ITG / Investment Technology Group, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Investment Technology Group, Inc.
US ˙ NYSE
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
CIK 920424
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Investment Technology Group, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
March 14, 2019 15-12B

ITG / Investment Technology Group, Inc. 15-12B

15-12B 1 a19-651011512b.htm 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-32722 Virtu ITG Holdings LLC (Exact n

March 14, 2019 EX-10.16

Form of Grant Notice (OpCo Time-Based Awards) under the Investment Technology Group, Inc. Variable Compensation Stock Unit Award Program Subplan between the Company and Canadian Operating Committee Members of the Company (2019)

EX-10.16 3 itg-20181231ex1016c1ed6.htm EX-10.16 Exhibit 10.16 INVESTMENT TECHNOLOGY GROUP, INC. 2007 OMNIBUS EQUITY COMPENSATION PLAN VARIABLE COMPENSATION STOCK UNIT AWARD PROGRAM SUBPLAN 20XX GRANT NOTICE (OpCo Time-Based Awards) Investment Technology Group, Inc. (the “Company”), pursuant to Section 6(b) of its Variable Compensation Stock Unit Award Program Subplan (the “Program”), hereby grants

March 14, 2019 EX-10.17

Form of Grant Notice (Time-Based Awards) under the Investment Technology Group, Inc. Variable Compensation Stock Unit Award Program Subplan between the Company and certain non-Canadian employees of the Company (excluding Canada) (2019)

Exhibit 10.17 INVESTMENT TECHNOLOGY GROUP, INC. 2007 OMNIBUS EQUITY COMPENSATION PLAN VARIABLE COMPENSATION STOCK UNIT AWARD PROGRAM SUBPLAN 20XX GRANT NOTICE (TIME-BASED AWARDS) Investment Technology Group, Inc. (the “Company”), pursuant to Section 6 of its Variable Compensation Stock Unit Award Program Subplan (the “Program”), hereby grants to you as a Participant under the Program, Stock Units

March 14, 2019 EX-10.6.2

Form of Investment Technology Group, Inc. Stock Unit Grant Agreement for Canadian Employees (2019).

EX-10.6.2 6 itg-20181231ex1062de353.htm EX-10.6.2 Exhibit 10.6.2 INVESTMENT TECHNOLOGY GROUP, INC. STOCK UNIT GRANT AGREEMENT FOR EMPLOYEES THIS GRANT AGREEMENT, dated as of (the “Date of Grant”), is entered into by and between Investment Technology Group, Inc. (the “Company”), a Delaware corporation, and , an employee of the Company’s direct or indirect subsidiary (the “Employee”). WHEREAS, the E

March 14, 2019 10-K

ITG / Investment Technology Group, Inc. 10-K (Annual Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10‑K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001‑32722

March 14, 2019 EX-10.18

Form of Grant Notice (Time-Based Awards) under the Investment Technology Group, Inc. Variable Compensation Stock Unit Award Program Subplan between the Company and certain Canadian employees of the Company (2019)

EX-10.18 5 itg-20181231ex10182dc8e.htm EX-10.18 Exhibit 10.18 INVESTMENT TECHNOLOGY GROUP, INC. 2007 OMNIBUS EQUITY COMPENSATION PLAN VARIABLE COMPENSATION STOCK UNIT AWARD PROGRAM SUBPLAN 20XX GRANT NOTICE (TIME-BASED AWARDS) Investment Technology Group, Inc. (the “Company”), pursuant to Section 6(b) of its Variable Compensation Stock Unit Award Program Subplan (the “Program”), hereby grants to y

March 14, 2019 EX-10.15

Form of Grant Notice (OpCo Time-Based Awards) under the Investment Technology Group, Inc. Variable Compensation Stock Unit Award Program Subplan between the Company and non-Canadian Operating Committee Members of the Company (2019)

EX-10.15 2 itg-20181231ex1015e2a59.htm EX-10.15 Exhibit 10.15 INVESTMENT TECHNOLOGY GROUP, INC. 2007 OMNIBUS EQUITY COMPENSATION PLAN VARIABLE COMPENSATION STOCK UNIT AWARD PROGRAM SUBPLAN 20XX GRANT NOTICE (OpCo Time-Based Awards) Investment Technology Group, Inc. (the “Company”), pursuant to Section 6 of its Variable Compensation Stock Unit Award Program Subplan (the “Program”), hereby grants to

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 2

As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No.

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 2

S-8 POS 1 eh1900333s8pos2-087.htm AMENDMENT NO. 2 As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No. 333-227521 Registration Statement No. 333-219917 Registration Statement No. 333-209160 Registration Statement No. 333-207126 Registration Statement No. 333-189268 Registration Statement No. 333-189267 Registration Statement No. 333-175017 Registration S

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 3

As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No.

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 2

As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No.

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 1

S-8 POS 1 eh1900331s8pos-309.htm AMENDMENT NO. 1 As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No. 333-227521 Registration Statement No. 333-219917 Registration Statement No. 333-209160 Registration Statement No. 333-207126 Registration Statement No. 333-189268 Registration Statement No. 333-189267 Registration Statement No. 333-175017 Registration St

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 1

S-8 POS 1 eh1900330s8pos-804.htm AMENDMENT NO. 1 As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No. 333-227521 Registration Statement No. 333-219917 Registration Statement No. 333-209160 Registration Statement No. 333-207126 Registration Statement No. 333-189268 Registration Statement No. 333-189267 Registration Statement No. 333-175017 Registration St

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 1

As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No.

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 1

As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No.

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 1

As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No.

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 1

As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No.

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 1

As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No.

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 1

As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No.

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 1

As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No.

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 1

As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No.

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 1

As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No.

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 1

As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No.

March 1, 2019 S-8 POS

ITG / Investment Technology Group, Inc. AMENDMENT NO. 1

As filed with the Securities and Exchange Commission on March 1, 2019 Registration Statement No.

March 1, 2019 EX-99.1

Virtu Financial, Inc. Completes Acquisition of ITG to Create Premier Agency and Broker Neutral Franchise

EXHIBIT 99.1 Virtu Financial, Inc. Completes Acquisition of ITG to Create Premier Agency and Broker Neutral Franchise NEW YORK, March 1, 2019 - Virtu Financial, Inc. (NASDAQ:VIRT) today announced the completion of its acquisition of Investment Technology Group, Inc. (NYSE:ITG) in a cash transaction valued at $30.30 per ITG share, or a total of approximately $1.0 billion. “Over the past four months

March 1, 2019 EX-3.1

Amended and Restated Certificate of Incorporation of Investment Technology Group, Inc.

EX-3.1 2 eh1900318ex0301.htm EXHIBIT 3.1 EXHIBIT 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF INVESTMENT TECHNOLOGY GROUP, INC. 1. Name. The name of the corporation is Investment Technology Group, Inc. (the “Corporation”). 2. Address; Registered Office and Agent. The address of the Corporation’s registered office is 1209 Orange Street, City of Wilmington, County of New Castle, State of

March 1, 2019 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 1, 2019 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (Co

March 1, 2019 EX-3.2

Amended and Restated By-laws of Investment Technology Group, Inc.

EXHIBIT 3.2 BY-LAWS OF INVESTMENT TECHNOLOGY GROUP, INC. (A Delaware Corporation) ARTICLE 1 DEFINITIONS As used in these By-laws, unless the context otherwise requires, the term: 1.1 “Assistant Secretary” means an Assistant Secretary of the Corporation. 1.2 “Assistant Treasurer” means an Assistant Treasurer of the Corporation. 1.3 “Board” means the Board of Directors of the Corporation. 1.4 “By-la

March 1, 2019 EX-99.25

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on March 12, 2019, pursuant to the provisions of Rule 12d2-2 (a).

