralized transactions at June 30, 2024 and December 31, 2023 are summarized as follows:

(in thousands) June 30, 2024 December 31, 2023

Securities received as collateral:

3 unchanged sentences

In the normal course of business, the Company pledges qualified securities with clearing organizations to satisfy daily margin and clearing fund requirements.

Financial instruments owned and pledged, where the counterparty has the right to repledge, at March 31, 2024 and December 31, 2023 consisted of the following:

(in thousands) March 31, 2024 December 31, 2023

Financial instruments owned and pledged, where the counterparty has the right to repledge, at June 30, 2024 and December 31, 2023 consisted of the following:

(in thousands) June 30, 2024 December 31, 2023

Equities $ 1,490,271 $ 1,222,559

3 unchanged sentences

The following summarizes the Company's short-term borrowing balances outstanding, net of related debt issuance costs, with each described in further detail below.

March 31, 2024

June 30, 2024

(in thousands) Borrowing Outstanding Deferred Debt Issuance Cost Short-term Borrowings, net

15 unchanged sentences

A commitment fee of 0.50 % per annum on the average daily unused portion of this facility is payable quarterly in arrears.

On May 25, 2022, Virtu Financial Singapore Pte.

entered into a revolving credit facility with a financial institution (the "Overdraft Facility") to provide a source of short-term financing.

Virtu Financial Singapore Pte.

is a party to a revolving credit facility with a financial institution (the “Overdraft Facility”) to provide a source of short-term financing.

The facility has an aggregate borrowing limit of $ 10 million, and bears interest at the adjusted SOFR or base rate plus 3.5 % per annum.

1 unchanged sentence

These balances are included within Short-term borrowings on the Condensed Consolidated Statements of Financial Condition.

At March 31, 2024

At June 30, 2024

(in thousands) Interest Rate Financing Available Borrowing Outstanding Deferred Debt Issuance Cost Outstanding Borrowings, net

5 unchanged sentences

(1) Interest rate for Borrowing Base A Loan and Borrowing Base B Loan under the Committed Facility was 6.75 % and 8.00 %, respectively.

There was no balance outstanding under Borrowing Base B Loan as of March 31, 2024.

There was no balance outstanding under Borrowing Base B Loan as of June 30, 2024.

At December 31, 2023

8 unchanged sentences

Interest expense is included within Interest and dividends expense in the accompanying Condensed Consolidated Statements of Comprehensive Income.

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

6 unchanged sentences

The Company’s international securities clearance and settlement activities are funded with operating cash or with short-term bank loans in the form of overdraft facilities.

At March 31, 2024 and December 31, 2023, there was no balance associated with international settlement activities outstanding under these facilities.

At June 30, 2024 and December 31, 2023, there was no balance associated with international settlement activities outstanding under these facilities.

Outstanding short-term bank loan balances are included within Short-term borrowings on the Condensed Consolidated Statements of Financial Condition.

2 unchanged sentences

The proceeds of these facilities are used to meet margin requirements associated with the products traded by the Company in the ordinary course, and amounts borrowed are collateralized by the Company’s trading accounts with the applicable financial institution.

At March 31, 2024

At June 30, 2024

(in thousands) Weighted Average

12 unchanged sentences

(1) Outstanding borrowings are included with Receivables from/Payables to broker-dealers and clearing organizations within the Condensed Consolidated Statements of Financial Condition.

Interest expense in relation to the facilities was $ 2.6 million and $ 3.5 million for the three months ended March 31, 2024 and 2023, respectively.

Interest expense in relation to the facilities was $ 2.4 million and $ 3.6 million for the three months ended June 30, 2024 and 2023, respectively, and $ 4.9 million and $ 7.1 million for the six months ended June 30, 2024 and 2023, respectively.

Long-Term Borrowings

The following summarizes the Company’s long-term borrowings, net of unamortized discount and debt issuance costs, where applicable:

At March 31, 2024

At June 30, 2024

(in thousands) Maturity

2 unchanged sentences

Long-term borrowings:

First Lien Term Loan Facility January 2029 8.43 % $ 1,727,000 $ ( 2,953 ) $ ( 20,515 ) $ 1,703,532

First Lien Term B-1 Loan Facility June 2031 8.09 % $ 1,245,000 $ ( 3,100 ) $ ( 16,370 ) $ 1,225,530

Senior Secured First Lien Notes June 2031 7.50 % 500,000 — ( 9,229 ) 490,771

SBI bonds January 2026 5.00 % 21,755 — — 21,755

19 unchanged sentences

If an event of default occurs and is continuing, the lenders under the Credit Agreement will be entitled to take various actions, including the acceleration of amounts outstanding under the Credit Agreement and all actions permitted to be taken by a secured creditor in respect of the collateral securing the obligations under the Credit Agreement.

Under the Credit Agreement, the term loans will mature on January 13, 2029.

The term loans amortize in annual installments equal to 1.0 % of the original aggregate principal amount of the term loans and the Company repaid $ 18.0 million

on January 13, 2023.

The term loans amortize in annual installments equal to 1.0 % of the original aggregate principal amount of the term loans and the Company repaid $ 18.0 million on January 13, 2023.

On December 12, 2023, the Company made a voluntary prepayment of $ 55.0 million, and the payment is applied toward subsequent annual amortization installments.

The revolving commitments will terminate on January 13, 2025.

As of March 31, 2024, $ 1,727 million was outstanding under the term loans, and there were no amounts outstanding under the first lien revolving facility.

In October 2019, the Company entered into a five-year $ 525.0 million floating-to-fixed interest rate swap agreement.

6 unchanged sentences

In December 2023, the Company terminated the two interest rate swap arrangements and received $ 55.8 million in proceeds from the counterparty.

The Company therefore dedesignated those cash flow hedges under ASC 815, and the amounts in AOCI related to the terminated swaps are to be amortized through interest expense.

The Company simultaneously entered into a two-year $ 1,525 million floating-to-fixed interest rate swap agreement with the same counterparty.

The new interest rate swap met the criteria to be considered and was designated as a qualifying cash flow hedge under ASC 815 as of December 2023, and it effectively fixed interest payment obligations on $ 1,525 million of principal under the First Lien Term Loan Facility at rate of 7.5 % through November 2025, based on the interest rates set forth in the Credit Agreement.

The Company therefore dedesignated those cash flow hedges under ASC 815, and the amounts in AOCI related to the terminated swaps are amortized through interest expense.

The Company simultaneously entered into a two-year $ 1,525.0 million floating-to-fixed interest rate swap agreement with the same counterparty (the “December 2023 Swap”).

The December 2023 Swap met the criteria to be considered and was designated as a qualifying cash flow hedge under ASC 815 as of December 2023, and it effectively fixed interest payment obligations on $ 1,525.0 million of principal under the First Lien Term Loan Facility at a rate of 7.5 % through November 2025, based on the interest rates set forth in the Credit Agreement.

On June 21, 2024 (the “Amendment Effective Date”), the Company entered into Amendment No.

1 to the Credit Agreement (the “Amended Credit Agreement”) and completed the issuance of the Notes (as defined below).

Pursuant to the Amended Credit Agreement, $ 1,245.0 million in aggregate principal amount of Senior Secured First Lien Term B-1 Loans due 2031 (the “New Term Loans”) were issued, the proceeds of which were used, along with the proceeds of the Notes, to repay in full all term loans previously outstanding under the Credit Agreement.

Additionally, the Amended Credit Agreement provides an increase in its senior secured first lien revolving credit facility from $ 250.0 million to $ 300.0 million and an extension of the maturity thereof to three years after the Amendment Effective Date.

