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Ownership Document
|
| Schema Version: X0508 |
| Document Type: 4 |
| Period of Report: 4/1/24 |
| Issuer: |
| Issuer CIK: 1094831 |
| Issuer Name: BGC Group, Inc. |
| Issuer Trading Symbol: BGC |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1251144 |
| | Owner Name: MERKEL STEPHEN M |
| Reporting Owner Address: |
| | Owner Street 1: C/O BGC GROUP, INC. |
| | Owner Street 2: 499 PARK AVENUE |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10022 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Officer? Yes |
| | Officer Title: EVP and General Counsel |
| Aff 10b5 One: 0 |
| Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Class A Common Stock, par value $0.01 per share |
| | Transaction Date: |
| | | Value: 4/1/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 77,106 |
| | | Transaction Price Per Share: |
| Footnote ID: F1 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 86,724 |
| Footnote ID: F1 |
| Footnote ID: F2 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Class A Common Stock, par value $0.01 per share |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 6,258 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By various trusts |
| Footnote ID: F3 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Class A Common Stock, par value $0.01 per share |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 44,150 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By 401(k) Plan |
| Footnote ID: F4 |
| Footnotes: |
| Footnote - F1: On April 1, 2024, the BGC Group, Inc. (the "Company") granted the reporting person 77,106 restricted stock units ("RSUs") granted under the BGC Group, Inc. Long Term Incentive Plan. Each RSU represents a contingent right to receive one share of the Company's Class A common stock, par value $0.01 ("Class A Common Stock"). The RSUs shall vest ratably one-fifth (1/5th) on each of the first (1st) through fifth (5th) anniversaries of the grant date, provided that the reporting person is still substantially providing services exclusively for the Company or any of its affiliates through the applicable vesting date, and contingent upon the Company generating at least $5 million in gross revenues for the quarter in which the vesting occurs. The grant was approved by the Compensation Committee of the Board of Directors of the Company and is exempt pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended. |
| Footnote - F2: Also includes 9,618 shares of Class A Common Stock held directly by the reporting person. |
| Footnote - F3: Represents shares of Class A Common Stock held in trusts for the benefit of the reporting person's immediate family, of which the reporting person's spouse is the sole trustee of each trust. |
| Footnote - F4: Represents shares of Class A Common Stock held in the reporting person's 401(k) account as of March 1, 2024. |
| Owner Signature: |
| Signature Name: /s/ Stephen M. Merkel |
| Signature Date: 4/1/24 |