March 1, 2019 NT 10-K

ITG / Investment Technology Group, Inc. NT 10-K

NT 10-K 1 a19-56911nt10k.htm NT 10-K OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response . . . . . . 2.50 SEC FILE NUMBER 001-32722 CUSIP NUMBER 46145F105 (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form

March 1, 2019 EX-99.1

February 28, 2019

Exhibit 99.1 February 28, 2019 To the Stockholders and Board of Directors Investment Technology Group, Inc.: Ladies and Gentlemen: Pursuant to Rule 12b-25 of the General Rules and Regulations under the Securities Exchange Act of 1934, we inform you that we have been furnished a copy of Form 12b-25, to be filed by Investment Technology Group, Inc. (the “Company”) on or about February 28, 2019, whic

January 30, 2019 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 a19-366618k.htm 8-K x UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 25, 2019 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jur

January 30, 2019 EX-10.1

First Amendment to the Credit Agreement, dated January 25, 2019, by and among ITG Inc., Investment Technology Group, Inc., the several banks and other financial institutions or entities from time to time parties thereto as lenders, Bank of America, N.A. and Bank of Montreal, as syndication agents, and JPMorgan Chase Bank, N.A. as administrative agent.

Exhibit 10.1 FIRST AMENDMENT FIRST AMENDMENT, dated as of January 25, 2019 (this “Amendment”), to the Credit Agreement, dated as of January 26, 2018 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”) among ITG INC. (the “Borrower”), INVESTMENT TECHNOLOGY GROUP, INC., (the “Guarantor”), the several banks and other financial institutions or entities from time

January 24, 2019 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 a19-339418k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 24, 2019 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Juris

January 14, 2019 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 14, 2019 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

January 10, 2019 SC 13G/A

ITG / Investment Technology Group, Inc. / VANGUARD GROUP INC Passive Investment

investmenttechnologygroupinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8 )* Name of issuer: Investment Technology Group Inc Title of Class of Securities: Common Stock CUSIP Number: 46145F105 Date of Event Which Requires Filing of this Statement: December 31, 2018 C

January 10, 2019 SC 13G/A

IVR / Invesco Mortgage Capital Inc. / VANGUARD GROUP INC Passive Investment

invescomortgagecapitalinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5 )* Name of issuer: Invesco Mortgage Capital Inc Title of Class of Securities: REIT CUSIP Number: 46131B100 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appro

December 19, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 a18-4182418k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 13, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jur

December 14, 2018 DEFM14A

ITG / Investment Technology Group, Inc. DEFM14A

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 30, 2018 PREM14A

ITG / Investment Technology Group, Inc. PREM14A

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 9, 2018 10-Q

ITG / Investment Technology Group, Inc. 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal period ended September 30, 2018 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-32

November 8, 2018 EX-99.1

ITG Releases October 2018 U.S. Trading Volumes and Provides International Trading Commission Update

Exhibit 99.1 ITG Releases October 2018 U.S. Trading Volumes and Provides International Trading Commission Update NEW YORK, November 8, 2018 — ITG (NYSE: ITG), a leading agency broker and financial technology provider, today announced that October 2018 U.S. trading volume was 3.7 billion shares and average daily volume (ADV) was 160 million shares, compared to 2.7 billion shares and ADV of 144 mill

November 8, 2018 EX-10.1

First Amendment to Employment Agreement, dated as of November 6, 2018, between Investment Technology Group, Inc. and Francis J. Troise (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on November 8, 2018).

Exhibit 10.1 EXECUTION VERSION FIRST AMENDMENT TO EMPLOYMENT AGREEMENT This First Amendment (this “Amendment”) is entered into as of November 6, 2018 between Investment Technology Group, Inc., a Delaware corporation (the “Company”), and Francis J. Troise (the “Executive”) for the purpose of amending that certain Employment Agreement between the Company and the Executive, dated as of October 16, 20

November 8, 2018 EX-2.1

Agreement and Plan of Merger, dated as of November 6, 2018, by and among Virtu Financial, Inc., Impala Merger Sub, Inc. and Investment Technology Group, Inc. (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed on November 8, 2018).

EX-2.1 2 a18-398091ex2d1.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among VIRTU FINANCIAL, INC. IMPALA MERGER SUB, INC. and INVESTMENT TECHNOLOGY GROUP, INC. Dated as of November 6, 2018 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Other Capitalized Terms 10 Section 1.3 Other Definitions 12 Section 1.4 Absence of Presumption

November 8, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 6, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

November 8, 2018 EX-2.1

Agreement and Plan of Merger, dated November 6, 2018, by and among Virtu Financial, Inc., Impala Merger Sub, Inc. and Investment Technology Group, Inc.

EX-2.1 2 a18-398091ex2d1.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among VIRTU FINANCIAL, INC. IMPALA MERGER SUB, INC. and INVESTMENT TECHNOLOGY GROUP, INC. Dated as of November 6, 2018 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Other Capitalized Terms 10 Section 1.3 Other Definitions 12 Section 1.4 Absence of Presumption

November 8, 2018 DEFA14A

ITG / Investment Technology Group, Inc. 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 6, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

November 8, 2018 EX-10.1

First Amendment to Employment Agreement, dated as of November 6, 2018, between Investment Technology Group, Inc. and Francis J. Troise.

Exhibit 10.1 EXECUTION VERSION FIRST AMENDMENT TO EMPLOYMENT AGREEMENT This First Amendment (this “Amendment”) is entered into as of November 6, 2018 between Investment Technology Group, Inc., a Delaware corporation (the “Company”), and Francis J. Troise (the “Executive”) for the purpose of amending that certain Employment Agreement between the Company and the Executive, dated as of October 16, 20

November 8, 2018 EX-99.1

Press release issued by Investment Technology Group, Inc. on November 8, 2018.

EX-99.1 4 a18-398091ex99d1.htm EX-99.1 Exhibit 99.1 ITG Releases October 2018 U.S. Trading Volumes and Provides International Trading Commission Update NEW YORK, November 8, 2018 — ITG (NYSE: ITG), a leading agency broker and financial technology provider, today announced that October 2018 U.S. trading volume was 3.7 billion shares and average daily volume (ADV) was 160 million shares, compared to

November 7, 2018 8-K

Other Events

8-K 1 a18-3925418k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 7, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Juri

November 7, 2018 EX-99.1

ITG Agrees to be Acquired by Virtu Financial, Inc. for $30.30 per Share Also Reports Third Quarter 2018 Results International Market Share Gains Drive Improved Profitability Versus 3Q17

Exhibit 99.1 ITG Agrees to be Acquired by Virtu Financial, Inc. for $30.30 per Share Also Reports Third Quarter 2018 Results International Market Share Gains Drive Improved Profitability Versus 3Q17 NEW YORK, November 7, 2018 – ITG (NYSE: ITG), a leading agency broker and financial technology provider, today announced that it has reached a definitive agreement for Virtu Financial, Inc. (NASDAQ: VI

November 7, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 6, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

November 7, 2018 DEFA14A

ITG / Investment Technology Group, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 6, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

October 9, 2018 8-K

Financial Statements and Exhibits, Other Events

8-K 1 a18-3644218k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 8, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Juris

October 9, 2018 EX-99.1

ITG Releases September 2018 U.S. Trading Volumes and Provides International Trading Commission Update

Exhibit 99.1 ITG Releases September 2018 U.S. Trading Volumes and Provides International Trading Commission Update NEW YORK, October 8, 2018 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that September 2018 U.S. trading volume was 2.7 billion shares and average daily volume (ADV) was 144 million shares, compared to 2.6 billion shares and ADV of

September 25, 2018 S-8

ITG / Investment Technology Group, Inc. S-8

As filed with the Securities and Exchange Commission on September 25, 2018 Registration No.