The New Term Loans will bear interest, at the Company’s election, at either (i) the greatest of (a) the prime rate in effect, (b) the greater of (1) the federal funds effective rate and (2) the overnight bank funding rate, in each case plus 0.50 %, (c) term SOFR for a borrowing with an interest period of one month plus 1.00 % and (d) 1.00 %, plus, in each case, 1.75 %, or (ii) the greater of (x) term SOFR for the interest period in effect and (y) 0 %, plus, in each case, 2.75 %.

The New Term Loans will mature on the seventh anniversary of the Amendment Effective Date and amortize in annual installments equal to 1.0 % of the original aggregate principal amount of the New Term Loans.

The New Term Loans are also subject to contingent principal payments based on excess cash flow and certain other triggering events.

As of June 30, 2024, $ 1,245.0 million was outstanding under the term loans, and there were no amounts outstanding under the first lien revolving facility.

In connection with its entry into the Amended Credit Agreement and the associated reduction in term loan balance, the Company partially terminated the December 2023 Swap, reducing the notional amount thereof from $ 1,525.0 million to $ 1,075.0 million and received $ 2.0 million in proceeds from the counterparty.

The cash flow hedge was proportionally dedesignated under ASC 815 as of June 21, 2024.

As a result of the partial dedesignation, we recognized a gain of $ 5.7 million in Other Income.

The current interest rate swap effectively fixed interest payment obligations on the $ 1,075.0 million of principal of the New Term Loans at rate of 7.17 % through November 2025, based on the interest rates set forth in the Amended Credit Agreement.

Senior Secured First Lien Notes

On June 21, 2024, VFH and Valor Co-Issuer, Inc., a subsidiary of Virtu Financial, (the “Co-Issuer”) completed the offering of $ 500.0 million aggregate principal amount of 7.50 % senior secured first lien notes due 2031 (the “Notes”).

The Notes were issued under an Indenture, dated as of June 21, 2024 (the “Indenture”), among the VFH, the Co-Issuer, Virtu Financial and the subsidiary guarantors party thereto, and U.S.

Bank Trust Company, National Association, as the trustee and collateral agent.

The Notes mature on June 15, 2031.

Interest on the Notes accrues at 7.50 % per annum, payable every six months through maturity on each June 15 and December 15, beginning on December 15, 2024.

We refer to VFH and the Co-Issuer together as, the “Issuers.”

The Notes and the related guarantees are secured by first-priority perfected liens on substantially all of the Issuers’ and guarantors’ existing and future assets, subject to certain exceptions, including all material personal property, a pledge of the

capital stock of the Issuers, the guarantors (other than Virtu Financial) and the direct subsidiaries of the Issuers and the guarantors and 100 % of the non-voting capital stock and up to 65.0 % of the voting capital stock of any now-owned or later acquired foreign subsidiaries that are directly owned by the Issuers or any of the guarantors, which assets also secure

obligations under the Amended and Restated Credit Agreement on a first-priority basis.

The Indenture imposes certain limitations on our ability to (i) incur or guarantee additional indebtedness or issue preferred stock;

(ii) pay dividends, make certain investments and make repayments on indebtedness that is subordinated in right of payment to the Notes and make other “restricted payments”;

(iii) create liens on their assets to secure debt;

(iv) enter into transactions with affiliates;

(v) merge, consolidate or amalgamate with another company;

(vi) transfer and sell assets;

and (vii) permit restrictions on the payment of dividends by Virtu Financial’s subsidiaries.

The Indenture also contains customary events of default, including, among others, payment defaults related to the failure to pay principal or interest on Notes, covenant defaults, final maturity default or cross-acceleration with respect to material indebtedness and certain bankruptcy events.

Prior to June 15, 2027, we may redeem some or all of the Notes at a redemption price equal to 100 % of the principal amount plus accrued and unpaid interest, if any, to (but not including) the date of redemption, plus an applicable “make whole” premium.

Prior to June 15, 2027, we may also redeem up to 40 % of the aggregate principal amount of the Notes at a redemption price equal to 107.500 % of the principal amount thereof, plus accrued and unpaid interest, if any, to (but not including) the date of redemption with the net cash proceeds from certain equity offerings.

Prior to June 15, 2027, we may also, on one or more occasions, redeem during each successive twelve-month period following June 21, 2024 up to 10 % of the aggregate original principal amount of notes, at a redemption price equal to 103 % of the principal amount of notes to be redeemed, plus accrued and unpaid interest to, but not including, the redemption date.

On or after June 15, 2027, we may redeem some or all of the Notes, at the following redemption prices (expressed as percentages of principal amount), plus accrued and unpaid interest to (but not including) the date of redemption, if redeemed during the 12-month period beginning on June 15 of the years indicated below:

Period Percentage

2027 103.750 %

2028 101.875 %

2029 and thereafter

Upon the occurrence of specified change of control events as defined in the Indenture, we must offer to repurchase the Notes at 101 % of the principal amount, plus accrued and unpaid interest, if any, to (but excluding) the purchase date.

On July 25, 2016, VFH issued Japanese Yen Bonds (collectively the “SBI Bonds”) in the aggregate principal amount of ¥ 3.5 billion ($ 33.1 million at issuance date) to SBI Life Insurance Co., Ltd.

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In December 2022, the maturity of the SBI Bonds was extended to 2026.

The principal balance was ¥ 3.5 billion ($ 23.1 million) as of March 31, 2024 and ¥ 3.5 billion ($ 24.8 million) as of December 31, 2023.

The Company had a gain of $ 1.7 million and $ 0.3 million during the three months ended March 31, 2024 and 2023, respectively, due to changes in foreign currency rates.

As of March 31, 2024, aggregate future required minimum principal payments based on the terms of the long-term borrowings were as follows:

(in thousands) March 31, 2024

The principal balance was ¥ 3.5 billion ($ 21.8 million) as of June 30, 2024 and ¥ 3.5 billion ($ 24.8 million) as of December 31, 2023.

The Company had a gain of $ 1.4 million and $ 2.1 million during the three months ended June 30, 2024 and 2023, respectively, and a gain of $ 3.1 million and $ 2.4 million during the six months ended June 30, 2024 and 2023, respectively, due to changes in foreign currency rates.

As of June 30, 2024, aggregate future required minimum principal payments based on the terms of the long-term borrowings were as follows:

(in thousands) June 30, 2024

Remainder of 2024 $ —

2029 1,692,000

Thereafter 1,682,750

Total principal of long-term borrowings $ 1,766,755

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Consequently, such financial instruments are classified as Level 2.

Fair value measurements for those items measured on a recurring basis are summarized below as of March 31, 2024:

March 31, 2024

Fair value measurements for those items measured on a recurring basis are summarized below as of June 30, 2024:

June 30, 2024

(in thousands) Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Counterparty and Cash Collateral Netting Total Fair Value

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The JNX Investment is included within Level 3 of the fair value hierarchy.

