30 unchanged sentences
OTHER INFORMATION
+Added: During the three months and the year ended December 31, 2024, no director or “officer” (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted , modified or terminated a "Rule 10b5-1 trading arrangement" or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K under the Exchange Act.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
1 unchanged sentence
DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
−Removed: Information with respect to this Item will be set forth in our 2024 Proxy Statement, which will be filed with the Securities and Exchange Commission no later than 120 days after December 31, 2023.
+Added: Information with respect to this Item, including the information required by Item 408(b) of Regulation S-K related to our insider trading policies and procedures , will be set forth in our 2025 Proxy Statement, which will be filed with the Securities and Exchange Commission no later than 120 days after December 31, 2024.
For the limited purpose of providing the information necessary to comply with this Item 10, the 2025 Proxy Statement is incorporated herein by this reference.
27 unchanged sentences
and Aranda Investments Pte.
−Removed: Ltd.(incorporated herein by reference to Exhibit 2.2 to the Company’s Quarterly Report on Form 10-Q (File No.
+Added: (incorporated herein by reference to Exhibit 2.2 to the Company’s Quarterly Report on Form 10-Q (File No.
001-37352) filed on May 10, 2017).
11 unchanged sentences
001-37352) filed on February 28, 2020 ) .
+Added: Indenture, dated as of June 21, 2024, by and among Virtu Financial LLC, as Holdings, VFH Parent LLC, as Issuer, Valor Co-Issuer, Inc., as Co-Issuer, the Subsidiary Guarantors, and U.S.
+Added: Bank National Association, as Trustee and Collateral Agent (incorporated herein by reference to Exhibit 4.1 to the Company’s Quarterly Report on Form 10-Q (File No.
+Added: 001-37352) filed on July 26, 2024) .
10.1† Virtu Financial, Inc.
7 unchanged sentences
333-194473) filed on February 20, 2015).
−Removed: Employment Agreement, dated as of August 7, 2020, by and between Virtu Financial Operating LLC and Sean Galvin (incorporated herein by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q (File No.
−Removed: 001-37352) filed on November 6, 2020.
Credit Agreement, dated January 13, 2022, among Virtu Financial LLC, as Holdings, VFH Parent LLC, as Borrower, the Lenders, Issuing Banks and Swingline Lender Party Hereto, and JPMorgan Chase Bank, N.A., as Administrative Agent, and Jefferies Finance LLC and RBC Capital Markets, as Joint Lead Arrangers and Joint Bookrunners (incorporated herein by reference to Exhibit 10.11 to the Company’s Annual Report on Form 10-K (File No.
123 unchanged sentences
Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit Award Agreement, dated as of February 3, 2023, by and between Virtu Financial, Inc.
−Removed: and Joseph M o lluso (incorporated herein by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No.
+Added: and Joseph Molluso (incorporated herein by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No.
001-37352) filed on April 28, 2023).
7 unchanged sentences
001-37352) filed on April 28, 2023).
+Added: Virtu Financial Inc.
+Added: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit Award Agreement (incorporated herein by reference to Exhibit 10.
+Added: 1 to the Company’s Quarterly Report on Form 10-Q (File No.
+Added: 001-37352) filed on April 2 6 , 202 4 ) .
+Added: Amendment No.
+Added: 1, dated June 21, 2024, to the Credit Agreement, dated January 13, 2022, among Virtu Financial LLC, as Holdings, VFH Parent LLC, as Borrower, the Lenders, and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated herein by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No.
+Added: 001-37352) filed on July 26, 2024) .
+Added: Employment Agreement, dated as of April 29, 2024, by and between Virtu Financial Operating LLC and Cindy Lee (incorporated herein by reference to Exhibit 10.
+Added: 2 to the Company’s Quarterly Report on Form 10-Q (File No.
+Added: 001-37352) filed on July 26, 2024) .
+Added: Amendment No.
+Added: 2 , dated February 19 , 202 5 , to the Credit Agreement, dated January 13, 2022 (as amended by Amendment No.
+Added: 1, dated June 21, 2024 ) , among Virtu Financial LLC, as Holdings, VFH Parent LLC, as Borrower, the Lenders, and JPMorgan Chase Bank, N.A., as Administrative Agent .
+Added: Virtu Financial , Inc.
+Added: Securities Trading Policy.
21.1* Subsidiaries of Virtu Financial, Inc.
7 unchanged sentences
97.1 Virtu Financial, Inc.
−Removed: Clawback Policy
+Added: Clawback Policy (incorporated herein by reference to Exhibit 97 .1 to the Company’s Quarterly Report on Form 10- K (File No.
+Added: 001-37352) filed on February 16 , 2024) .
101.INS* XBRL Instance Document
14 unchanged sentences
February 21, 2025 By:
+Added: /s/ Cindy Lee
Chief Financial Officer
1 unchanged sentence
KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Douglas A.
−Removed: Cifu and Sean P.
−Removed: Galvin, and each of them, his or her true and lawful attorneys-in-fact and agents, with full power of substitution and re-substitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto and other documents in connection therewith the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he or she might or could do in person hereby ratifying and confirming all that said attorneys-in-fact and agents, or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
+Added: Cifu and Cindy Lee, and each of them, his or her true and lawful attorneys-in-fact and agents, with full power of substitution and re-substitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto and other documents in connection therewith the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he or she might or could do in person hereby ratifying and confirming all that said attorneys-in-fact and agents, or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities and Exchange Act of 1934, as amended, the report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated on February 21, 2025.
3 unchanged sentences
(Principal Executive Officer) and Director
−Removed: Galvin Chief Financial Officer
+Added: /s/ Cindy Lee
+Added: Chief Financial Officer
(Principal Financial and Accounting Officer)
15 unchanged sentences
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.