72 unchanged sentences
001-37352), filed on July 28, 2023).
−Removed: 3.2 Second Amended and Restated Certificate of Incorporation of the Registrant (Redline Version) (incorporated herein by reference to Appendix A to the Company’s Definitive Proxy Statement on Schedule 14A (File No.
−Removed: 001-37352), filed on April 27, 2023) .
Amended and Restated By-laws of the Registrant (incorporated herein by reference to Exhibit 3.2 to the Company’s Quarterly Report on Form 10-Q, as amended (File No.
58 unchanged sentences
Virtu Financial, Inc.
−Removed: 2015 Amended and Restated Management Incentive Plan Restricted Stock Unit and Common Stock Award Agreement, dated as of February 1, 2021, by and between Virtu Financial, Inc.
−Removed: and Douglas A.
−Removed: Cifu (incorporated herein by reference to Exhibit 10.34 to the Company’s Annual Report on Form 10-K (File No.
−Removed: 001-37352) filed on February 25, 2021).
−Removed: Virtu Financial, Inc.
−Removed: 2015 Amended and Restated Management Incentive Plan Restricted Stock Unit and Common Stock Award Agreement, dated as of February 1, 2021, by and between Virtu Financial, Inc.
−Removed: and Joseph Molluso (incorporated herein by reference to Exhibit 10.37 to the Company’s Annual Report on Form 10-K (File No.
−Removed: 001-37352) filed on February 25, 2021).
−Removed: Virtu Financial, Inc.
−Removed: 2015 Amended and Restated Management Incentive Plan Restricted Stock Unit and Common Stock Award Agreement, dated as of February 1, 2021, by and between Virtu Financial, Inc.
−Removed: and Brett Fairclough (incorporated herein by reference to Exhibit 10.38 to the Company’s Annual Report on Form 10-K (File No.
−Removed: 001-37352) filed on February 25, 2021).
−Removed: Virtu Financial, Inc.
−Removed: 2015 Amended and Restated Management Incentive Plan Restricted Stock Unit and Common Stock Award Agreement, dated as of February 1, 2021, by and between Virtu Financial, Inc.
−Removed: and Stephen Cavoli (incorporated herein by reference to Exhibit 10.39 to the Company’s Annual Report on Form 10-K (File No.
−Removed: 001-37352) filed on February 25, 2021).
−Removed: Virtu Financial, Inc.
−Removed: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit Award Agreement, dated as of December 24, 2021, by and between Virtu Financial, Inc.
−Removed: and Douglas A.
−Removed: Cifu (incorporated herein by reference to Exhibit 10.42 to the Company’s Annual Report on Form 10-K (File No.
−Removed: 001-37352), filed on February 18, 2022).
−Removed: Virtu Financial, Inc.
Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit Award Agreement, dated as of February 3, 2022, by and between Virtu Financial, Inc.
8 unchanged sentences
Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 3, 2022, by and between Virtu Financial, Inc.
−Removed: and Sean Galvin (incorporated herein by reference to Exhibit 10.45 to the Company’s Annual Report on Form 10-K (File No.
−Removed: 001-37352), filed on February 18, 2022).
−Removed: Virtu Financial, Inc.
−Removed: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit Award Agreement, dated as of February 3, 2022, by and between Virtu Financial, Inc.
−Removed: and Sean Galvin (incorporated herein by reference to Exhibit 10.46 to the Company’s Annual Report on Form 10-K (File No.
−Removed: 001-37352), filed on February 18, 2022).
−Removed: Virtu Financial, Inc.
−Removed: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 3, 2022, by and between Virtu Financial, Inc.
and Brett Fairclough (incorporated herein by reference to Exhibit 10.47 to the Company’s Annual Report on Form 10-K (File No.
50 unchanged sentences
Virtu Financial Inc.
−Removed: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit Award Agreement (incorporated herein by reference to Exhibit 10.
−Removed: 1 to the Company’s Quarterly Report on Form 10-Q (File No.
+Added: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit Award Agreement (incorporated herein by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No.
001-37352) filed on April 26, 2024).
2 unchanged sentences
001-37352) filed on July 26, 2024).
−Removed: 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.
−Removed: 2 to the Company’s Quarterly Report on Form 10-Q (File No.
+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 10.2 to the Company’s Quarterly Report on Form 10-Q (File No.
001-37352) filed on July 26, 2024).
1 unchanged sentence
2, dated February 19, 2025, to the Credit Agreement, dated January 13, 2022 (as amended by Amendment No.
−Removed: 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: 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 (incorporated herein by reference to Exhibit 10.45 to the Company’s Annual Report on Form 10-K (File No.