As of March 31, 2024 and December 31, 2023, the fair value of the JNX Investment was determined using a weighted average of valuations using 1) the discounted cash flow method, an income approach;

As of June 30, 2024 and December 31, 2023, the fair value of the JNX Investment was determined using a weighted average of valuations using 1) the discounted cash flow method, an income approach;

2) a market approach based on average enterprise value/EBITDA ratios of comparable companies;

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The table below presents information on the valuation techniques, significant unobservable inputs and their ranges for the JNX Investment:

March 31, 2024

June 30, 2024

(in thousands) Fair Value Valuation Technique Significant Unobservable Input Range Weighted Average

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The following presents the changes in the Company's Level 3 financial instruments measured at fair value on a recurring basis:

Three Months Ended March 31, 2024

(in thousands) Balance at December 31, 2023 Purchases Total Realized and Unrealized Gains / (Losses) (1) Net Transfers into (out of) Level 3 Settlement Balance at March 31, 2024 Change in Net Unrealized Gains / (Losses) on Investments still held at March 31, 2024

Three Months Ended June 30, 2024

(in thousands) Balance at March 31, 2024 Purchases Total Realized and Unrealized Gains / (Losses) (1) Net Transfers into (out of) Level 3 Settlement Balance at June 30, 2024 Change in Net Unrealized Gains / (Losses) on Investments still held at June 30, 2024

Other assets:

Equity investment $ 84,587 $ — $ ( 5,556 ) $ — $ — $ 79,031 $ ( 5,556 )

Other — — — — —

Total $ 84,587 $ — $ ( 5,556 ) $ — $ — $ 79,031 $ ( 5,556 )

(1) Total realized and unrealized gains/(losses) includes gains and losses due to fluctuations in currency rates as well as gains and losses recognized on changes in the fair value of the JNX Investment.

Three Months Ended March 31, 2023

(in thousands) Balance at December 31, 2022 Purchases Total Realized and Unrealized Gains / (Losses) (1) Net Transfers into (out of) Level 3 Settlement Balance at March 31, 2023 Change in Net Unrealized Gains / (Losses) on Investments still held at March 31, 2023

Three Months Ended June 30, 2023

(in thousands) Balance at March 31, 2023 Purchases Total Realized and Unrealized Gains / (Losses) (1) Net Transfers into (out of) Level 3 Settlement Balance at June 30, 2023 Change in Net Unrealized Gains / (Losses) on Investments still held at June 30, 2023

Other assets:

Equity investment $ 79,726 $ — $ ( 8,667 ) $ — $ — $ 71,059 $ ( 8,667 )

Other — — — — — — —

Total $ 79,726 $ — $ ( 8,667 ) $ — $ — $ 71,059 $ ( 8,667 )

Six Months Ended June 30, 2024

(in thousands) Balance at December 31, 2023 Purchases Total Realized and Unrealized Gains / (Losses) (1) Net Transfers into (out of) Level 3 Settlement Balance at June 30, 2024 Change in Net Unrealized Gains / (Losses) on Investments still held at June 30, 2024

Other assets:

Equity investment $ 81,805 $ — $ ( 2,774 ) $ — $ — $ 79,031 $ ( 2,774 )

Total $ 81,805 $ — $ ( 2,774 ) $ — $ — $ 79,031 $ ( 2,774 )

Six Months Ended June 30, 2023

(in thousands) Balance at December 31, 2022 Purchases Total Realized and Unrealized Gains / (Losses) (1) Net Transfers into (out of) Level 3 Settlement Balance at June 30, 2023 Change in Net Unrealized Gains / (Losses) on Investments still held at June 30, 2023

Other assets:

Equity investment $ 76,613 $ — $ ( 5,554 ) $ — $ — $ 71,059 $ ( 5,554 )

Total $ 76,613 $ — $ ( 5,554 ) $ — $ — $ 71,059 $ ( 5,554 )

Financial Instruments Not Measured at Fair Value

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The fair value of the Company’s long-term borrowings is based on quoted prices from the market for similar instruments, and is categorized as Level 2 in the fair value hierarchy.

The table below summarizes financial assets and liabilities not carried at fair value on a recurring basis as of March 31, 2024:

March 31, 2024

The table below summarizes financial assets and liabilities not carried at fair value on a recurring basis as of June 30, 2024:

June 30, 2024

Carrying Value Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs

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In the tables below, the amounts of financial instruments owned that are not offset in the Condensed Consolidated Statements of Financial Condition, but could be netted against financial liabilities with specific counterparties under legally enforceable master netting agreements in the event of default, are presented to provide financial statement readers with the Company’s estimate of its net exposure to counterparties for these financial instruments.

The following tables set forth the gross and net presentation of certain financial assets and financial liabilities as of March 31, 2024 and December 31, 2023:

March 31, 2024

The following tables set forth the gross and net presentation of certain financial assets and financial liabilities as of June 30, 2024 and December 31, 2023:

June 30, 2024

Gross Amounts of Recognized Assets Amounts Offset in the Condensed Consolidated Statement of Financial Condition Net Amounts of Assets Presented in the Condensed Consolidated Statements of Financial Condition Amounts Not Offset in the Condensed Consolidated Statements of Financial Condition

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Securities sold under agreements to repurchase 1,795,994 — 1,795,994 ( 1,795,994 ) —

Payables to broker-dealers and clearing organizations:

Interest rate swaps 7,661 — 7,661 — — 7,661

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Total $ 3,475,372 $ ( 336,311 ) $ 3,139,061 $ ( 3,087,370 ) $ ( 34,423 ) $ 17,268

The following table presents gross obligations for securities sold under agreements to repurchase and for securities lending transactions by remaining contractual maturity and the class of collateral pledged as of March 31, 2024 and December 31, 2023:

March 31, 2024

June 30, 2024

Remaining Contractual Maturity

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Derivative Instruments

The fair value of the Company’s derivative instruments on a gross basis consisted of the following at March 31, 2024 and December 31, 2023:

(in thousands) March 31, 2024 December 31, 2023

The fair value of the Company’s derivative instruments on a gross basis consisted of the following at June 30, 2024 and December 31, 2023:

(in thousands) June 30, 2024 December 31, 2023

Derivatives Assets Financial Statement Location Fair Value Notional Fair Value Notional

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Amounts included in receivables from and payables to broker-dealers and clearing organizations represent net variation margin on long and short futures contracts as well as amounts receivable or payable on interest rate swaps.

The following table summarizes the net gain (loss) from derivative instruments not designated as hedging instruments under ASC 815, which are recorded in total revenues, and from those designated as hedging instruments under ASC 815, which are initially recorded in other comprehensive income in the accompanying Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2024 and 2023.

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in thousands) Financial Statements Location 2024 2023 2024 2023

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$ 78 $ 9,514 $ 13,525 $ ( 5,879 )

(1) The Company entered into a five-year $ 1,000 million floating-to-fixed interest rate swap agreement in the first quarter of 2020 and a five-year $ 525 million floating-to-fixed interest rate swap agreement in the fourth quarter of 2019.

These two interest rate swaps met the criteria to be considered qualifying cash flow hedges under ASC 815 in the first quarter of 2020, and as such, the mark-to-market gains (losses) on the instruments were deferred within Other comprehensive income on the Condensed Consolidated Statements of Comprehensive Income beginning in the first quarter of 2020.

The two interest rate swaps were terminated and dedesignated as cash flow hedges in December 2023.

The Company entered into a two-year $ 1,525 million floating-to-fixed interest rate agreement in December 2023.

(1) The Company entered into a two-year $ 1,525 million floating-to-fixed interest rate agreement in December 2023 (the “December 2023 Swap”).

The two-year interest rate swap met the criteria to be considered as a qualifying cash flow hedge under ASC 815 as of December 2023, and the mark-to-market gains (losses) on the instrument was deferred within Other comprehensive income on the Condensed Consolidated Statements of Comprehensive Income.

In June 2024, the Company partially terminated and dedesignated a portion of our ongoing December 2023 Swap to an updated notional of $ 1,075 million, and recorded a gain of $ 5.7 million in Other, net.

See Note 9 “Borrowings” for further details.

(2) The Company records the amortization of AOCI balances related to its previously terminated interest rate swaps in Financing interest expense on long-term borrowings on the Condensed Consolidated Statements of Comprehensive Income.

