Tradeweb Markets Inc. — Director's Dealing 2020

Feb 6, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Tradeweb Markets Inc. (TW)
CIK: 0001758730
Period of Report: 2020-02-03

Reporting Person: Zucker Scott (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-03	Class A common stock	F	10553	$46.18	Disposed	37741	Direct
2020-02-03	Class A common stock	A	765	—	Acquired	38506	Direct
2020-02-03	Class A common stock	M	10000	$20.59	Acquired	48506	Direct
2020-02-03	Class A common stock	S	8517	$46.32	Disposed	39989	Direct
2020-02-03	Class A common stock	S	1483	$46.9265	Disposed	38506	Direct
2020-02-04	Class A common stock	S	11639	$46.7379	Disposed	26867	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-02-03	Stock Option (Right to Buy)	$20.59	M	10000	Disposed	2028-10-26	Class A common stock (10000)	Direct

Footnotes

F1: Represents shares withheld by the issuer to satisfy the tax withholding obligation associated with the settlement of restricted stock units ("RSUs") in respect of the issuer's Class A common stock ("Class A Common Stock") held by the reporting person.

F2: This amount includes 22,867 unvested RSUs in respect of Class A Common Stock which are scheduled to vest on January 1, 2021, subject to the reporting person's continued employment through such date.

F3: Represents shares of Class A Common Stock acquired in connection with the settlement of certain dividend equivalent rights (the "DERs"). The DERs were granted in connection with previously awarded RSUs, and settled in shares of Class A Common Stock in connection with the settlement of the RSUs to which they relate.

F4: This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 13, 2019.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.86 to $46.84, inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes 5, 6 and 7 to this Form 4.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.87 to $47.02, inclusive.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.11 to $47.08, inclusive.

F8: This option is fully vested and exercisable as of the date hereof.