+Added: 001-37352) filed on February 21, 2025).
+Added: Amendment No.
+Added: 1 to the Amended and Restated Employee Agreement, dated as of February 26, 2025, by and between Virtu Financial Operating LLC and Joseph Molluso (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 April 29, 2025).
+Added: Amendment No.
+Added: 1 to the Amended and Restated Employee Agreement, dated as of February 26, 2025, by and between Virtu Financial Operating LLC and Stephen Cavoli (incorporated herein by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No.
+Added: 001-37352) filed on April 29, 2025).
Virtu Financial, Inc.
−Removed: Securities Trading Policy.
+Added: Second Amended and Restated 2015 Management Incentive Plan (incorporated by reference from Annex A to Virtu Financial, Inc.’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2025).
+Added: Separation Agreement, dated as of July 29, 2025, by and between Virtu Financial, Inc.
+Added: and Douglas A.
+Added: Cifu (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 October 30, 2025).
+Added: Amendment No.
+Added: 3, dated September 23, 2025, to the Credit Agreement, dated January 13, 2022 (as amended by Amendment No.
+Added: 1, dated June 21, 2024 and Amendment No.
+Added: 2, dated February 19, 2025), 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 10.2 to the Company’s Quarterly Report on Form 10-Q (File No.
+Added: 001-37352) filed on October 30, 2025).
+Added: Third Amended and Restated Employment Agreement, dated as of September 30, 2025, between Virtu Financial Operating LLC and Aaron Simons (incorporated herein by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q (File No.
+Added: 001-37352) filed on October 30, 2025).
+Added: Virtu Financial, Inc.
+Added: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 2, 2024, by and between Virtu Financial, Inc.
+Added: and Douglas A.
+Added: Virtu Financial, Inc.
+Added: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 2, 2024, by and between Virtu Financial, Inc.
+Added: and Joseph Molluso.
+Added: Virtu Financial, Inc.
+Added: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 2, 2024, by and between Virtu Financial, Inc.
+Added: and Stephen Cavoli.
+Added: Virtu Financial, Inc.
+Added: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 2, 2024, by and between Virtu Financial, Inc.
+Added: and Brett Fairclough.
+Added: Virtu Financial, Inc.
+Added: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 4, 2025, by and between Virtu Financial, Inc.
+Added: and Douglas A.
+Added: Virtu Financial, Inc.
+Added: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 4, 2025, by and between Virtu Financial, Inc.
+Added: and Joseph Molluso.
+Added: Virtu Financial, Inc.
+Added: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 4, 2025, by and between Virtu Financial, Inc.
+Added: and Stephen Cavoli.
+Added: Virtu Financial, Inc.
+Added: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 4, 2025, by and between Virtu Financial, Inc.
+Added: and Brett Fairclough.
+Added: Virtu Financial, Inc.
+Added: Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 4, 2025, by and between Virtu Financial, Inc.
+Added: and Cindy Lee.
+Added: Virtu Financial, Inc.
+Added: Second Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 4, 2026, by and between Virtu Financial, Inc.
+Added: and Aaron Simons.
+Added: Virtu Financial, Inc.
+Added: Second Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 4, 2026, by and between Virtu Financial, Inc.
+Added: and Joseph Molluso.
+Added: Virtu Financial, Inc.
+Added: Second Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 4, 2026, by and between Virtu Financial, Inc.
+Added: and Stephen Cavoli.
+Added: Virtu Financial, Inc.
+Added: Second Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 4, 2026, by and between Virtu Financial, Inc.
+Added: and Brett Fairclough.
+Added: Virtu Financial, Inc.
+Added: Second Amended and Restated 2015 Management Incentive Plan Employee Restricted Stock Unit and Common Stock Award Agreement, dated as of February 4, 2026, by and between Virtu Financial, Inc.
+Added: and Cindy Lee.
+Added: Virtu Financial, Inc.
+Added: Securities Trading Policy (incorporated herein by reference to Exhibit 10.45 to the Company’s Annual Report on Form 10-K (File No.
+Added: 001-37352) filed on February 21, 2025).
21.1* Subsidiaries of Virtu Financial, Inc.
22 unchanged sentences
February 20, 2026 By:
−Removed: /s/ Douglas A.
+Added: /s/ Aaron Simons
Chief Executive Officer
3 unchanged sentences
POWER OF ATTORNEY
−Removed: KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Douglas A.
−Removed: 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.
+Added: KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Aaron Simons 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 20, 2026.
Signature Title
−Removed: /s/ Douglas A.
−Removed: Cifu Chief Executive Officer
+Added: /s/ Aaron Simons
+Added: Chief Executive Officer
(Principal Executive Officer) and Director
18 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.