See Note 9 “Borrowings” for further details on the terminated swaps.

Variable Interest Entities

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The Company and its JV partners each pay monthly fees for the use of the microwave communication networks in connection with their respective trading activities, and the JVs may sell excess bandwidth that is not utilized by the JV members to third parties.

As of March 31, 2024, the Company held noncontrolling interests of 12.5 % and 50.0 %, respectively, in these JVs.

As of June 30, 2024, the Company held noncontrolling interests of 12.5 % and 50.0 %, respectively, in these JVs.

The Company has an interest in a JV that offers derivatives trading technology and execution services to broker-dealers, professional traders and select hedge funds.

As of March 31, 2024, the Company held approximately a 9.8 % noncontrolling interest in this JV.

As of June 30, 2024, the Company held approximately a 9.8 % noncontrolling interest in this JV.

The Company has an interest in a JV that operates a member-owned equities exchange with the goal of increasing competition and transparency, while reducing fixed costs and simplifying execution of equity trading in the U.S.

As of March 31, 2024, the Company held approximately a 13.5 % noncontrolling interest in this JV.

In the second quarter of 2022, the Company invested in a JV that was formed for the purpose of developing and operating a cryptocurrency trading platform with the goal of increasing competition and transparency, while improving trading performance and reducing operational risk.

As of March 31, 2024, the Company held approximately a 6.9 % noncontrolling interest in this JV.

As of June 30, 2024, the Company held approximately a 13.5 % noncontrolling interest in this JV.

The Company has an interest in a JV that was formed for the purpose of developing and operating a cryptocurrency trading platform with the goal of increasing competition and transparency, while improving trading performance and reducing operational risk.

As of June 30, 2024, the Company held approximately a 6.9 % noncontrolling interest in this JV.

The Company's five JVs noted above meet the criteria to be considered VIEs, which it does not consolidate.

The Company records its interest in each JV under the equity method of accounting and records its investment in the JVs within Other assets and its amounts payable for communication services provided by the applicable JVs within Accounts payable, accrued expenses and other liabilities on the Statements of Financial Condition.

The Company records its pro-rata share of each

JV's earnings or losses within Other, net and fees related to the use of communication services provided by the JVs within Communications and data processing on the Condensed Consolidated Statements of Comprehensive Income.

The Company records its interest in the JVs under the equity method of accounting and records its investment in the JVs within Other assets and its amounts payable for communication services provided by the applicable JVs within Accounts payable, accrued expenses and other liabilities on the Statements of Financial Condition.

The Company records its pro-rata share of each JV's earnings or losses within Other, net and fees related to the use of communication services provided by the JVs within Communications and data processing on the Condensed Consolidated Statements of Comprehensive Income.

The Company’s exposure to the obligations of these VIEs is generally limited to its interests in each respective JV, which is the carrying value of the equity investment in each JV.

The following table presents the Company’s nonconsolidated VIEs at March 31, 2024:

The following table presents the Company’s nonconsolidated VIEs at June 30, 2024:

Carrying Amount Maximum Exposure to Loss VIEs' assets

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Equity investment $ 59,713 $ — $ 59,713 $ 273,905

During the second quarter of 2022, the Company formed a JV to support the growth and expansion of a multi-asset request-for-quote communication platform.

As of March 31, 2024, the Company held a 51 % controlling interest in this entity.

The Company formed a JV to support the growth and expansion of a multi-asset request-for-quote communication platform in 2022.

As of June 30, 2024, the Company held a 51 % controlling interest in this entity.

This JV meets the criteria to be considered a VIE, and based on the standard for control set forth above, the Company consolidates this entity and records the interest that the Company does not own as noncontrolling interest in the Condensed Consolidated Financial Statements.

On April 19, 2024, the Company entered into an agreement to sell a 49 % interest in the multi-asset request-for-quote communication platform JV.

The sale is subject to various closing conditions including the receipt of certain regulatory approvals.

Upon the closing of the sale, the Company will retain a minority stake in the JV.

See Note 3 “Business Held for Sale” for further details.

Revenues from Contracts with Customers

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Disaggregation of Revenues

The following tables present the Company’s revenue from contracts with customers disaggregated by service, and timing of revenue recognition, reconciled to the Company’s segments, for the three months ended March 31, 2024 and 2023:

Three Months Ended March 31, 2024

Three Months Ended June 30, 2024

(in thousands) Market Making Execution Services Corporate Total

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Total revenues $ 569,783 $ 127,059 $ ( 3,857 ) $ 692,985

Three Months Ended March 31, 2023

Three Months Ended June 30, 2023

(in thousands) Market Making Execution Services Corporate Total

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Total revenues $ 405,250 $ 109,116 $ ( 7,512 ) $ 506,854

Six Months Ended June 30, 2024

(in thousands) Market Making Execution Services Corporate Total

Revenues from contracts with customers:

Commissions, net $ 16,483 $ 160,844 $ — $ 177,327

Workflow technology — 48,112 — 48,112

Analytics — 19,273 — 19,273

Total revenue from contracts with customers 16,483 228,229 — 244,712

Other sources of revenue 1,074,308 16,618 186 1,091,112

Total revenues $ 1,090,791 $ 244,847 $ 186 $ 1,335,824

Timing of revenue recognition:

Services transferred at a point in time $ 1,090,791 $ 209,332 $ 186 $ 1,300,309

Services transferred over time — 35,515 — 35,515

Total revenues $ 1,090,791 $ 244,847 $ 186 $ 1,335,824

Six Months Ended June 30, 2023

(in thousands) Market Making Execution Services Corporate Total

Revenues from contracts with customers:

Commissions, net $ 16,334 $ 147,251 $ — $ 163,585

Workflow technology — 47,532 — 47,532

Analytics — 19,831 — 19,831

Total revenue from contracts with customers 16,334 214,614 — 230,948

Other sources of revenue 887,835 12,979 ( 4,529 ) 896,285

Total revenues $ 904,169 $ 227,593 $ ( 4,529 ) $ 1,127,233

Timing of revenue recognition:

Services transferred at a point in time $ 904,169 $ 191,419 $ ( 4,529 ) $ 1,091,059

Services transferred over time — 36,174 — 36,174

Total revenues $ 904,169 $ 227,593 $ ( 4,529 ) $ 1,127,233

Remaining Performance Obligations and Revenue Recognized from Past Performance Obligations

As of March 31, 2024 and 2023, the aggregate amount of the transaction price allocated to the performance obligations relating to workflow technology and analytics revenues that are unsatisfied (or partially unsatisfied) was not material.

As of June 30, 2024 and 2023, the aggregate amount of the transaction price allocated to the performance obligations relating to workflow technology and analytics revenues that are unsatisfied (or partially unsatisfied) was not material.

Contract Assets and Contract Liabilities

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The Company records a contract liability when payment is received prior to the time at which the satisfaction of the service obligation occurs.

Receivables related to revenues from contracts with customers amounted to $ 57.6 million and $ 56.4 million as of March 31, 2024 and December 31, 2023, respectively.

Receivables related to revenues from contracts with customers amounted to $ 60.4 million and $ 56.4 million as of June 30, 2024 and December 31, 2023, respectively.

The Company did not identify any contract assets.

There were no impairment losses on receivables as of March 31, 2024.

There were no impairment losses on receivables as of June 30, 2024.

Deferred revenue primarily relates to deferred commissions allocated to analytics products and subscription fees billed in advance of satisfying the performance obligations.

Deferred revenue related to contracts with customers was $ 9.5 million and $ 8.4 million as of March 31, 2024 and December 31, 2023, respectively.

