Under the Securities Exchange Act of 1934

 

(Name of Issuer)

 

(Title of Class of Securities)

 

(CUSIP Number)

 

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

(Date of Event Which Requires Filing of this Statement)
 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. □

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

^* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

Explanatory Note

This Amendment No. 2 (this “Amendment No. 2”) amends the statement on Schedule 13D (the “Original Schedule 13D” and, as amended, this “Schedule 13D”) filed with the Securities and Exchange Commission (the “SEC”) on July 31, 2017, as amended by Amendment No. 1 to the Original Schedule 13D filed with the SEC on May 28, 2020, by Ordinal Holdings I, LP (“Holdings”), a Delaware limited partnership (formerly North Island Holdings I, LP), Ordinal Holdings I GP, LP, a Delaware limited partnership (formerly North Island Holdings I GP, LP), Ordinal Ventures, LLC, a Delaware limited liability company (formerly North Island Ventures, LLC), Tide Mill L.L.C., a Delaware limited liability company (formerly North Island L.L.C.), West Meadow Group LLC, a New Jersey limited liability company, Glenn H. Hutchins, a United States citizen, and Robert Greifeld, a United States citizen (collectively, the “Reporting Persons”), relating to the Class A common stock, par value $0.00001 per share (the “Issuer Class A Common Stock”) of Virtu Financial, Inc., a Delaware corporation (the “Issuer”).

Items 4, 5, and 7 of the Schedule 13D are hereby amended and supplemented as follows:

Item 4 of the Schedule 13D is hereby amended and supplemented to add the following information:

“On August 12, 2021, Holdings sold 1,500,000 shares of Issuer Class A Common Stock to the Issuer.  After giving effect to the sale, Holdings holds a total of 19,859,243 shares of Issuer Class A Common Stock which represents approximately 16.9% of the outstanding Issuer Class A Common Stock.”

The first two paragraphs of parts (a) and (b) of Item 5 of the Schedule 13D are hereby amended and restated to read in their entirety as follows:

“(a) and (b)  The following disclosure assumes that there are 117,386,677 shares of Issuer Class A Common Stock issued and outstanding, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2021, filed with the SEC on August 4, 2021.

As of the date hereof, 19,859,243 shares of Issuer Class A Common Stock are held by Holdings, which represents approximately 16.9% of the outstanding Issuer Class A Common Stock.”

The following document is filed or incorporated by reference as an exhibit to this Schedule 13D:

Signature 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: August 16, 2021

	ORDINAL HOLDINGS I, LP
	By:	Ordinal Holdings I GP, LP, its general partner
	By:	Ordinal Ventures, LLC, its general partner
	By:	/s/ Glenn H. Hutchins
		Name:  Glenn H. Hutchins
		Title:    Authorized Signatory
	ORDINAL HOLDINGS I GP, LP
	By:	Ordinal Ventures, LLC, its general partner
	By:	/s/ Glenn H. Hutchins
		Name:  Glenn H. Hutchins
		Title:    Authorized Signatory
	ORDINAL VENTURES, LLC
	By:	/s/ Glenn H. Hutchins
		Name:  Glenn H. Hutchins
		Title:    Authorized Signatory

	TIDE MILL L. L. C.
	By:	/s/ Glenn H. Hutchins
		Name:  Glenn H. Hutchins
		Title:    Authorized Signatory

	WEST MEADOW GROUP LLC
	By:	/s/ Robert Greifeld
		Name:  Robert Greifeld
		Title:    Administrative Manager

	GLENN H. HUTCHINS
	By:	/s/ Glenn H. Hutchins

	ROBERT GREIFELD
	By:	/s/ Robert Greifeld