Every material Form 8-K Virtu Financial has filed with the SEC since February 28, 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Virtu reported third-quarter 2026 total revenues of $1,153.9 million, up 39.9% from a year earlier, and net income of $282.5 million, compared with $149.1 million in the prior-year quarter. The Board also approved moving the company's state of incorporation from Delaware to Texas, a step its controlling stockholder approved by written consent, with the change expected later this year.
Total revenues rose 39.9% to $1,153.9 million from $824.8 million in Q3 2025.
Basic and diluted EPS were $1.65, versus $0.86 a year earlier; net income was $282.5 million versus $149.1 million.
Board declared a quarterly cash dividend of $0.24 per share, payable December 15, 2026, to holders of record as of December 1, 2026.
TJMT Holdings LLC, holding a majority of voting power, approved the Delaware-to-Texas reincorporation on November 4, 2026; the company says operations, management and strategy are not expected to change.
Virtu Financial's Board appointed Barbara Finigan as an independent Class I director on August 19, 2026, effective immediately. The Board now has eleven directors, and the company has entered into a standard indemnification agreement with her.
Barbara Finigan appointed to the Board as a Class I independent director on August 19, 2026, effective immediately
Finigan was previously Chief Legal Officer at Hasbro, Inc. from December 2010 to March 2019
Board size is now eleven directors; the company may add more as business needs arise
Finigan will receive non-employee director compensation similar to that described in the April 29, 2026 proxy statement
Virtu Financial reported second-quarter 2026 total revenues of $1,190.0 million, up 19.0% from $999.6 million a year earlier. GAAP net income fell to $284.9 million from $293.0 million, and basic and diluted EPS were $1.63 versus $1.65, while Normalized Adjusted EPS rose to $1.82 from $1.53. The filing also declared a quarterly dividend of $0.24 per share.
Total revenues increased 19.0% to $1,190.0 million; Trading income, net rose 31.2% to $856.7 million.
Net income was $284.9 million versus $293.0 million; basic and diluted EPS were $1.63 versus $1.65.
Normalized Adjusted EPS was $1.82 versus $1.53; Adjusted EBITDA rose 18.2% to $436.8 million.
Quarterly cash dividend of $0.24 per share is payable September 15, 2026, to holders of record as of September 1, 2026.
On July 23, 2026, Virtu Financial's subsidiaries signed Amendment No. 4 to their credit agreement, issuing $500 million of incremental senior secured first lien term B-2 loans. The total term B-2 loan balance is $2,029.55 million, and the company said the proceeds will be used for general corporate purposes. The filing adds to the company's debt, and it does not state how the loans will affect earnings.
Incremental term B-2 loans of $500 million were issued on July 23, 2026, with the total term B-2 balance at $2,029.55 million.
The loans mature on June 21, 2031, and amortize in annual installments of about 1.0% of the incremental principal.
Interest is set at either term SOFR plus 2.50%, or a base rate option plus 1.50%, at the borrower's election.
Per the press release, the loans were issued at par and the proceeds may be used for general corporate purposes.
Virtu preliminarily estimated second-quarter 2026 trading income, net of $857 million, up from $653 million, while net income was $285 million, down from $293 million. Normalized Adjusted EPS rose to $1.82 from $1.53, but the estimates are unaudited and may change before final results on July 30, 2026. The same day, the company began marketing a $400 million add-on to its term loans, which would raise the term loan balance to $1,930 million.
Net income of $285 million vs. $293 million in Q2 2025; basic and diluted EPS of $1.63
Normalized Adjusted EPS of $1.82 vs. $1.53; Adjusted EBITDA of $437 million vs. $369 million
Trading income, net of $857 million vs. $653 million; Adjusted Net Trading Income of $718 million vs. $568 million
$400 million term loan add-on; commitments due July 16, 2026; final Q2 results due July 30, 2026
On June 8, 2026, Virtu Financial Operating LLC, a subsidiary of Virtu Financial, Inc., entered into an amended and restated employment agreement with Chief Financial Officer Cindy Lee. The filing sets her base salary at $500,000 per year, adds a 20,000-share restricted stock or RSU special award, and sets severance terms that increase if a change in control occurs.