The Company recognized the full amount of revenue during the three months ended March 31, 2024 and 2023, that had been recorded as deferred revenue in the respective prior year.

Deferred revenue related to contracts with customers was $ 10.7 million and $ 8.4 million as of June 30, 2024 and December 31, 2023, respectively.

The Company recognized the full amount of revenue during the six months ended June 30, 2024 and 2023, that had been recorded as deferred revenue in the respective prior year.

The Company has not identified any costs to obtain or fulfill its contracts under ASC 606.

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taxation as partnerships.

Accordingly, for the three months ended March 31, 2024 and 2023, the income attributable to these noncontrolling interests was reported in the Condensed Consolidated Statements of Comprehensive Income, but the related U.S.

Accordingly, for the three and six months ended June 30, 2024 and 2023, the income attributable to these noncontrolling interests was reported in the Condensed Consolidated Statements of Comprehensive Income, but the related U.S.

income tax expense attributable to these noncontrolling interests was not reported by the Company as it is the obligation of the individual partners.

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subsidiaries are subject to foreign income taxes in the jurisdictions in which they operate.

The Company’s provisions for income taxes and effective tax rates were $ 28.5 million, and 20.4 %, and $ 24.7 million, and 18.3 % for the three months ended March 31, 2024 and 2023, respectively.

The Company’s provisions for income taxes and effective tax rates were $ 27.3 million, and 17.6 %, and $ 5.9 million, and 16.7 % for the three months ended June 30, 2024 and 2023, respectively, and $ 55.8 million, and 18.9 %, and $ 30.6 million, and 18.0 % for the six months ended June 30, 2024 and 2023, respectively.

Income tax expense is also affected by the differing effective tax rates in foreign, state and local jurisdictions where certain of the Company’s subsidiaries are subject to corporate taxation.

Included in Other assets on the Condensed Consolidated Statements of Financial Condition at March 31, 2024 and December 31, 2023 are current income tax receivables of $ 54.7 million and $ 44.3 million, respectively.

The balances at March 31, 2024 and December 31, 2023 primarily comprised income tax benefits due to the Company from federal, state, local, and foreign tax jurisdictions based on income before taxes.

Included in Accounts payable, accrued expenses and other liabilities on the Condensed Consolidated Statements of Financial Condition at March 31, 2024 and December 31, 2023 are current tax liabilities of $ 10.6 million and $ 6.8 million, respectively.

The balances at March 31, 2024 and December 31, 2023 primarily comprise income taxes owed to federal, state and local, and foreign tax jurisdictions based on income before taxes.

Included in Other assets on the Condensed Consolidated Statements of Financial Condition at June 30, 2024 and December 31, 2023 are current income tax receivables of $ 51.1 million and $ 44.3 million, respectively.

The balances at June 30, 2024 and December 31, 2023 primarily comprised income tax benefits due to the Company from federal, state, local, and foreign tax jurisdictions based on income before taxes.

Included in Accounts payable, accrued expenses and other liabilities on the Condensed Consolidated Statements of Financial Condition at June 30, 2024 and December 31, 2023 are current tax liabilities of $ 9.5 million and $ 6.8 million, respectively.

The balances at June 30, 2024 and December 31, 2023 primarily comprise income taxes owed to federal, state and local, and foreign tax jurisdictions based on income before taxes.

Deferred income taxes arise primarily due to the amortization of the deferred tax assets recognized in connection with the IPO (see Note 5 “Tax Receivable Agreements”), the Acquisition of KCG, and the ITG Acquisition, differences in the valuation of financial assets and liabilities, and other temporary differences arising from the deductibility of compensation, depreciation, and other expenses in different time periods for book and income tax return purposes.

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Accordingly, the need to establish valuation allowances for deferred tax assets is assessed periodically with appropriate consideration given to all positive and negative evidence related to the realization of the deferred tax assets.

At March 31, 2024 and December 31, 2023, the Company did not have any U.S.

At June 30, 2024 and December 31, 2023, the Company did not have any U.S.

federal, state or local net operating loss carryforwards and therefore the Company did not record a deferred tax asset related to any federal net operating loss carryforwards.

As a result of the acquisitions of ITG and KCG, the Company has non-U.S.

net operating losses at March 31, 2024 and December 31, 2023, of $ 303.4 million and $ 304.5 million, respectively, and has recorded related deferred tax assets of $ 56.9 million and $ 57.1 million, respectively.

A full valuation allowance was recorded against these deferred tax assets at March 31, 2024 and December 31, 2023 as it is more likely than not that these deferred tax assets will not be realized.

No valuation allowance against the remaining deferred taxes was recorded as of March 31, 2024 and December 31, 2023 because it is more likely than not that these deferred tax assets will be fully realized.

net operating losses at June 30, 2024 and December 31, 2023, of $ 302.4 million and $ 304.5 million, respectively, and has recorded related deferred tax assets of $ 56.6 million and $ 57.1 million, respectively.

A full valuation allowance was recorded against these deferred tax assets at June 30, 2024 and December 31, 2023 as it is more likely than not that these deferred tax assets will not be realized.

No valuation allowance against the remaining deferred taxes was recorded as of June 30, 2024 and December 31, 2023 because it is more likely than not that these deferred tax assets will be fully realized.

The Company is subject to taxation in U.S.

federal, state, local and foreign jurisdictions.

As of March 31, 2024, the Company’s tax years for 2015 through 2022 and 2016 through 2022 were subject to examination by U.S.

As of June 30, 2024, the Company’s tax years for 2015 through 2022 and 2016 through 2023 were subject to examination by U.S.

tax authorities, respectively.

5 unchanged sentences

Penalties, if any, are recorded in Operations and administrative expense and interest received or paid is recorded in Other, net or Operations and administrative expense in the Condensed Consolidated Statements of Comprehensive Income, respectively.

The Company had $ 7.6 million of unrecognized tax benefits as of March 31, 2024, all of which would affect the Company’s effective tax rate if recognized.

The Company has determined that there are no uncertain tax positions that would have a material impact on the Company’s financial position as of March 31, 2024.

The Company had $ 7.9 million of unrecognized tax benefits as of June 30, 2024, all of which would affect the Company’s effective tax rate if recognized.

The Company has determined that there are no uncertain tax positions that would have a material impact on the Company’s financial position as of June 30, 2024.

Commitments, Contingencies and Guarantees

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The Company has made substantial productions of documents and other information in response to plaintiff's requests.

Though no substantive claim has been brought, the Company believes that any potential allegations of wrongdoing are without merit and is defending itself vigorously.

Though no substantive claim has been brought, the Company believes that any potential allegations of wrongdoing are without merit and intends to defend itself vigorously against any such allegations.

On October 17, 2022, the Company’s subsidiary, along with several other parties, was named as a defendant in Mallinckrodt PLC, et al.

