Tradeweb Markets Inc. — Director's Dealing 2021

Feb 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Tradeweb Markets Inc. (TW)
CIK: 0001758730
Period of Report: 2021-02-01

Reporting Person: WARSHAW ROBERT J (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-01	Class A common stock	F	9681	$60.79	Disposed	55434	Direct
2021-02-01	Class A common stock	A	435	—	Acquired	55869	Direct
2021-02-01	Class A common stock	S	1300	$60.9363	Disposed	54569	Direct
2021-02-01	Class A common stock	S	2900	$61.838	Disposed	51669	Direct
2021-02-01	Class A common stock	S	2873	$62.9144	Disposed	48796	Direct
2021-02-01	Class A common stock	S	5856	$64.0318	Disposed	42940	Direct
2021-02-01	Class A common stock	S	2453	$64.4896	Disposed	40487	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) 22,004 unvested RSUs in respect of Class A Common Stock which are scheduled to vest on January 1, 2022 and (ii) 10,483 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 17, 2020, in each case subject to the reporting person's continued employed 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 November 17, 2020.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.38 to $61.29, 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, 7, 8 and 9 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 $61.41 to $62.26, inclusive.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.41 to $63.38, inclusive.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.41 to $64.32, inclusive.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.42 to $64.50, inclusive.