UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 8.01 | Other Events. |
On April 9, 2025, Virtu Financial, Inc. posted to the "Investor Relations" section of its website materials summarizing in graphical presentation (the "Materials") its previously published volumes and other metrics per SEC Rule 605, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The Company may from time to time refer to the Materials in connection with presentations to investors and potential investors, clients and potential clients, industry analysts and others. The Materials are available in the “Investor Relations” section of the Company’s website, located at https://ir.virtu.com/events-presentations.
The Company undertakes no duty or obligation to publicly update or revise the Materials in such form. The Company uses, and will continue to use, its website, public conference calls, and social media channels, including its X account (x.com/virtufinancial) and our LinkedIn account (linkedin.com/company/virtu-financial), as additional means of disclosing public information to investors, the media and others interested in the Company. It is possible that certain information that the Company posts on its website and on social media could be deemed to be material information, and the Company encourages investors, the media and others interested in the Company to review the business and financial information that the Company posts on its website and on the social media channels identified above.
The information presented in Item 8.01 of this Current Report on Form 8-K and in Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or specifically incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.
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| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Document Description | |
| 99.1 | Materials dated April 9, 2025. | |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| VIRTU FINANCIAL, INC. | |||
| By: | /s/ JUSTIN WALDIE | ||
| Name: | Justin Waldie | ||
| Title: | Senior Vice President, Secretary and General Counsel | ||
Dated: April 9, 2025
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Exhibit 99.1
Presentation Title in Title Case Presentation subtitle in sentence case Presenter Name Event name xx Month 201x © 201X Virtu Financial. All rights reserved. Not to be reproduced or retransmitted without permission. Compliance #XXXX - XXXX Visualization of Virtu Rule 605 Reports © 2025 Virtu Financial. All rights reserved.
2 Virtu Rule 605 Executed Shares (Daily Average Per Month) - 200M 400M 600M 800M 1,000M 1,200M 1,400M 2018_01 2018_03 2018_05 2018_07 2018_09 2018_11 2019_01 2019_03 2019_05 2019_07 2019_09 2019_11 2020_01 2020_03 2020_05 2020_07 2020_09 2020_11 2021_01 2021_03 2021_05 2021_07 2021_09 2021_11 2022_01 2022_03 2022_05 2022_07 2022_09 2022_11 2023_01 2023_03 2023_05 2023_07 2023_09 2023_11 2024_01 2024_03 2024_05 2024_07 2024_09 2024_11 2025_01 Note: Virtu 605 data for January 2018 thru February 2025; includes all Rule 605 order types.
3 Disclaimer Cautionary Statement Regarding Forward Looking Statements This presentation may contain “forward - looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Statements regarding Virtu Financial, Inc.’s (“Virtu’s”, the “Company’s” or “our”) business that are not historical facts are forward - looki ng statements. Forward - looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by which, such performance or results will be achieved. The Company assumes no obligation to update forward - looking statements to reflect actual results, changes in assumptio ns or changes in other factors affecting forward - looking information, and if the Company does update one or more forward - looking statements, no inference should be drawn that the Company will make additional updates with respect thereto or with respect to other forward - looking statements. Forward - looking statements are based on inform ation available at the time and/or management’s good faith belief with respect to future events, and is subject to risks and uncertainties, some or all of which ar e not predictable or within Virtu’s control, that could cause actual performance or results to differ materially from those expressed in the statements. Those risks and uncertaintie s i nclude, without limitation: fluctuations in trading volume and volatilities in the markets in which we operate; the ability of our trading counterparties, clients and various cl ear ing houses to perform their obligations to us; the performance and reliability of our customized trading platform; the risk of material trading losses from our market making ac tiv ities; swings in valuations in securities or other instruments in which we hold positions; increasing competition and consolidation in our industry; the risk that cash flow fro m o ur operations and other available sources of liquidity will not be sufficient to fund our various ongoing obligations, including operating expenses, short term funding re qui rements, margin requirements, capital expenditures, debt service and dividend payments; potential consequences of SEC proposals under the prior administration focused on equity ma rkets which may, if adopted, result in reduced overall and off - exchange trading volumes and market making opportunities, impose additional or heightened regulatory obl igations on market makers and other market participants, and generally increase the implicit and explicit cost as well as the complexity of the U.S. equities eco - system fo r all participants; regulatory and legal uncertainties and other potential changes associated with our industry, particularly in light of increased attention from media, regulators an d lawmakers to market structure and related issues including but not limited to the retail trading environment, wholesale market making and off exchange trading more generally and payment for order flow arrangements; potential adverse results from legal or regulatory proceedings; our ability to remain technologically competitive and to ensure that th e t echnology we utilize is not vulnerable to security risks, hacking and cyber - attacks; risks associated with third party software and technology infrastructure. For a discussion of the risks and uncertainties which could cause actual results to differ from those contained in forward - looking statements, see Virtu’s Securities and Exchange Commission filings, in cluding but not limited to Virtu’s Annual Report on Form 10 - K, Quarterly Reports on Form 10 - Q and Current Reports on Form 8 - K filed with the SEC.