32 unchanged sentences

These proposals include, but are not limited to, (i) Proposed Rule 615 of Regulation NMS, which proposes to dramatically change U.S.

equities market structure, the routing, handling and potentially the amount, character and cost of retail order flow, (ii) Regulation Best Execution, which would impose best execution requirements on broker-dealers which would be distinct from, but overlapping with, FINRA’s existing best execution rule (Rule 5310), (iii) proposed rule amendments to minimum pricing increments under Rule 612 or Regulation NMS, access fee caps under Rule 610 of Regulation NMS, acceleration of the implementation of certain Market Data Infrastructure Rules, and amendment to the odd-lot information definition adopted under the MDI rules (collectively referred to as the “tick size, access fees and infostructure rule proposals”), and (iv) amendments to Rule 605 of Regulation NMS, along with a series of amendments to the definition of Exchange and Alternative Trading Systems (ATS), which would expand the scope of exchange and ATS registration and compliance requirements.

equities market structure, the routing, handling and potentially the amount, character and cost of retail order flow, (ii) Regulation Best Execution, which would impose best execution requirements on broker-dealers which would be distinct from, but overlapping with, FINRA’s existing best execution rule (Rule 5310), (iii) proposed rule amendments to minimum pricing increments under Rule 612 of Regulation NMS, access fee caps under Rule 610 of Regulation NMS, acceleration of the implementation of certain Market Data Infrastructure Rules, and amendment to the odd-lot information definition adopted under the MDI rules (collectively referred to as the “tick size, access fees and infostructure rule proposals”), and (iv) amendments to Rule 605 of Regulation NMS, which was adopted in March 2024 and has a compliance date on or about December 15, 2025, along with a series of amendments to the definition of Exchange and Alternative Trading Systems (ATS), which would expand the scope of exchange and ATS registration and compliance requirements.

Further, in 2023, the SEC proposed amendments to expand and update Regulation Systems Compliance and Integrity (SCI) and to restrict volume based tiered pricing by equity exchanges in certain cases, approved an amendment to adopt a revised funding model for the Consolidated Audit Trail (CAT), and has indicated that additional rule proposals may be forthcoming.

Additionally, rules to amend the definitions of “dealer” and “government securities dealer” within the Exchange Act were recently adopted, and are expected to broaden the scope of these registrant categories.

These pending or potential rule changes, to the extent adopted, could adversely affect the Company’s business or the Company’s industry.

Further, on April 23, 2024, the Federal Trade Commission (FTC) announced a final rule banning most non-compete clauses in employer-employee contracts.

The final rule is scheduled to become effective on September 4, 2024, but its implementation and enforceability is subject to ongoing legal challenges which have not been definitively resolved.

These pending or potential rule changes, to the extent adopted, along with those that have recently been adopted, could adversely affect the Company’s business or the Company’s industry.

As indicated above, from time to time, the Company is the subject of requests for information and documents from the SEC, the Financial Industry Regulatory Authority (“FINRA”), state attorneys general, and other regulators and governmental authorities.

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Lease assets and liabilities are summarized as follows:

(in thousands) Financial Statement Location March 31, 2024 December 31, 2023

(in thousands) Financial Statement Location June 30, 2024 December 31, 2023

Operating leases

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Weighted average remaining lease term and discount rate are as follows:

March 31, 2024 December 31, 2023

June 30, 2024 December 31, 2023

Weighted average remaining lease term

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The components of lease expense are as follows:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

8 unchanged sentences

Total Finance lease cost $ 2,960 $ 2,740 $ 5,951 $ 5,072

Future minimum lease payments under operating and finance leases with non-cancelable lease terms, as of March 31, 2024, are as follows:

Future minimum lease payments under operating and finance leases with non-cancelable lease terms, as of June 30, 2024, are as follows:

(in thousands) Operating Leases Finance Leases

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as reported within the Condensed Consolidated Statements of Financial Condition to the sum of the same such amounts shown in the Condensed Consolidated Statements of Cash Flows.

(in thousands) March 31, 2024 December 31, 2023

(in thousands) June 30, 2024 December 31, 2023

Cash and cash equivalents $ 684,806 $ 820,436

7 unchanged sentences

The Founder Member controls approximately 86.5 % of the combined voting power of our common stock as a result of its ownership of our Class A, Class C and Class D Common Stock.

The Company holds approximately a 57.8 % interest in Virtu Financial at March 31, 2024.

The Company holds approximately a 57.4 % interest in Virtu Financial at June 30, 2024.

During the period prior to the Company's IPO and certain reorganization transactions consummated in connection with the IPO, Class A-2 profits interests and Class B interests in Virtu Financial were issued to Employee Holdco (as defined below) on behalf of certain key employees and stakeholders.

1 unchanged sentence

interests and Class B interests were reclassified into Virtu Financial Units.

As of March 31, 2024 and December 31, 2023, there were 4,040,772 and 4,040,772 Virtu Financial Units outstanding held by Employee Holdco (as defined below), respectively, and none and 173,535 of such Virtu Financial Units and corresponding Class C Common Stock were exchanged into Class A Common Stock, forfeited or repurchased during the three months ended March 31, 2024 and 2023, respectively.

As of June 30, 2024 and December 31, 2023, there were 4,040,772 Virtu Financial Units outstanding held by Employee Holdco (as defined below), and 173,535 of such Virtu Financial Units and corresponding Class C Common Stock were exchanged into Class A Common Stock, forfeited or repurchased during the six months ended June 30, 2023, and there were no units exchanged, forfeited or repurchased during the six months ended June 30, 2024.

Amended and Restated 2015 Management Incentive Plan

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On November 3, 2021 the Company's Board of Directors authorized another expansion of the program by an additional $ 750 million to $ 1,220 million and extending the duration of the program through November 3, 2023, which was subsequently extended through December 31, 2024.

On April 24, 2024, the Company's Board of Directors authorized the expansion of the program by an additional $ 500 million to $ 1,720 million and extended the duration through April 24, 2026.

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.

1 unchanged sentence

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, 2024, the Company repurchased approximately 45.6 million shares of Class A Common Stock and Virtu Financial Units for approximately $ 1,145.4 million.

As of March 31, 2024, the Company has approximately $ 74.6 million remaining capacity for future purchases of shares of Class A Common Stock and Virtu Financial Units under the program.

From the inception of the program through June 30, 2024, the Company repurchased approximately 47.0 million shares of Class A Common Stock and Virtu Financial Units for approximately $ 1,176.3 million.

As of June 30, 2024, the Company has approximately $ 543.7 million remaining capacity for future purchases of shares of Class A Common Stock and Virtu Financial Units under the program.

Employee Exchanges

During the three months ended March 31, 2024 and 2023, pursuant to the exchange agreement by and among the Company, Virtu Financial and holders of Virtu Financial Units, certain current and former employees elected to exchange none and 152,037 units, respectively in Virtu Financial held directly or on their behalf by Virtu Employee Holdco LLC (“Employee Holdco”) on a one -for-one basis for shares of Class A Common Stock.

During the six months ended June 30, 2023, pursuant to the exchange agreement by and among the Company, Virtu Financial and holders of Virtu Financial Units, certain current and former employees elected to exchange 152,037 units, respectively in Virtu Financial held directly or on their behalf by Virtu Employee Holdco LLC (“Employee Holdco”) on a one -for-one basis for shares of Class A Common Stock.

There were no employee exchanges during the six months ended June 30, 2024.

Accumulated Other Comprehensive Income

The following table presents the changes in Other Comprehensive Income for the three months ended March 31, 2024 and 2023:

Three Months Ended March 31, 2024

The following table presents the changes in Other Comprehensive Income for the three and six months ended June 30, 2024 and 2023:

Three Months Ended June 30, 2024

(in thousands) AOCI Beginning Balance Amounts recorded

3 unchanged sentences

Total $ 15,904 $ 4,537 $ ( 11,732 ) $ 8,709

(1) Amounts reclassified from AOCI to income are included within Financing interest expense on long-term borrowings on the Condensed Consolidated Statements of Comprehensive Income.

As of June 30, 2024, the Company expects approximately $ 19.1 million to be reclassified from AOCI into earnings over the next 12 months.

The timing of the reclassification is based on the interest payment schedule of the long-term borrowings.

