Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Virtu Employee Holdco LLC
  2. Issuer Name and Ticker or Trading Symbol
Virtu Financial, Inc. [VIRT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
See Remarks
(Last)
(First)
(Middle)
C/O VIRTU FINANCIAL, INC., 300 VESEY STREET
3. Date of Earliest Transaction (Month/Day/Year)
09/11/2017
(Street)

NEW YORK, NY 10282
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class C Common Stock 09/11/2017   D   21,298 D (1) 12,282,941 D  
Class C Common Stock 09/11/2017   D   42,595 D (2) 12,240,346 D  
Class C Common Stock 11/02/2017   D   133,656 D (2) 12,106,690 D  
Class C Common Stock 11/16/2017   D   209,448 D (3) 11,897,242 D  
Class C Common Stock 12/12/2017   D   120,880 D (2) 11,776,362 D  
Class C Common Stock 02/18/2018   D   372,260 D (3) 11,404,102 D  
Class C Common Stock 02/28/2018   D   375,000 D (3) 11,029,102 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-voting common interest units of Virtu Financial LLC (4) 09/11/2017   D     21,298   (4)   (4) Class A Common Stock 21,298 (1) 12,282,941 D  
Non-voting common interest units of Virtu Financial LLC (5) 09/11/2017   D     42,595   (5)   (5) Class A Common Stock 42,595 (5) 12,240,346 D  
Non-voting common interest units of Virtu Financial LLC (4) 11/02/2017   D     133,656   (4)   (4) Class A Common Stock 133,656 (4) 12,106,690 D  
Non-voting common interest units of Virtu Financial LLC (4) 11/16/2017   D     209,448   (4)   (4) Class A Common Stock 209,448 (4) 11,897,242 D  
Non-voting common interest units of Virtu Financial LLC (5) 12/12/2017   D     120,880   (5)   (5) Class A Common Stock 120,880 (5) 11,776,362 D  
Non-voting common interest units of Virtu Financial LLC (4) 02/18/2018   D     372,260   (4)   (4) Class A Common Stock 372,260 (4) 11,404,102 D  
Non-voting common interest units of Virtu Financial LLC (4) 02/18/2018   D     375,000   (4)   (4) Class A Common Stock 375,000 (4) 11,029,102 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Virtu Employee Holdco LLC
C/O VIRTU FINANCIAL, INC.
300 VESEY STREET
NEW YORK, NY 10282
  X   X   See Remarks

Signatures

 /s/ Justin Waldie   04/13/2018
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Virtu Financial Units and shares of Class C Common Stock were subject to time-based vesting tied to the continued employment of the employees for whom the relevant Virtu Financial Units are held, and were forfeited, in the case of Virtu Financial Units, or cancelled, in the case of the Class C Common Stock, upon the termination of employment of the applicable employee.
(2) Virtu Financial LLC repurchased Virtu Financial Units held by the reporting person on behalf of one or more former employees, and the corresponding shares of Class C Common Stock were repurchased for nominal consideration.
(3) Virtu Financial Units and corresponding shares of Class C Common Stock were distributed to electing employees and then exchanged for the same number of shares of Class A Common Stock in accordance with the terms of the Exchange Agreement (as defined in Footnote 3).
(4) Pursuant to the terms of the Exchange Agreement, effective as of April 15, 2015, by and among the Issuer, Virtu Financial LLC and the equityholders of Virtu Financial LLC (the "Exchange Agreement"), Virtu Financial Units, together with a corresponding number of shares of Class C Common Stock, may be exchanged for shares of Class A Common Stock, which have one vote per share and economic rights (including rights to dividends and distributions upon liquidation), on a one-for-one basis at the discretion of the holder. The exchange rights under the Exchange Agreement do not expire.
(5) Pursuant to the terms of Virtu Financial LLC's operating agreement, Virtu Financial LLC may repurchase Virtu Financial units held by the reporting person on behalf of an employee upon the employees departure from the Company.

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