Tradeweb Markets Inc. — Director's Dealing 2021

Mar 23, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Tradeweb Markets Inc. (TW)
CIK: 0001758730
Period of Report: 2021-03-18

Reporting Person: Peterson Justin (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-18	Class A common stock	F	2283	$72.75	Disposed	83623	Direct
2021-03-18	Class A common stock	A	8	—	Acquired	83631	Direct
2021-03-19	Class A common stock	S	1100	$72.8891	Disposed	82531	Direct
2021-03-19	Class A common stock	S	913	$73.6239	Disposed	81618	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 (i) 35,204 unvested RSUs in respect of Class A Common Stock which are scheduled to vest on January 1, 2022, (ii) 8,575 unvested RSUs in respect of Class A Common Stock which are scheduled to vest in equal installments on each of March 17, 2022, and March 17, 2023, (iii) 25,726 unvested RSUs in respect of Class A Common Stock which are scheduled to vest on January 1, 2023, and (iv) 10,113 unvested RSUs in respect of Class A Common Stock which are scheduled to vest in equal installments on each of the first, second and third anniversaries of March 15, 2021, in each case subject to the reporting person's continued employment through the applicable vesting 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 8, 2020.

F5: The price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $72.26 to $73.25, 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 and 6 to this Form 4.

F6: The price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $73.42 to $73.78, inclusive.