Three Months Ended June 30, 2023

(in thousands) AOCI Beginning Balance Amounts recorded

in AOCI Amounts reclassified from AOCI to income AOCI Ending Balance

Net change in unrealized cash flow hedges gains (losses) (1) $ 37,091 $ 12,414 $ ( 7,535 ) $ 41,970

Foreign exchange translation adjustment ( 12,341 ) 1,503 — ( 10,838 )

Total $ 24,750 $ 13,917 $ ( 7,535 ) $ 31,132

(1) Amounts reclassified from AOCI to income are included within Financing interest expense on long-term borrowings on the Consolidated Statements of Comprehensive Income.

As of March 31, 2024, the Company expects approximately $ 28.4 million to be reclassified from AOCI into earnings over the next 12 months.

Six Months Ended June 30, 2024

(in thousands) AOCI Beginning Balance Amounts recorded

in AOCI Amounts reclassified from AOCI to income AOCI Ending Balance

Net change in unrealized cash flow hedges gains (losses) (1) $ 23,416 $ 13,998 $ ( 20,520 ) $ 16,894

Foreign exchange translation adjustment ( 6,369 ) ( 1,816 ) — ( 8,185 )

Total $ 17,047 $ 12,182 $ ( 20,520 ) $ 8,709

(1) Amounts reclassified from AOCI to income are included within Financing interest expense on long-term borrowings on the Consolidated Statements of Comprehensive Income.

As of June 30, 2024, the Company expects approximately $ 19.1 million to be reclassified from AOCI into earnings over the next 12 months.

The timing of the reclassification is based on the interest payment schedule of the long-term borrowings.

Three Months Ended March 31, 2023

Six Months Ended June 30, 2023

(in thousands) AOCI Beginning Balance Amounts recorded

6 unchanged sentences

Pursuant to the Amended and Restated 2015 Management Incentive Plan as described in Note 18 “Capital Structure”, and in connection with the IPO, non-qualified stock options to purchase shares of Class A Common Stock were granted, each of which vests in equal annual installments over a period of four years from grant date and expires not later than 10 years from the date of grant.

The following table summarizes activity related to stock options for the three months ended March 31, 2024 and 2023:

The following table summarizes activity related to stock options for the six months ended June 30, 2024 and 2023:

Options Outstanding Options Exercisable

4 unchanged sentences

Forfeited or expired ( 10,000 ) — — ( 10,000 ) —

At March 31, 2023 1,521,776 $ 19.00 1.99 1,521,776 $ 19.00

At June 30, 2023 1,511,776 $ 19.00 1.74 1,511,776 $ 19.00

At December 31, 2023 1,511,776 $ 19.00 1.24 1,511,776 $ 19.00

2 unchanged sentences

Forfeited or expired — — — — —

At March 31, 2024 1,511,776 $ 19.00 1.00 1,511,776 $ 19.00

At June 30, 2024 1,482,401 $ 19.00 0.74 1,482,401 $ 19.00

The expected life was determined based on an average of vesting and contractual period.

8 unchanged sentences

Performance targets are based on the Company's adjusted EBITDA for certain future periods.

For the three months ended March 31, 2024 and 2023, respectively, there were 878,091 and 868,315 shares of immediately vested Class A Common Stock granted as part of year-end compensation.

In addition, the Company accrued compensation expense of $ 4.9 million and $ 5.9 million for the three months ended March 31, 2024 and 2023, respectively, related to immediately vested Class A Common Stock expected to be awarded as part of year-end incentive compensation, which was included in Employee compensation and payroll taxes on the Condensed Consolidated Statements of Comprehensive Income and Accounts payable, accrued expenses and other liabilities on the Condensed Consolidated Statements of Financial Condition.

The following table summarizes activity related to RSUs (including the Assumed Awards) and RSAs for the three months ended March 31, 2024 and 2023:

For the six months ended June 30, 2024 and 2023, respectively, there were 878,091 and 868,315 shares of immediately vested Class A Common Stock granted as part of year-end compensation.

In addition, the Company accrued compensation expense of $ 7.8 million and $ 6.1 million for the three months ended June 30, 2024 and 2023, respectively, and $ 12.7 million and $ 12.0 million for the six months ended June 30, 2024 and 2023, respectively, related to immediately vested Class A Common Stock expected to be awarded as part of year-end incentive compensation, which was included in Employee compensation and payroll taxes on the Condensed Consolidated Statements of Comprehensive Income and Accounts payable, accrued expenses and other liabilities on the Condensed Consolidated Statements of Financial Condition.

The following table summarizes activity related to RSUs (including the Assumed Awards) and RSAs for the six months ended June 30, 2024 and 2023:

Number of RSUs and RSAs Weighted

4 unchanged sentences

Vested ( 2,413,550 ) 23.59

At March 31, 2023 4,930,490 $ 25.18

At June 30, 2023 4,874,811 $ 24.18

At December 31, 2023 4,903,174 $ 23.90

2 unchanged sentences

Vested ( 2,616,226 ) 19.84

At March 31, 2024 4,731,351 $ 22.51

(1) Excluded in the number of RSUs and RSAs are 487,500 and 37,500 participating RSAs for March 31, 2024 and 2023, respectively, where the grant date has not been achieved because the performance conditions have not been met.

The Company recognized $ 10.2 million and $ 10.1 million for the three months ended March 31, 2024 and 2023, respectively, of compensation expense in relation to RSUs.

As of March 31, 2024 and December 31, 2023, total unrecognized share-based compensation expense related to unvested RSUs was $ 67.0 million and $ 55.2 million, respectively, and this amount is to be recognized over a weighted average period of 1.4 years and 0.9 years, respectively.

At June 30, 2024 5,291,553 $ 22.01

(1) Excluded in the number of RSUs and RSAs are 37,500 participating RSAs for June 30, 2023, where the grant date has not been achieved because the performance conditions have not been met.

The Company recognized $ 10.1 million and $ 10.1 million for the three months ended June 30, 2024 and 2023, respectively, and $ 20.3 million and $ 20.2 million for the six months ended June 30, 2024 and 2023, respectively, of compensation expense in relation to RSUs.

As of June 30, 2024 and December 31, 2023, total unrecognized share-based compensation expense related to unvested RSUs was $ 64.4 million and $ 55.2 million, respectively, and this amount is to be recognized over a weighted average period of 1.2 years and 0.9 years, respectively.

Awards in which the specific performance conditions have not been met are not included in unrecognized share-based compensation expense.

5 unchanged sentences

The Company's U.S.

broker-dealer subsidiaries VAL and RFQ-Hub Americas LLC (“RAL”), are subject to the SEC Uniform Net Capital Rule 15c3-1, which requires the maintenance of minimum net capital as detailed in the table below.

broker-dealer subsidiaries VAL and RFQ-hub Americas LLC (“RAL”, as described in Note 3 “Business Held for Sale”, which is currently held for sale), are subject to the SEC Uniform Net Capital Rule 15c3-1, which requires the maintenance of minimum net capital as detailed in the table below.

RAL became a U.S.

broker-dealer in June 2023.

Pursuant to New York Stock Exchange (“NYSE”) rules, VAL was also required to maintain $ 1.0 million of capital in connection with the operation of its designated market maker (“DMM”) business as of March 31, 2024.

The required amount is determined under the exchange rules as the greater of (i) $ 1.0 million or (ii) $ 75,000 for every 0.1 % of NYSE transaction dollar volume in each of the securities for which the Company is registered as the DMM.

