BGC Group, Inc. — Director's Dealing 2016

Feb 25, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BGC Partners, Inc. (BGCP)
CIK: 0001094831
Period of Report: 2016-02-23

Reporting Person: CF GROUP MANAGEMENT INC (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-02-23	Class A Common Stock, par value $0.01 per share	D	5000000	$8.72	Disposed	17491911	Indirect
2016-02-23	Class A Common Stock, par value $0.01 per share	G	970639	—	Disposed	16521272	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock, par value $0.01 per share	2715127	Direct

Footnotes

F1: On February 23, 2016, Cantor Fitzgerald, L.P. ("CFLP") sold 5,000,000 shares of Class A common stock, par value $0.01 per share (the "Class A Common Stock"), of BGC Partners, Inc. (the "Company") to the Company in a transaction exempt pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), at a price equal to the closing price per share of the Class A Common Stock on the date of such sale. The transaction was included in the Company's stock repurchase authorization and was approved by the Audit Committee of the Board of Directors.

F2: Represents a gift of 970,639 shares of Class A Common Stock by CFLP to a charitable organization. These shares were repurchased on the same date by the Company as part of its stock repurchase program.

F3: CF Group Management, Inc. ("CFGM") is the Managing General Partner of CFLP. CFGM disclaims beneficial ownership of all such securities in excess of its pecuniary interest, if any, and this report shall not be deemed an admission that CFGM is the beneficial owner of, or has pecuniary interest in, any such excess securities for purposes of Section 16 of the Exchange Act or for any other purpose.