Base salary of $500,000 per year, with eligibility for a discretionary annual bonus
Special award of 20,000 restricted shares or RSUs, vesting in three equal annual installments
Initial term expires June 30, 2029, with automatic one-year renewals unless either party gives notice at least 90 days in advance
After a qualifying termination tied to a change in control, severance equals two and a half times base salary plus the most recent annual bonus, and benefits continue for 24 months or longer
Virtu Financial reported first-quarter 2026 results, with total revenues up 30.7% to $1,095.3 million and net income rising to $346.6 million from $189.6 million a year earlier. Basic and diluted earnings per share were $1.99, compared with $1.09 and $1.08 in the prior-year quarter. The board also declared a quarterly cash dividend of $0.24 per share, payable June 15, 2026, to holders of record as of June 1, 2026.
Total revenues rose 30.7% to $1,095.3 million, from $837.9 million in Q1 2025
Net income was $346.6 million versus $189.6 million; basic and diluted EPS were $1.99 versus $1.09 and $1.08
Adjusted EBITDA rose 62.7% to $520.6 million, with an Adjusted EBITDA margin of 66.2%
Quarterly dividend of $0.24 per share is payable June 15, 2026 to holders of record as of June 1, 2026
Virtu Financial reported fourth quarter 2025 results, with total revenues up 16.3% to $969.9 million and net income of $280.6 million, compared with $176.1 million a year earlier. Diluted EPS was $1.54 versus $1.03, and the board declared a $0.24 quarterly dividend payable March 16, 2026, which signals continued cash returns to shareholders. The filing contains no guidance for future periods.
Q4 2025 total revenues of $969.9 million, up 16.3% from $834.3 million
Q4 2025 net income of $280.6 million and basic and diluted EPS of $1.54, versus $1.03 a year earlier
Quarterly cash dividend of $0.24 per share, payable March 16, 2026, to holders of record as of February 27, 2026
Full-year 2025 share buybacks totaled $135.3 million, or 3.5 million shares
Virtu Financial reported third quarter 2025 results for the period ended September 30, 2025. Net income rose to $149.1 million from $119.0 million a year earlier, and diluted earnings per share rose to $0.86 from $0.64, while total revenues increased 16.7% to $824.8 million.
Total revenues of $824.8 million, up 16.7% from $706.8 million in the prior-year quarter
Diluted EPS of $0.86 versus $0.64; Normalized Adjusted EPS of $1.05 versus $0.82
Quarterly cash dividend of $0.24 per share, payable December 15, 2025 to holders of record as of December 1, 2025
Share buybacks of $20.9 million, or 0.5 million shares, in the quarter
Virtu Financial entered a new employment agreement with CEO Aaron Simons, effective September 30, 2025, that runs through August 1, 2030 and raises his base salary from $600,000 to $1,200,000. The agreement also increases his target bonus to $3,000,000 and provides a $7,500,000 sign-on bonus, with larger severance terms if his employment ends without cause or after a change in control.
Base salary increased from $600,000 to $1,200,000; target bonus raised from $2,000,000 to $3,000,000, with a maximum of 200% of target
Sign-on bonus of $7,500,000, repayable on a pro-rated basis if Simons resigns without good reason within three years
Annual equity grant intended at 150,000 restricted shares or RSUs, tied to percentage of budgeted EBITDA achieved
Initial term ends August 1, 2030; severance is the greater of one times base salary or remaining term salary, and two and a half times salary plus bonus after a change in control
Virtu Financial's subsidiaries entered into Amendment No. 3 to their credit agreement on September 23, 2025, issuing $300 million of incremental senior secured first lien term B-2 loans. The total term B-2 loan balance is now $1,545 million, maturing June 21, 2031, and the proceeds will fund general corporate purposes. The added debt increases the company's borrowings, which shareholders may track against its cash flow and interest costs.