The regulatory capital and regulatory capital requirements of the Company's U.S.

subsidiaries as of March 31, 2024 was as follows:

subsidiaries as of June 30, 2024 was as follows:

(in thousands) Regulatory Capital Regulatory Capital Requirement Excess Regulatory Capital

1 unchanged sentence

RFQ-hub Americas LLC 1,036 23 1,013

As of March 31, 2024, VAL had $ 23.4 million of cash in special reserve bank accounts for the benefit of customers pursuant to SEC Rule 15c3-3, Computation for Determination of Reserve Requirements, and $ 6.2 million of cash in reserve bank accounts for the benefit of proprietary accounts of brokers.

As of June 30, 2024, VAL had $ 25.4 million of cash in special reserve bank accounts for the benefit of customers pursuant to SEC Rule 15c3-3, Computation for Determination of Reserve Requirements, and $ 6.2 million of cash in reserve bank accounts for the benefit of proprietary accounts of brokers.

The balances are included within Cash restricted or segregated under regulations and other on the Condensed Consolidated Statements of Financial Condition.

7 unchanged sentences

The Company’s foreign subsidiaries are subject to regulatory capital requirements set by local regulatory bodies, including the Canadian Investment Regulatory Organization (“CIRO”), the Central Bank of Ireland (“CBI”), the Financial Conduct Authority (“FCA”) in the United Kingdom, the Australian Securities and Investments Commission (“ASIC”), the Securities and Futures Commission in Hong Kong (“SFC”), and the Monetary Authority of Singapore (“MAS”).

The regulatory net capital balances and regulatory capital requirements applicable to the Company's foreign subsidiaries as of March 31, 2024 were as follows:

The regulatory net capital balances and regulatory capital requirements applicable to the Company's foreign subsidiaries as of June 30, 2024 were as follows:

(in thousands) Regulatory Capital Regulatory Capital Requirement Excess Regulatory Capital

11 unchanged sentences

(1) Preliminary

As of March 31, 2024, Virtu Europe Trading Limited had $ 40 thousand of segregated funds on deposit for trade clearing and settlement activity, and Virtu ITG Hong Kong Ltd.

As of June 30, 2024, Virtu Europe Trading Limited had $ 50 thousand of segregated funds on deposit for trade clearing and settlement activity, and Virtu ITG Hong Kong Ltd.

had $ 30 thousand of segregated balances under a collateral account control agreement for the benefit of certain customers.

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The revenues are attributed to countries based on the locations of the subsidiaries.

The following table presents total revenues by geographic area for the three months ended March 31, 2024 and 2023 :

Three months ended March 31,

The following table presents total revenues by geographic area for the three and six months ended June 30, 2024 and 2023 :

Three Months Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

14 unchanged sentences

in addition, the Company will commit capital on behalf of clients as needed.

Client-based, execution-only trading in the segment

is done primarily through a variety of access points including:

Client-based, execution-only trading in the segment is done primarily through a variety of access points including:

(i) algorithmic trading and order routing in global equities and options;

6 unchanged sentences

Segment assets and liabilities are not used for evaluating segment performance or in deciding how to allocate resources to segments.

The Company’s total revenues and income before income taxes and noncontrolling interest (“Pre-tax earnings”) by segment for the three months ended March 31, 2024 and 2023 are summarized in the following table:

The Company’s total revenues and

income (loss) before income taxes and noncontrolling interest (“Pre-tax earnings”) by segment for the three months ended June 30, 2024 and 2023 are summarized in the following table:

(in thousands) Market

Making Execution

Services Corporate Consolidated

Total revenue $ 569,783 $ 127,059 $ ( 3,857 ) $ 692,985

Income (loss) before income taxes and noncontrolling interest

144,542 15,599 ( 4,756 ) 155,385

Total revenue $ 405,250 $ 109,116 $ ( 7,512 ) $ 506,854

Income (loss) before income taxes and noncontrolling interest 43,741 ( 115 ) ( 8,159 ) 35,467

The Company’s Pre-tax earnings by segment for the six months ended June 30, 2024 and 2023 are summarized in the following table:

(in thousands) Market Making Execution Services Corporate Consolidated Total

7 unchanged sentences

The Company incurs expenses and maintains balances with its affiliates in the ordinary course of business.

As of March 31, 2024 and December 31, 2023 the Company had net payables to its affiliates of $ 1.8 million and payables to its affiliates of $ 1.5 million, respectively.

As of June 30, 2024 and December 31, 2023 the Company had net payables to its affiliates of $ 1.7 million and $ 1.5 million, respectively.

The Company has held a minority interest in JNX since 2016 (see Note 10 “Financial Assets and Liabilities”).

The Company pays exchange fees to JNX for the trading activities conducted on its proprietary trading system.

The Company paid $ 2.2 million and $ 2.5 million for the three months ended March 31, 2024 and 2023, respectively, to JNX for these trading activities.

The Company paid $ 2.8 million and $ 3.4 million for the three months ended June 30, 2024 and 2023, respectively, and $ 5.0 million and $ 5.9 million for the six months ended June 30, 2024 and 2023, respectively, to JNX for these trading activities.

The Company pays monthly use fees to two JVs in which it holds interests (see Note 12 “Variable Interest Entities”).

These monthly fees are for the use of microwave communication networks operated by each of these JVs and are recorded within Communications and data processing on the Condensed Consolidated Statements of Comprehensive Income.

The Company made payments to these JVs of $ 7.4 million and $ 6.3 million for the three months ended March 31, 2024 and 2023, respectively.

The Company made payments to these JVs of $ 7.4 million and $ 6.3 million for the three months ended June 30, 2024 and 2023, respectively, and $ 14.8 million and $ 12.6 million for the six months ended June 30, 2024 and 2023, respectively.

The Company has an interest in Members Exchange, a member-owned equities exchange.

The Company pays regulatory and transaction fees and receives rebates from trading activities.

The Company made payments of $ 1.5 million and $ 0.1 million for the three months ended March 31, 2024 and 2023, respectively.

The Company made payments of $ 3.3 million and $ 0.1 million for the three months ended June 30, 2024 and 2023, respectively, and $ 4.8 million and $ 0.2 million for the six months ended June 30, 2024 and 2023, respectively.

Subsequent Events

The Company has evaluated subsequent events for adjustment to or disclosure in its Condensed Consolidated Financial Statements through the date of this report, and has not identified any recordable or disclosable events, not otherwise reported in these Condensed Consolidated Financial Statements or the notes thereto, except for the following:

On April 19, 2024, the Company entered into an agreement to sell a 49 % interest in the multi-asset request-for-quote communication platform JV previously formed in 2022 and referenced in Note 11 “Variable Interest Entities”.

The sale is subject to various closing conditions including the receipt of certain regulatory approvals.

Upon the closing of the sale, the Company will retain a minority stake in the JV.

On April 24, 2024, the Company’s Board of Directors declared a dividend of $ 0.24 per share of Class A Common Stock and Class B Common Stock and per participating Restricted Stock Unit and Restricted Stock Award that will be paid on June 15, 2024 to holders of record as of June 1, 2024.

On April 24, 2024, the Company’s Board of Directors authorized the expansion of the Company’s current share repurchase program, increasing the total authorized amount by $ 500 million to $ 1,720 million and extended the duration through April 24, 2026.

Since the inception of the program through April 19, 2024, the Company repurchased approximately 45.9 million shares of Class A Common Stock and Virtu Financial Units for approximately $ 1,151.4 million.

Including the additional $ 500 million authorization by its Board, the Company has approximately $ 568.6 million remaining capacity for future purchase of shares of Class A Common Stock and Virtu Financial Units under the program.

On July 18, 2024, the Company’s Board of Directors declared a dividend of $ 0.24 per share of Class A Common Stock and Class B Common Stock and per participating Restricted Stock Unit and Restricted Stock Award that will be paid on September 15, 2024 to holders of record as of September 1, 2024.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements