Virtu Financial Enters Material Agreement, Incurs Financial Obligation

Ticker: VIRT · Form: 8-K · Filed: Sep 23, 2025 · CIK: 1592386

Virtu Financial, Inc. 8-K Filing Summary
FieldDetail
CompanyVirtu Financial, Inc. (VIRT)
Form Type8-K
Filed DateSep 23, 2025
Risk Levelmedium
Pages3
Reading Time3 min
Key Dollar Amounts$0.00001, $300 million, $1,545 million
Sentimentneutral

Sentiment: neutral

Topics: material-agreement, financial-obligation

TL;DR

Virtu Financial just signed a big deal and took on debt. Details TBD.

AI Summary

On September 23, 2025, Virtu Financial, Inc. filed an 8-K to report the entry into a material definitive agreement and the creation of a direct financial obligation. The filing does not specify the counterparty or the exact nature of the agreement or obligation, but it indicates a significant financial event for the company.

Why It Matters

This filing signals a new material agreement and a direct financial obligation for Virtu Financial, which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement and a direct financial obligation, which inherently carries financial risk that is not fully detailed.

Key Players & Entities

  • Virtu Financial, Inc. (company) — Registrant
  • September 23, 2025 (date) — Date of Report
  • Delaware (jurisdiction) — State of incorporation
  • 1633 Broadway New York , NY 10019 (address) — Principal executive offices

FAQ

What is the nature of the material definitive agreement entered into by Virtu Financial, Inc.?

The filing does not specify the nature of the material definitive agreement, only that one was entered into on or before September 23, 2025.

What is the direct financial obligation created by Virtu Financial, Inc.?

The filing states that a direct financial obligation was created, but does not provide details on its terms, amount, or counterparty.

Who is the counterparty to the material definitive agreement?

The filing does not disclose the identity of the counterparty to the material definitive agreement.

What is the dollar amount of the direct financial obligation?

The filing does not specify the dollar amount of the direct financial obligation.

When was the material definitive agreement entered into?

The earliest event reported is September 23, 2025, indicating the agreement was entered into on or before this date.

Filing Stats: 872 words · 3 min read · ~3 pages · Grade level 9.8 · Accepted 2025-09-23 09:04:25

Key Financial Figures

  • $0.00001 — tered: Class A common stock, par value $0.00001 per share VIRT New York Stock Exchange
  • $300 million — st lien term B-2 loans in the amount of $300 million (the "Incremental Term B-2 Loans"), the
  • $1,545 million — s, for a total term B-2 loan balance of $1,545 million (collectively, the "Term B-2 Loans").

Filing Documents

01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. Amendment to Credit Agreement On September 23, 2025 (the "Amendment Effective Date"), Virtu Financial LLC ("Holdings"), VFH Parent LLC (the "Borrower") and certain subsidiaries of the Borrower entered into Amendment No. 3 ("Amendment No. 3"), which amended the Credit Agreement, dated as of January 13, 2022 (as amended by Amendment No. 1, dated as of June 21, 2024, and Amendment No. 2, dated as of February 19, 2024, the "Existing Credit Agreement", and as amended by Amendment No. 3, the "Amended Credit Agreement"), by and among Holdings, the Borrower, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent. Amendment No. 3 amends the Existing Credit Agreement to effect the issuance of incremental senior secured first lien term B-2 loans in the amount of $300 million (the "Incremental Term B-2 Loans"), the proceeds of which will be used for general corporate purposes, for a total term B-2 loan balance of $1,545 million (collectively, the "Term B-2 Loans"). The Incremental Term B-2 Loans were issued at par and together with the other Term B-2 Loans, bear interest, at our election, at either (i) the greatest of (a) the prime rate in effect, (b) the greater of (1) the federal funds effective rate and (2) the overnight bank funding rate, in each case plus 0.50%, and (c) term SOFR for a borrowing with an interest period of one month plus 1.0% and (d) 1.0%, plus, in each case, 1.50%, or (ii) the greater of (x) term SOFR for the interest period in effect and (y) 0%, plus, in each case, 2.50%. The Incremental Term B-2 Loans, along with the other Term B-2 Loans, will mature on June 21, 2031 and amortize in annual installments equal to 1.0% of the total Term B-2 Loan balance as of Amendment Effective Date. The Term B-2 Loans are also subject to contingent principal payments based on excess cash flow and certain other triggering events. The above description of the te

01 FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits Exhibit No. Description 99.1 Press Release dated September 23, 2025 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL 2 EXHIBIT INDEX Exhibit No. Description 99.1 Press Release dated September 23, 2025 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL 3

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. VIRTU FINANCIAL, INC. By: /s/ JUSTIN WALDIE Name: Justin Waldie Title: Senior Vice President, Secretary and General Counsel Dated: September 23, 2025 4

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