September 11, 2018 EX-99.1

ITG Releases August 2018 U.S. Trading Volumes and Provides International Trading Commission Update

Exhibit 99.1 ITG Releases August 2018 U.S. Trading Volumes and Provides International Trading Commission Update NEW YORK, September 11, 2018 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that August 2018 U.S. trading volume was 2.6 billion shares and average daily volume (ADV) was 114 million shares, compared to 2.7 billion shares and ADV of 127

September 11, 2018 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 11, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation

August 8, 2018 EX-99.1

ITG Releases July 2018 U.S. Trading Volumes and Provides International Trading Commission Update

Exhibit 99.1 ITG Releases July 2018 U.S. Trading Volumes and Provides International Trading Commission Update NEW YORK, August 8, 2018 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that July 2018 U.S. trading volume was 2.7 billion shares and average daily volume (ADV) was 127 million shares, compared to 3.3 billion shares and ADV of 157 million

August 8, 2018 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 8, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction (Commission (IRS Emp

August 8, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 8, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (C

August 8, 2018 EX-99.1

ITG Reports Second Quarter 2018 Results Announces Charge for Potential SEC Settlement Regarding U.S. POSIT Operational Features and Data Access

Exhibit 99.1 ITG Reports Second Quarter 2018 Results Announces Charge for Potential SEC Settlement Regarding U.S. POSIT Operational Features and Data Access NEW YORK, August 8, 2018 – ITG (NYSE: ITG), a leading independent agency broker and financial technology provider, today reported results for the quarter ended June 30, 2018. Second Quarter 2018 Highlights - GAAP net loss of $3.0 million, or $

August 8, 2018 EX-10.1

Amended and Restated Investment Technology Group, Inc. Employee Stock Purchase Plan (2018) (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q for the quarter ended June 30, 2018).

Exhibit 10.1 INVESTMENT TECHNOLOGY GROUP, INC. AMENDED AND RESTATED EMPLOYEE STOCK PURCHASE PLAN Amended and Restated Effective June 7, 2018 1. Purpose. The purpose of this Amended and Restated Employee Stock Purchase Plan (the “Plan”) of Investment Technology Group, Inc. (the “Company”) is to encourage stock ownership by Employees (as defined below) of the Company and its Subsidiaries (as defined

August 8, 2018 10-Q

ITG / Investment Technology Group, Inc. 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal period ended June 30, 2018 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-32722 I

July 10, 2018 EX-99.1

ITG Releases June 2018 U.S. Trading Volumes and Provides International Trading Commission Update

EX-99.1 2 a18-170511ex99d1.htm EX-99.1 Exhibit 99.1 ITG Releases June 2018 U.S. Trading Volumes and Provides International Trading Commission Update NEW YORK, July 10, 2018 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that June 2018 U.S. trading volume was 3.3 billion shares and average daily volume (ADV) was 157 million shares, compared to 2.7

July 10, 2018 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 10, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction (Commission (IRS Empl

June 8, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 7, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (Com

June 8, 2018 EX-99.1

ITG Releases May 2018 U.S. Trading Volumes and Provides International Trading Commission Update

Exhibit 99.1 ITG Releases May 2018 U.S. Trading Volumes and Provides International Trading Commission Update NEW YORK, June 8, 2018 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that May 2018 U.S. trading volume was 2.7 billion shares and average daily volume (ADV) was 124 million shares, compared to 2.5 billion shares and ADV of 117 million sha

May 8, 2018 EX-99.1

ITG Releases April 2018 U.S. Trading Volumes and Provides International Trading Commission Update

Exhibit 99.1 ITG Releases April 2018 U.S. Trading Volumes and Provides International Trading Commission Update NEW YORK, May 8, 2018 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that April 2018 U.S. trading volume was 2.5 billion shares and average daily volume (ADV) was 117 million shares, compared to 2.9 billion shares and ADV of 136 million

May 8, 2018 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 8, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (Comm

May 2, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 2, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (Comm

May 2, 2018 EX-99.1

ITG Reports First Quarter 2018 Results Europe and Asia Pacific Operations Set New Revenue and Profitability Records

Exhibit 99.1 ITG Reports First Quarter 2018 Results Europe and Asia Pacific Operations Set New Revenue and Profitability Records NEW YORK, May 2, 2018 – ITG (NYSE: ITG), a leading independent agency broker and financial technology provider, today reported results for the quarter ended March 31, 2018. First Quarter 2018 Highlights - GAAP net income of $4.4 million, or $0.13 per diluted share, and a

May 2, 2018 10-Q

ITG / Investment Technology Group, Inc. 10-Q (Quarterly Report)

10-Q 1 itg-20180331x10q.htm 10-Q Table of Contents www.goo UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal period ended March 31, 2018 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period

May 2, 2018 EX-10.1

Separation Agreement dated as of March 23, 2018 between James P. Selway III and Investment Technology Group, Inc.

Exhibit 10.1 March 1, 2018 James P. Selway III *** Dear Jamie, As you know, your employment with ITG Inc. (“ITG” or the “Company”) will terminate effective March 9, 2018 (the “Separation Date”) by mutual agreement. You will receive: (i) a final paycheck, which will include a payment for all unpaid wages you have earned through the Separation Date, less any applicable deductions and withholdings; a

May 2, 2018 EX-10.2

Offer letter dated as of June 20, 2016 between Brian Pomraning and Investment Technology Group, Inc.

Exhibit 10.2 June 14, 2016 Brian Pomraning *** Dear Brian, We are delighted to offer you the position of Managing Director, Head of Strategy and Planning at ITG Inc. (“ITG” or the “Company”), in accordance with the terms stated herein. You will report to Steven Vigliotti in the New York office located at One Liberty Plaza, 165 Broadway, New York, NY 10006. All compensation described herein is subj

April 24, 2018 DEFA14A

ITG / Investment Technology Group, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

April 24, 2018 DEF 14A

ITG / Investment Technology Group, Inc. DEF 14A

Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 9, 2018 8-K

ITG / Investment Technology Group, Inc. 8-K (Current Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 9, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (Co

April 9, 2018 EX-99.1

ITG Releases March 2018 U.S. Trading Volumes and Provides International Trading Commission Update

EX-99.1 2 a18-97531ex99d1.htm EX-99.1 Exhibit 99.1 ITG Releases March 2018 U.S. Trading Volumes and Provides International Trading Commission Update NEW YORK, April 9, 2018 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that March 2018 U.S. trading volume was 2.9 billion shares and average daily volume (ADV) was 136 million shares, compared to 2.

March 29, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 23, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction (Commission (IRS Emp

March 8, 2018 EX-99.1

ITG Releases February 2018 U.S. Trading Volumes and Provides International Trading Commission Update

Exhibit 99.1 ITG Releases February 2018 U.S. Trading Volumes and Provides International Trading Commission Update NEW YORK, March 8, 2018 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that February 2018 U.S. trading volume was 2.7 billion shares and average daily volume (ADV) was 144 million shares, compared to 2.8 billion shares and ADV of 132

March 8, 2018 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 8, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (Co

March 6, 2018 8-K

ITG / Investment Technology Group, Inc. 8-K (Current Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 28, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

March 1, 2018 EX-10.15

Form of Grant Notice (OpCo Performance-Based Awards) under the Investment Technology Group, Inc. Variable Compensation Stock Unit Award Program Subplan between the Company and Operating Committee Members of the Company (2018).

Exhibit 10.15 United States INVESTMENT TECHNOLOGY GROUP, INC. 2007 OMNIBUS EQUITY COMPENSATION PLAN VARIABLE COMPENSATION STOCK UNIT AWARD PROGRAM SUBPLAN 20XX GRANT NOTICE (OpCo Performance-Based Awards) Investment Technology Group, Inc. (the “Company”), pursuant to Section 6 of its Variable Compensation Stock Unit Award Program Subplan (the “Program”), hereby grants to you as a Participant under

March 1, 2018 EX-10.2

Credit Agreement, dated January 26, 2018 by and among ITG Inc., Investment Technology Group, Inc., the several banks and other financial institutions or entities from time to time parties thereto as lenders, Bank of America, N.A. and Bank of Montreal, as syndication agents, and JPMorgan Chase Bank, N.A. as administrative agent.

Exhibit 10.2 $150,000,000 CREDIT AGREEMENT among ITG INC., as Borrower, INVESTMENT TECHNOLOGY GROUP, INC. as Guarantor, The Several Lenders from Time to Time Parties Hereto, BANK OF AMERICA, N.A., and BANK OF MONTREAL, as Syndication Agents, and JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of January 26, 2018 JPMORGAN CHASE BANK. N.A., BMO CAPITAL MARKETS CORP. and MERRILL LYNCH, PI

March 1, 2018 10-K

ITG / Investment Technology Group, Inc. 10-K (Annual Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10‑K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001‑32722

March 1, 2018 EX-21.1

Subsidiaries of Company.

Exhibit 21.1 SUBSIDIARIES OF THE COMPANY Name Jurisdiction of Incorporation/Organization ITG Inc. Delaware AlterNet Securities, Inc. Delaware ITG Software Solutions, Inc. Delaware ITG Global Trading Incorporated Delaware ITG Solutions Network, Inc. Delaware ITG Analytics, Inc. Delaware ITG Platforms Inc. Delaware ITG Ventures Inc. Delaware Hoenig Group Inc. Delaware ITG Foreign Exchange Inc. Delaw

February 15, 2018 EX-99.1

ITG Declares Quarterly Dividend and Increases Share Repurchase Authorization

Exhibit 99.1 ITG Declares Quarterly Dividend and Increases Share Repurchase Authorization NEW YORK, February 15, 2018 ? ITG (NYSE: ITG) today announced that its Board of Directors has declared a regular quarterly cash dividend of $0.07 per share on the company?s common stock. The dividend is payable on March 15, 2018, to stockholders of record at the close of business on February 27, 2018. The Boa

February 15, 2018 8-K

ITG / Investment Technology Group, Inc. 8-K (Current Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 15, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

February 9, 2018 SC 13G/A

ITG / Investment Technology Group, Inc. / VANGUARD GROUP INC - 3G/A (Passive Investment)

investmenttechnologygroupinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7 )* Name of issuer: Investment Technology Group Inc Title of Class of Securities: Common Stock CUSIP Number: 46145F105 Date of Event Which Requires Filing of this Statement: December 31, 2017 C

February 8, 2018 EX-99.1

ITG Releases January 2018 U.S. Trading Volumes and Provides International Trading Commission Update Strong International Growth Includes New Global POSIT Alert Record

Exhibit 99.1 ITG Releases January 2018 U.S. Trading Volumes and Provides International Trading Commission Update Strong International Growth Includes New Global POSIT Alert Record NEW YORK, February 8, 2018 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that January 2018 U.S. trading volume was 2.8 billion shares and average daily volume (ADV) wa

February 8, 2018 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 8, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

February 7, 2018 SC 13G/A

ITG / Investment Technology Group, Inc. / FRONTIER CAPITAL MANAGEMENT CO LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2) INVESTMENT TECHNOLOGY GROUP INC. (Name of Issuer) COMMON STOCKS (Title of Class of Securities) 46145F105 (CUSIP Number) DECEMBER 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

January 30, 2018 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition

itgCurrentFolio8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 26, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction

January 30, 2018 EX-99.1

ITG Reports Fourth Quarter 2017 Results Results Driven by Strong International Profitability, including Record Asia Pacific Performance

itgEx991 Exhibit 99.1 ITG Reports Fourth Quarter 2017 Results Results Driven by Strong International Profitability, including Record Asia Pacific Performance NEW YORK, January 30, 2018 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today reported results for the quarter ended December 31, 2017. Fourth Quarter 2017 Highlights - GAAP net loss of $2.4 million, or $

January 9, 2018 8-K

ITG / Investment Technology Group, Inc. 8-K (Current Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 9, 2018 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (

January 9, 2018 EX-99.1

ITG Releases December 2017 U.S. Trading Volumes and Provides International Trading Commission Update

EX-99.1 2 a18-25131ex99d1.htm EX-99.1 Exhibit 99.1 ITG Releases December 2017 U.S. Trading Volumes and Provides International Trading Commission Update NEW YORK, January 9, 2018 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that December 2017 U.S. trading volume was 2.7 billion shares and average daily volume (ADV) was 133 million shares, compar

December 8, 2017 EX-99.1

ITG Releases November 2017 U.S. Trading Volumes and Provides International Trading Commission Update Strong International Growth Includes New Asia Pacific Record

Exhibit 99.1 ITG Releases November 2017 U.S. Trading Volumes and Provides International Trading Commission Update Strong International Growth Includes New Asia Pacific Record NEW YORK, December 8, 2017 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that November 2017 U.S. trading volume was 2.9 billion shares and average daily volume (ADV) was 13

December 8, 2017 8-K

ITG / Investment Technology Group, Inc. 8-K (Current Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 8, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

November 14, 2017 8-K

ITG / Investment Technology Group, Inc. 8-K (Current Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 14, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

November 13, 2017 SC 13G/A

ITG / Investment Technology Group, Inc. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G (Passive Investment)

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Investment Technology Group, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 46145F105 (CUSIP Number) October 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appro

November 8, 2017 EX-99.1

ITG Releases October 2017 U.S. Trading Volume

Exhibit 99.1 ITG Releases October 2017 U.S. Trading Volume NEW YORK, November 8, 2017 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that October 2017 U.S. trading volume was 2.8 billion shares and average daily volume (ADV) was 126 million shares, compared to 2.6 billion shares and ADV of 130 million shares in September 2017 and 2.6 billion shar

November 8, 2017 8-K

Financial Statements and Exhibits, Other Events

8-K 1 a17-2623818k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 8, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Juri

November 7, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents www.goo UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal period ended September 30, 2017 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Numbe

November 1, 2017 EX-99.1

ITG Reports Third Quarter 2017 Results Strong International Results Including Record Asia Pacific Revenues and Earnings Offset Weak U.S. Market

itgEx991 Exhibit 99.1 ITG Reports Third Quarter 2017 Results Strong International Results Including Record Asia Pacific Revenues and Earnings Offset Weak U.S. Market NEW YORK, November 1, 2017 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today reported results for the quarter ended September 30, 2017. Third Quarter 2017 Highlights - GAAP net loss of $47.0 mill

November 1, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 f8-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 1, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction

October 10, 2017 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 9, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction (Commission (IRS Em

October 10, 2017 EX-99.1

ITG Releases September 2017 U.S. Trading Volume

Exhibit 99.1 ITG Releases September 2017 U.S. Trading Volume NEW YORK, October 9, 2017 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that September 2017 U.S. trading volume was 2.6 billion shares and average daily volume (ADV) was 130 million shares, compared to 2.7 billion shares and ADV of 117 million shares in August 2017 and 2.7 billion shar

September 22, 2017 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 21, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation

September 22, 2017 EX-99.1

ITG Announces Partnership to Form Matrix Holding Group Partnership Delivers New Solutions for Derivatives Traders

Exhibit 99.1 ITG Announces Partnership to Form Matrix Holding Group Partnership Delivers New Solutions for Derivatives Traders NEW YORK/CHICAGO, September 21, 2017 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that it has signed a definitive agreement with Option Technology Solutions LLC (OpTech) to form Matrix Holding Group, a newly established

September 11, 2017 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 11, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation

September 11, 2017 EX-99.1

ITG Releases August 2017 U.S. Trading Volume

Exhibit 99.1 ITG Releases August 2017 U.S. Trading Volume NEW YORK, September 11, 2017 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that August 2017 U.S. trading volume was 2.7 billion shares and average daily volume (ADV) was 117 million shares, compared to 2.6 billion shares and ADV of 129 million shares in July 2017 and 2.5 billion shares an

August 11, 2017 S-8

Investment Technology Group S-8

As filed with the Securities and Exchange Commission on August 11, 2017 Registration No.