$300 million of incremental term B-2 loans issued at par on September 23, 2025
Total term B-2 loan balance rises to $1,545 million, maturing June 21, 2031
Loans amortize in annual installments of 1.0% of the balance, with contingent payments tied to excess cash flow
Interest is set at either a base rate plus 1.50% or term SOFR plus 2.50%, at the company's election
Virtu Financial said its Board appointed Chief Technology Officer Aaron Simons as Chief Executive Officer and a director, effective August 1, 2025, succeeding Douglas Cifu, who steps down as CEO and Board member and will remain as a consultant through December 31, 2025. The filing discloses severance and consulting payments to Cifu and Simons's employment terms, which bear on the cost and continuity of the leadership change for shareholders.
Aaron Simons, 45, joined Virtu in 2008 and has served as Chief Technology Officer since 2019; his base salary is $600,000 with a target bonus of $2,000,000.
Douglas Cifu's separation includes severance pay through February 28, 2028, 150,000 Shares, and a $5,000,000 consulting payment for services through December 31, 2025.
Simons's employment agreement runs through February 26, 2027, with a severance pay floor of one times base salary or base salary through the end of the term.
Virtu Financial reported second-quarter 2025 results for the quarter ended June 30, 2025, with total revenues of $999.6 million, up 44.2% from $693.0 million a year earlier. Net income rose to $293.0 million from $128.1 million, and basic and diluted EPS was $1.65 versus $0.71, which shows higher earnings for shareholders compared with the prior-year quarter.
Total revenues $999.6 million, up 44.2% from $693.0 million in Q2 2024
Net income $293.0 million versus $128.1 million; basic and diluted EPS $1.65 versus $0.71
Normalized Adjusted EPS $1.53 versus $0.83; Adjusted EBITDA $369.4 million, up 69.8%
Quarterly cash dividend of $0.24 per share declared, payable September 15, 2025 to holders of record as of September 1, 2025
Virtu Financial said on May 29, 2025 that it has notified Nasdaq it will voluntarily withdraw the principal listing of its Class A Common Stock and transfer it to the New York Stock Exchange. The stock will keep the symbol VIRT, so shareholders will not need to take action to keep their shares, though the exchange on which the stock is listed will change.
Nasdaq listing of the Class A Common Stock is expected to cease at the close of trading on June 16, 2025.
NYSE listing is expected to begin at market open on June 17, 2025, and the Common Stock has been approved for listing there.
The stock will continue to trade under the symbol VIRT.
The transfer was authorized by the Board of Directors and is described in Exhibit 99.1, a press release dated May 29, 2025.
Virtu Financial reported first quarter 2025 results for the period ended March 31, 2025, with total revenues of $837.9 million, up 30.3% from $642.8 million a year earlier. Net income was $189.6 million, compared with $111.3 million in the prior-year quarter, and basic and diluted EPS were $1.09 and $1.08, versus $0.59 in the prior year. The company also declared a quarterly cash dividend of $0.24 per share and reported $48.1 million in share buybacks during the quarter.
Total revenues rose 30.3% to $837.9 million; trading income, net, rose 44.6% to $590.0 million.
Net income was $189.6 million, up from $111.3 million; diluted EPS was $1.08, up from $0.59.
Quarterly cash dividend of $0.24 per share is payable June 16, 2025 to holders of record as of May 30, 2025.
Share buybacks totaled $48.1 million, or 1.3 million shares, in the quarter; $373.8 million remained under the program as of April 17, 2025.
Virtu Financial Operating LLC amended the employment agreements of Co-President and Co-Chief Operating Officer Joseph Molluso and Executive Vice President, Markets Stephen Cavoli on February 26, 2025. The amendments extend each executive's initial expiration date to February 28, 2028, with other terms unchanged, which keeps two senior leaders in place for longer.
Amendments signed February 26, 2025 with Joseph Molluso and Stephen Cavoli
Initial expiration date of each employment agreement extended to February 28, 2028
All other terms of the employment agreements remain in full force
Full amendment texts to be filed as exhibits to the next Form 10-Q
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