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Filing Details

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1444363	Gain Capital Holdings Inc.	GCAP	Commodity Contracts Brokers & Dealers (6221)	204568600

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1472449	Chris Sugden	C/O Gain Capital Holdings, Inc. Bedminster NJ 07921		Yes	No	No	No

Reported Non-Derivative Transactions

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2010-12-20	3,864,019	$0.00	3,864,019	No	4	C	Direct
Common Stock	Disposition	2010-12-20	1,042,951	$9.00	2,821,068	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Direct
No	4	S	Direct

Reported Derivative Transactions

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series B Preferred Stock	Disposition	2010-12-20	1,708,755	$0.00	3,864,019	$0.00
Common Stock	Warrants	Disposition	2010-12-20	1,145,208	$0.00	2,589,666	$1.11

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0			No	4	C	Direct
2,589,666	2001-07-25	2011-07-25	No	4	C	Direct

Footnotes

Each share of Series B Preferred Stock automatically converted into common stock, and reflects the stock split, certain indemnification obligations triggered by the adjustment to the Series E Preferred Stock conversion price, and all other adjustments pursuant to the Issuer's Certificate of Incorporation, as amended, upon the closing of Issuer's initial public offering of common stock.
Mr. Sugden, one of the Issuer's directors, is a member of Edison Partners IV SBIC, LLC, the general partner of Edison Venture Fund IV SBIC, L.P. Mr. Sugden disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. Voting and dispositive authority of the shares held by Edison Venture Fund IV SBIC, L.P. are shared by John Martinson, Joseph Allegra, Gary Golding, Ross Martinson and Christopher Sugden, each a member of Edison Partners IV SBIC, LLC.
Each share of Series B Preferred Stock issuable upon exercise of the warrant automatically converted into shares of common stock issuable upon exercise of the warrant, and reflects the stock split, certain indemnification obligations triggered by the adjustment to the Series E Preferred Stock conversion price, and all other adjustments pursuant to the Issuer's Certificate of Incorporation, as amended, upon the closing of Issuer's initial public offering of common stock.