August 8, 2017 EX-99.1

ITG Releases July 2017 U.S. Trading Volume

Exhibit 99.1 ITG Releases July 2017 U.S. Trading Volume NEW YORK, August 8, 2017 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that July 2017 U.S. trading volume was 2.6 billion shares and average daily volume (ADV) was 129 million shares, compared to 3.6 billion shares and ADV of 166 million shares in June 2017 and 2.2 billion shares and ADV of

August 8, 2017 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 8, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (C

August 7, 2017 EX-10.1

Investment Technology Group, Inc. Amended and Restated 2007 Omnibus Equity Compensation Plan (2017) (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q for the quarter ended June 30, 2017).

Exhibit 10.1 INVESTMENT TECHNOLOGY GROUP, INC. 2007 OMNIBUS EQUITY COMPENSATION PLAN Amended and Restated Effective June 8, 2017 1. Purpose The purpose of the Investment Technology Group, Inc. 2007 Omnibus Equity Compensation Plan (the ?Plan?) is to provide (i) designated employees of Investment Technology Group, Inc. (the ?Company?) and its subsidiaries, and (ii) non-employee members of the board

August 7, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents www.goo UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal period ended June 30, 2017 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001

August 2, 2017 EX-99.1

ITG Reports Second Quarter 2017 Results Global Block Crossing Momentum Continues in POSIT Alert

EX-99.1 2 ex-99d1.htm EX-99.1 Exhibit 99.1 ITG Reports Second Quarter 2017 Results Global Block Crossing Momentum Continues in POSIT Alert NEW YORK, August 2, 2017 – ITG (NYSE: ITG), a leading independent broker and financial technology provider, today reported results for the quarter ended June 30, 2017. Second Quarter 2017 Highlights - GAAP net income of $4.6 million, or $0.14 per diluted share.

August 2, 2017 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

itgCurrentFolio8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 2, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of

July 11, 2017 EX-99.1

ITG Releases June 2017 U.S. Trading Volume

Exhibit 99.1 ITG Releases June 2017 U.S. Trading Volume NEW YORK, July 11, 2017 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that June 2017 U.S. trading volume was 3.6 billion shares and average daily volume (ADV) was 166 million shares, compared to 3.2 billion shares and ADV of 148 million shares in May 2017 and 3.1 billion shares and ADV of 1

July 11, 2017 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 11, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (Co

June 13, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

8-K 1 a17-1514318k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 8, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdic

June 7, 2017 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 7, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (Com

June 7, 2017 EX-99.1

ITG Releases May 2017 U.S. Trading Volume

Exhibit 99.1 ITG Releases May 2017 U.S. Trading Volume NEW YORK, June 7, 2017 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that May 2017 U.S. trading volume was 3.2 billion shares and average daily volume (ADV) was 148 million shares, compared to 2.4 billion shares and ADV of 127 million shares in April 2017 and 2.6 billion shares and ADV of 12

May 8, 2017 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 8, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (Comm

May 8, 2017 EX-99.1

ITG Releases April 2017 U.S. Trading Volume

Exhibit 99.1 ITG Releases April 2017 U.S. Trading Volume NEW YORK, May 8, 2017 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that April 2017 U.S. trading volume was 2.4 billion shares and average daily volume (ADV) was 127 million shares, compared to 3.7 billion shares and ADV of 159 million shares in March 2017 and 2.7 billion shares and ADV of

May 8, 2017 10-Q

Investment Technology Group 10-Q (Quarterly Report)

10-Q 1 itg-20170331x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal period ended March 31, 2017 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to

May 8, 2017 EX-10.1

Form of Change in Control Agreement (2017) (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q for the quarter ended March 31, 2017).

Exhibit 10.1 CHANGE IN CONTROL AGREEMENT Agreement, made this [] day of [], 20, by and between [INSERT EMPLOYING ENTITY], a [specify: state/country] corporation (the “Company”), and [] (the “Executive”). WHEREAS, the Company is [a direct] [an indirect] wholly-owned subsidiary of Investment Technology Group, Inc., a Delaware corporation (the “Parent Company”); and WHEREAS, the Executive is a key em

May 3, 2017 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

itgCurrentFolio8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 3, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of In

May 3, 2017 EX-99.1

ITG Reports First Quarter 2017 Results Earnings Boosted by Record Profitability in EMEA and Asia Pacific

itgEx991 Exhibit 99.1 ITG Reports First Quarter 2017 Results Earnings Boosted by Record Profitability in EMEA and Asia Pacific NEW YORK, May 3, 2017 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today reported results for the quarter ended March 31, 2017. First Quarter 2017 Highlights - GAAP net income of $5.3 million, or $0.16 per diluted share compared to a G

April 25, 2017 DEFA14A

Investment Technology Group DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

April 25, 2017 DEF 14A

Investment Technology Group DEF 14A

Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 10, 2017 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 10, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (C

April 10, 2017 EX-99.1

ITG Releases March 2017 U.S. Trading Volume

Exhibit 99.1 ITG Releases March 2017 U.S. Trading Volume NEW YORK, April 10, 2017 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that March 2017 U.S. trading volume was 3.7 billion shares and average daily volume (ADV) was 159 million shares, compared to 2.9 billion shares and ADV of 154 million shares in February 2017 and 3.5 billion shares and

March 8, 2017 EX-99.1

ITG Releases February 2017 U.S. Trading Volume

Exhibit 99.1 ITG Releases February 2017 U.S. Trading Volume NEW YORK, March 8, 2017 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that February 2017 U.S. trading volume was 2.9 billion shares and average daily volume (ADV) was 154 million shares, compared to 2.8 billion shares and ADV of 139 million shares in January 2017 and 3.4 billion shares

March 8, 2017 8-K

Financial Statements and Exhibits, Other Events

8-K 1 a17-789218k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 8, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdic

March 1, 2017 10-K

Investment Technology Group 10-K (Annual Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10‑K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001‑32722

March 1, 2017 EX-10.19.3

Amended and Restated Investment Technology Group, Inc. Directors’ Equity Subplan (2017) (incorporated by reference to Exhibit 10.19.3 to the Annual Report on Form 10-K for the year ended December 31, 2016).

EX-10.19.3 5 itg-20161231ex101938d71.htm EX-10.19.3 Exhibit 10.19.3 AMENDED AND RESTATED INVESTMENT TECHNOLOGY GROUP, INC. DIRECTORS’ EQUITY SUBPLAN 1. Introduction. The Investment Technology Group, Inc. Directors’ Equity Subplan (the “Subplan”) was originally implemented by Investment Technology Group, Inc. (the “Company”) under the Investment Technology Group, Inc. Amended and Restated 1994 Stoc

March 1, 2017 EX-10.15

Form of Grant Notice (Time-Based Awards) under the Investment Technology Group, Inc. Variable Compensation Stock Unit Award Program Subplan between the Company and certain employees of the Company (2017) (incorporated by reference to Exhibit 10.15 to the Annual Report on Form 10‑K for the year ended December 31, 2016).

