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Filing Details

Accession Number:: 0001567619-19-008531
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-04-08 17:12:25
Reporting Period:: 2018-10-26

Accepted Time:: 2019-04-08 17:12:25
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1758730	Tradeweb Markets Inc.	TW	Security & Commodity Brokers, Dealers, Exchanges & Services (6200)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1771195	Lee Olesky	Tradeweb Markets Inc. 1177 Avenue Of The Americas New York NY 10036	Chief Executive Officer	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2019-04-08	20,000	$27.00	418,948	No	4	P	Direct

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

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Non-voting common units of Tradeweb Markets LLC	Disposition	2019-03-22	208,487	$0.00	208,487	$0.00
Class A Common Stock	Non-voting common units of Tradeweb Markets LLC	Acquisiton	2019-03-22	208,487	$0.00	208,487	$0.00
Class A Common Stock	Stock Option (Right to Buy)	Acquisiton	2018-10-26	4,227,053	$0.00	4,227,053	$20.59
Class A Common Stock	Stock Option (Right to Buy)	Disposition	2019-03-22	338,164	$0.00	338,164	$20.59
Class A Common Stock	Stock Option (Right to Buy)	Acquisiton	2019-03-22	338,164	$0.00	338,164	$20.59

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0		No	5	G	Direct
208,487		No	5	G	Indirect
4,227,053	2028-10-26	No	4	A	Direct
3,888,889	2028-10-26	No	5	G	Direct
338,164	2028-10-26	No	5	G	Indirect

Footnotes

The reporting person purchased these shares in connection with the closing of the initial public offering of the issuer (the "IPO") at the IPO price of $27.00 per share pursuant to the directed share program described in the issuer's registration statement. The shares are subject to a lock-up provision for a period of 180 days, as required under a lock-up agreement with the underwriters of the IPO.
This amount includes 398,948 unvested restricted stock units in respect of the issuer's Class A common stock ("Class A Common Stock"). Subject to the reporting person's continued employment through each vesting date, these restricted stock units are scheduled to vest as follows: (i) 191,235 restricted stock units will vest on January 1, 2020, and (ii) 207,713 restricted stock units will vest on January 1, 2021.
Pursuant to the terms of the limited liability company agreement for Tradeweb Markets LLC, a subsidiary of the issuer, non-voting common units of Tradeweb Markets LLC ("LLC Units"), may be exchanged for shares of Class A Common Stock or Class B common stock of the issuer, in each case, on a one-for-one basis at the discretion of the holder. Upon such an exchange, a corresponding number of shares of Class D common stock of the issuer ("Class D Common Stock") held by the reporting person (or shares of Class C common stock of the issuer ("Class C Common Stock"), in the event the reporting person exchanged their shares of Class D Common Stock for shares of Class C Common Stock) will be canceled. These exchange rights do not expire.
On March 22, 2019, the reporting person transferred his LLC Units to The Lee Olesky 2019 Family Trust ("The Family Trust"). The reporting person and his wife, as the co-trustees of The Family Trust, share the power to vote and invest the securities, but each disclaims beneficial ownership of such securities except to the extent of his or her pecuniary interest therein.
On October 26, 2018, the reporting person was granted an option to purchase 4,227,053 shares of Class A Common Stock. On March 22, 2019, the reporting person transferred an option to purchase 338,164 shares of Class A Common Stock held by the reporting person to The Family Trust, which option is fully vested and exercisable as of the date hereof. The reporting person retained an option to purchase 3,888,889 shares of Class A Common Stock following the transfer, which option is vested as to 3,043,479 of the shares subject thereto as of the date hereof. The remainder of the option will vest on January 1, 2020, subject to the reporting person's continued employment on such date. The reporting person and his wife, as the co-trustees of The Family Trust, share the power to vote and invest the securities held by The Family Trust, but each disclaims beneficial ownership of such securities except to the extent of his or her pecuniary interest therein.