Exhibit 10.15 United States INVESTMENT TECHNOLOGY GROUP, INC. 2007 OMNIBUS EQUITY COMPENSATION PLAN VARIABLE COMPENSATION STOCK UNIT AWARD PROGRAM SUBPLAN 20XX GRANT NOTICE (TIME-BASED AWARDS) Investment Technology Group, Inc. (the “Company”), pursuant to Section 6 of its Variable Compensation Stock Unit Award Program Subplan (the “Program”), hereby grants to you as a Participant under the Program

March 1, 2017 EX-10.2

Credit Agreement, dated January 27, 2017 by and among ITG Inc., Investment Technology Group, Inc., the several banks and other financial institutions or entities from time to time parties thereto as lenders, Bank of America, N.A. and Bank of Montreal, as syndication agents, and JPMorgan Chase Bank, N.A. as administrative agent (incorporated by reference to Exhibit 10.2 to the Annual Report on Form 10-K for the year ended December 31, 2016).

Exhibit 10.2 $150,000,000 CREDIT AGREEMENT among ITG INC., as Borrower, INVESTMENT TECHNOLOGY GROUP, INC. as Guarantor, The Several Lenders from Time to Time Parties Hereto, BANK OF AMERICA, N.A., and BANK OF MONTREAL, as Syndication Agents, and JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of January 27, 2017 JPMORGAN CHASE BANK. N.A., BMO CAPITAL MARKETS CORP. and MERRILL LYNCH, PI

March 1, 2017 EX-10.13

Form of Grant Notice (ExCo Performance-Based Awards) under the Investment Technology Group, Inc. Variable Compensation Stock Unit Award Program Subplan between the Company and Executive Committee Members of the Company (2017) (incorporated by reference to Exhibit 10.13 to the Annual Report on Form 10‑K for the year ended December 31, 2016).

Exhibit 10.13 United States INVESTMENT TECHNOLOGY GROUP, INC. 2007 OMNIBUS EQUITY COMPENSATION PLAN VARIABLE COMPENSATION STOCK UNIT AWARD PROGRAM SUBPLAN 20XX GRANT NOTICE (ExCo Performance-Based Awards) Investment Technology Group, Inc. (the “Company”), pursuant to Section 6 of its Variable Compensation Stock Unit Award Program Subplan (the “Program”), hereby grants to you as a Participant under

March 1, 2017 EX-10.14

Form of Grant Notice (ExCo Time-Based Awards) under the Investment Technology Group, Inc. Variable Compensation Stock Unit Award Program Subplan between the Company and Executive Committee Members of the Company (2017) (incorporated by reference to Exhibit 10.14 to the Annual Report on Form 10‑K for the year ended December 31, 2016).

Exhibit 10.14 United States INVESTMENT TECHNOLOGY GROUP, INC. 2007 OMNIBUS EQUITY COMPENSATION PLAN VARIABLE COMPENSATION STOCK UNIT AWARD PROGRAM SUBPLAN 20XX GRANT NOTICE (ExCo Time-Based Awards) Investment Technology Group, Inc. (the “Company”), pursuant to Section 6 of its Variable Compensation Stock Unit Award Program Subplan (the “Program”), hereby grants to you as a Participant under the Pr

March 1, 2017 EX-21.1

SUBSIDIARIES OF THE COMPANY

EX-21.1 9 itg-20161231ex211d5359c.htm EX-21.1 Exhibit 21.1 SUBSIDIARIES OF THE COMPANY Name Jurisdiction of Incorporation/Organization ITG Inc. Delaware AlterNet Securities, Inc. Delaware ITG Software Solutions, Inc. Delaware ITG Global Trading Incorporated Delaware ITG Solutions Network, Inc. Delaware ITG Analytics, Inc. Delaware ITG Platforms Inc. Delaware ITG Derivatives LLC Illinois Investment

March 1, 2017 EX-10.21.1

Form of Investment Technology Group, Inc. Stock Unit Grant Agreement (Annual Stock Units) for Non‑Employee Directors (2017) (incorporated by reference to Exhibit 10.21.1 to the Annual Report on Form 10-K for the year ended December 31, 2016).

Exhibit 10.21.1 INVESTMENT TECHNOLOGY GROUP, INC. STOCK UNIT GRANT AGREEMENT (ANNUAL STOCK UNITS) FOR NON-EMPLOYEE DIRECTORS THIS GRANT AGREEMENT, dated as of (the “Date of Grant”), is entered into by and between Investment Technology Group, Inc. (the “Company”), a Delaware corporation, and , a member of the Board of Directors of the Company (the “Director”). WHEREAS, the Director has been awarded

March 1, 2017 EX-10.20.1

Form of Investment Technology Group, Inc. Stock Unit Grant Agreement (Initial Stock Units) for Non‑Employee Directors (2017) (incorporated by reference to Exhibit 10.20.1 to the Annual Report on Form 10-K for the year ended December 31, 2016).

Exhibit 10.20.1 INVESTMENT TECHNOLOGY GROUP, INC. STOCK UNIT GRANT AGREEMENT (INITIAL STOCK UNITS) FOR NON-EMPLOYEE DIRECTORS THIS GRANT AGREEMENT, dated as of (the “Date of Grant”), is entered into by and between Investment Technology Group, Inc. (the “Company”), a Delaware corporation, and , a member of the Board of Directors of the Company (the “Director”). WHEREAS, the Director has been awarde

February 27, 2017 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 23, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

February 27, 2017 EX-3.1

Amended and Restated By‑laws of the Company (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8‑K filed on February 27, 2017).

Exhibit 3.1 AMENDED AND RESTATED BY-LAWS OF INVESTMENT TECHNOLOGY GROUP, INC. (a Delaware corporation) ARTICLE I Offices and Fiscal Year SECTION 1.01. Registered Office. The registered office of the corporation in the State of Delaware shall be located at the location provided in the certificate of incorporation. SECTION 1.02. Other Offices. The corporation may also have offices at such other plac

February 10, 2017 SC 13G/A

Investment Technology Group 3G/A (Passive Acquisition of More Than 5% of Shares)

investmenttechnologygroupinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6 )* Name of issuer: Investment Technology Group Inc Title of Class of Securities: Common Stock CUSIP Number: 46145F105 Date of Event Which Requires Filing of this Statement: December 31, 2016 C

February 10, 2017 SC 13G/A

ITG / Investment Technology Group, Inc. / FRONTIER CAPITAL MANAGEMENT CO LLC - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1) INVESTMENT TECHNOLOGY GROUP INC. (Name of Issuer) COMMON STOCKS (Title of Class of Securities) 46145F105 (CUSIP Number) DECEMBER 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu

February 9, 2017 SC 13G/A

ITG / Investment Technology Group, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Investment Technology Group, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 46145F105 (CUSIP Number) December 30, 2016 (Date of Event Which Requires Filing of this Statement) Check the appr

February 8, 2017 EX-99.1

ITG Releases January 2017 U.S. Trading Volume

Exhibit 99.1 ITG Releases January 2017 U.S. Trading Volume NEW YORK, February 8, 2017 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that January 2017 U.S. trading volume was 2.8 billion shares and average daily volume (ADV) was 139 million shares, compared to 3.1 billion shares and ADV of 150 million shares in December 2016 and 3.0 billion share

February 8, 2017 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 8, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

February 1, 2017 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition

8-K 1 itg-20170201x8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 27, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other J

February 1, 2017 EX-99.1

ITG Reports Fourth Quarter 2016 Results Profitability Driven by International Revenue Growth, U.S. Market Share Gains Continued

itg_Ex99_1 Exhibit 99.1 ITG Reports Fourth Quarter 2016 Results Profitability Driven by International Revenue Growth, U.S. Market Share Gains Continued NEW YORK, February 1, 2017 – ITG (NYSE: ITG), a leading independent broker and financial technology provider, today reported results for the quarter ended December 31, 2016. Fourth Quarter 2016 Highlights - GAAP net income of $5.7 million, or $0.17

January 26, 2017 EX-10.2

Amended and Restated Investment Technology Group, Inc. 2007 Omnibus Equity Compensation Plan Variable Compensation Stock Unit Award Program Subplan (2017) (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8‑K filed on January 26, 2017).

Exhibit 10.2 INVESTMENT TECHNOLOGY GROUP, INC. 2007 OMNIBUS EQUITY COMPENSATION PLAN VARIABLE COMPENSATION STOCK UNIT AWARD PROGRAM SUBPLAN 1. Purpose Investment Technology Group, Inc. (the ?Company?) established the Investment Technology Group, Inc. Variable Compensation Stock Unit Award Program Subplan (previously titled the Investment Technology Group, Inc. Equity Deferral Award Program Subplan

January 26, 2017 EX-10.1

Investment Technology Group, Inc. Amended and Restated 2007 Omnibus Equity Compensation Plan (2017) (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8‑K filed on January 26, 2017).

Exhibit 10.1 INVESTMENT TECHNOLOGY GROUP, INC. 2007 OMNIBUS EQUITY COMPENSATION PLAN Amended and Restated Effective January 23, 2017 1. Purpose The purpose of the Investment Technology Group, Inc. 2007 Omnibus Equity Compensation Plan (the “Plan”) is to provide (i) designated employees of Investment Technology Group, Inc. (the “Company”) and its subsidiaries, and (ii) non-employee members of the b

January 26, 2017 EX-10.3

Form of Investment Technology Group, Inc. Stock Unit Grant Agreement for Employees (2017) (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8‑K filed on January 26, 2017).

Exhibit 10.3 INVESTMENT TECHNOLOGY GROUP, INC. STOCK UNIT GRANT AGREEMENT FOR EMPLOYEES THIS GRANT AGREEMENT, dated as of (the “Date of Grant”), is entered into by and between Investment Technology Group, Inc. (the “Company”), a Delaware corporation, and , an employee of the Company’s direct or indirect subsidiary (the “Employee”). WHEREAS, the Employee has been awarded the following Grant under t

January 26, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 23, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

January 12, 2017 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 12, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

January 10, 2017 EX-99.1

ITG Releases December 2016 U.S. Trading Volume Market Share Rises to Highest Level Since July 2015

Exhibit 99.1 ITG Releases December 2016 U.S. Trading Volume Market Share Rises to Highest Level Since July 2015 NEW YORK, January 10, 2017 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that consolidated U.S. market share increased for the fifth consecutive month in December 2016 to the highest level since July 2015. Trading volume was 3.1 billio

January 10, 2017 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 10, 2017 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

December 8, 2016 EX-99.1

ITG Releases November 2016 U.S. Trading Volume Fourth Consecutive Monthly Increase in U.S. Market Share New Monthly Records for POSIT Alert in the U.S. and Europe

Exhibit 99.1 ITG Releases November 2016 U.S. Trading Volume Fourth Consecutive Monthly Increase in U.S. Market Share New Monthly Records for POSIT Alert in the U.S. and Europe NEW YORK, December 8, 2016 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that consolidated U.S. market share increased for the fourth consecutive month in November 2016 as

December 8, 2016 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 8, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

November 10, 2016 SC 13G

ITG / Investment Technology Group, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Investment Technology Group, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 46145F105 (CUSIP Number) October 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

November 9, 2016 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 9, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

November 9, 2016 EX-99.1

ITG Releases October 2016 U.S. Trading Volumes

Exhibit 99.1 ITG Releases October 2016 U.S. Trading Volumes NEW YORK, November 9, 2016 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that October 2016 U.S. trading volume was 2.6 billion shares and average daily volume (ADV) was 125 million shares. This compares to 2.7 billion shares and ADV of 128 million shares in September 2016 and 2.7 billio

November 9, 2016 10-Q

Investment Technology Group 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal period ended September 30, 2016 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-32

November 9, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

itgCurrentFolio8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 9, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction

November 9, 2016 EX-99.1

ITG Reports Third Quarter 2016 Results Announces Reserve for Inquiry into Discontinued Securities Lending Operations Asia Pacific Operations Return to Profitability

itgEx991 Exhibit 99.1 ITG Reports Third Quarter 2016 Results Announces Reserve for Inquiry into Discontinued Securities Lending Operations Asia Pacific Operations Return to Profitability NEW YORK, November 9, 2016 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today reported results for the quarter ended September 30, 2016. Third Quarter 2016 Highlights - GAAP n

November 9, 2016 EX-10.2

AMENDED AND RESTATED INVESTMENT TECHNOLOGY GROUP, INC. DIRECTORS’ EQUITY SUBPLAN

EX-10.2 3 itg-20160930ex102d764d0.htm EX-10.2 Exhibit 10.2 AMENDED AND RESTATED INVESTMENT TECHNOLOGY GROUP, INC. DIRECTORS’ EQUITY SUBPLAN 1. Introduction. The Investment Technology Group, Inc. Directors’ Equity Subplan (the “Subplan”) was originally implemented by Investment Technology Group, Inc. (the “Company”) under the Investment Technology Group, Inc. Amended and Restated 1994 Stock Option

November 9, 2016 EX-10.1

Amended and Restated Investment Technology Group, Inc. Directors’ Retainer Fee Subplan (2016) (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q for the quarter ended September 30, 2016).

Exhibit 10.1 AMENDED AND RESTATED INVESTMENT TECHNOLOGY GROUP, INC. DIRECTORS’ RETAINER FEE SUBPLAN SECTION 1. Introduction. This Amended and Restated Investment Technology Group, Inc. Directors’ Retainer Fee Subplan (the “Subplan”) was originally implemented by Investment Technology Group, Inc. (the “Company”) under the Investment Technology Group, Inc. Amended and Restated 1994 Stock Option and

October 11, 2016 EX-99.1

ITG Releases September 2016 U.S. Trading Volumes

Exhibit 99.1 ITG Releases September 2016 U.S. Trading Volumes NEW YORK, October 10, 2016 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that September 2016 U.S. trading volume was 2.7 billion shares and average daily volume (ADV) was 128 million shares. This compares to 2.5 billion shares and ADV of 107 million shares in August 2016 and 2.6 billi

October 11, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 7, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (

September 9, 2016 EX-99.1

ITG Releases August 2016 U.S. Trading Volumes

Exhibit 99.1 ITG Releases August 2016 U.S. Trading Volumes NEW YORK, September 9, 2016 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that August 2016 U.S. trading volume was 2.5 billion shares and average daily volume (ADV) was 107 million shares. This compares to 2.2 billion shares and ADV of 112 million shares in July 2016 and 2.8 billion shar

September 9, 2016 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 9, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

August 9, 2016 10-Q

Investment Technology Group 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal period ended June 30, 2016 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-32722

August 9, 2016 EX-10.1

Agreement, dated May 9, 2016, by and between Michael V. Marrale and Investment Technology Group, Inc. (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q for the quarter ended June 30, 2016).

Exhibit 10.1 AGREEMENT This Agreement (“Agreement”) is made this 9th day of May 2016, by Michael V Marrale (“Employee”, “I” or “me”, as used herein). In connection with the sale of ITG Investment Research, LLC (“ITG IR”) to Leucadia National Corporation or one of its wholly owned subsidiaries (the “Purchaser”), Investment Technology Group, Inc. (“ITG”) has agreed to compensate, subject to the cond

August 8, 2016 8-K

Financial Statements and Exhibits, Other Events

8-K 1 a16-1635718k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 8, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisd

August 8, 2016 EX-99.1

ITG Releases July 2016 U.S. Trading Volumes

Exhibit 99.1 ITG Releases July 2016 U.S. Trading Volumes NEW YORK, August 8, 2016 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that July 2016 U.S. trading volume was 2.2 billion shares and average daily volume (ADV) was 112 million shares. This compares to 3.1 billion shares and ADV of 141 million shares in June 2016 and 4.3 billion shares and

July 28, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 28, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (Co

July 28, 2016 EX-99.1

ITG Reports Second Quarter 2016 Results

Exhibit 99.1 ITG Reports Second Quarter 2016 Results NEW YORK, July 28, 2016 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today reported results for the quarter ended June 30, 2016. Second quarter 2016 highlights included: · GAAP net loss of $5.2 million, or $0.16 per diluted share compared to GAAP net loss of $10.2 million, or $0.30 per diluted share for the

July 11, 2016 EX-99.1

ITG Releases June 2016 U.S. Trading Volumes

EX-99.1 2 a16-147231ex99d1.htm EX-99.1 Exhibit 99.1 ITG Releases June 2016 U.S. Trading Volumes NEW YORK, July 11, 2016 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that June 2016 U.S. trading volume was 3.1 billion shares and average daily volume (ADV) was 141 million shares. This compares to 2.6 billion shares and ADV of 124 million shares in

July 11, 2016 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 11, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (Co

June 23, 2016 EX-10.1

Settlement Agreement and General Release, dated June 22, 2016, by and between Robert C. Gasser and Investment Technology Group, Inc. (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on June 23, 2016).

Exhibit 10.1 SETTLEMENT AGREEMENT AND GENERAL RELEASE This SETTLEMENT AGREEMENT AND GENERAL RELEASE (the ?Agreement?) is entered into as of June 22, 2016, by and between Robert C. Gasser (?Gasser?) and Investment Technology Group, Inc. (?ITG,? and together with Gasser, the ?Parties?). WHEREAS, Gasser filed a Demand for Arbitration and Statement of Claim with the American Arbitration Association ca

June 23, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 19, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other (Commission File (I.R.S. Employer

June 10, 2016 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 9, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other (Commission File (I.R.S. Employer J

June 8, 2016 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 8, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (Com

June 8, 2016 EX-99.1

ITG Releases May 2016 U.S. Trading Volumes

Exhibit 99.1 ITG Releases May 2016 U.S. Trading Volumes NEW YORK, June 8, 2016 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that May 2016 U.S. trading volume was 2.6 billion shares and average daily volume (ADV) was 124 million shares. This compares to 2.7 billion shares and ADV of 129 million shares in April 2016 and 3.6 billion shares and ADV

May 10, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 9, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (Comm

May 10, 2016 EX-99.1

ITG Agrees to Sell ITG Investment Research

Exhibit 99.1 ITG Agrees to Sell ITG Investment Research NEW YORK, May 10, 2016 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that it has signed a definitive agreement to sell ITG Investment Research to Leucadia National Corporation (NYSE: LUK), a diversified holding company. Subject to customary conditions, the transaction is expected to close a

May 9, 2016 EX-99.1

ITG Releases April 2016 U.S. Trading Volumes

Exhibit 99.1 ITG Releases April 2016 U.S. Trading Volumes NEW YORK, May 9, 2016 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that April 2016 U.S. trading volume was 2.7 billion shares and average daily volume (ADV) was 129 million shares. This compares to 3.5 billion shares and ADV of 159 million shares in March 2016 and 3.9 billion shares and

May 9, 2016 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 9, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation) (Comm

May 5, 2016 10-Q

Investment Technology Group 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal period ended March 31, 2016 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number 001-3272

May 5, 2016 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 5, 2016 (May 5, 2016) Date of Report (Date of earliest event reported) INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or other jurisdiction of incorporation or orga

May 5, 2016 EX-99.1

ITG Reports First Quarter 2016 Results Market Share Recovery Continues Across Operating Regions

Exhibit 99.1 ITG Reports First Quarter 2016 Results Market Share Recovery Continues Across Operating Regions NEW YORK, May 5, 2016 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today reported results for the quarter ended March 31, 2016. First quarter 2016 highlights included: · GAAP net loss of $2.5 million, or $0.08 per diluted share compared to GAAP net inco

April 28, 2016 SC 13D/A

ITG / Investment Technology Group, Inc. / Philadelphia Financial Management of San Francisco, LLC Activist Investment

SC 13D/A 1 efc16-345sc13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Investment Technology Group, Inc (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 46145F105 (CUSIP Number) Rachael Clarke Philadelphia Financial Management of San Francisco, LLC 450 Sa

April 25, 2016 DEFA14A

Investment Technology Group DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

April 25, 2016 DEF 14A

Investment Technology Group DEF 14A

Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 11, 2016 EX-99.1

# of Trade Days

Exhibit 99.1 ITG RELEASES MARCH 2016 U.S. TRADING VOLUMES NEW YORK, April 8, 2016 — ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that March 2016 U.S. trading volume was 3.5 billion shares and average daily volume (ADV) was 159 million shares. This compares to 3.4 billion shares and ADV of 168 million shares in February 2016 and 4.6 billion shares

April 11, 2016 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 8, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other (Commission File (I.R.S. Employer

March 8, 2016 EX-99.1

# of Trade Days

Exhibit 99.1 ITG RELEASES FEBRUARY 2016 U.S. TRADING VOLUMES NEW YORK, March 8, 2016 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that February 2016 U.S. trading volume was 3.4 billion shares and average daily volume (ADV) was 168 million shares. This compares to 3.0 billion shares and ADV of 159 million shares in January 2016 and 3.5 billion s

March 8, 2016 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 8, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other (Commission File (I.R.S. Employer

March 8, 2016 EX-99

COOPERATION AGREEMENT

EXHIBIT 3 COOPERATION AGREEMENT This Cooperation Agreement dated March 4, 2016 (the “Agreement”) is by and between Philadelphia Financial Management of San Francisco, LLC (“Philadelphia Financial”), Justin Hughes, and Voce Capital Management LLC (“Voce”) (each of Philadelphia Financial, Mr.

March 8, 2016 EX-99

COOPERATION AGREEMENT

EXHIBIT 3 COOPERATION AGREEMENT This Cooperation Agreement dated March 4, 2016 (the “Agreement”) is by and between Philadelphia Financial Management of San Francisco, LLC (“Philadelphia Financial”), Justin Hughes, and Voce Capital Management LLC (“Voce”) (each of Philadelphia Financial, Mr.

March 8, 2016 EX-99

TERMINATION OF JOINT FILING AND GROUP AGREEMENT March 4, 2016

EXHIBIT 4 TERMINATION OF JOINT FILING AND GROUP AGREEMENT March 4, 2016 Each of the undersigned is a party to that certain Joint Filing and Group Agreement, dated November 3, 2015 (the “Joint Filing and Group Agreement”).

March 8, 2016 SC 13D/A

ITG / Investment Technology Group, Inc. / Voce Capital Management LLC Activist Investment

SC 13D/A 1 p16-0891sc13da.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 1)* Under the Securities Exchange Act of 1934 Investment Technology Group, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 46145F105 (CUSIP Number) Rachael Clarke Philadelphia Financial Management of San Francisco, LLC 450 Sansome Street

March 8, 2016 SC 13D/A

ITG / Investment Technology Group, Inc. / Philadelphia Financial Management of San Francisco, LLC Activist Investment

SC 13D/A 1 p16-0889sc13da.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 1)* Under the Securities Exchange Act of 1934 Investment Technology Group, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 46145F105 (CUSIP Number) Rachael Clarke Philadelphia Financial Management of San Francisco, LLC 450 Sansome Street

March 8, 2016 EX-99

TERMINATION OF JOINT FILING AND GROUP AGREEMENT March 4, 2016

EXHIBIT 4 TERMINATION OF JOINT FILING AND GROUP AGREEMENT March 4, 2016 Each of the undersigned is a party to that certain Joint Filing and Group Agreement, dated November 3, 2015 (the “Joint Filing and Group Agreement”).

March 4, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 4, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other (Commission File (I.R.S. Employer

March 4, 2016 EX-99.2

ITG Adds Independent Director and Signs Cooperation Agreement with Philadelphia Financial and Voce Capital

Exhibit 99.2 ITG Adds Independent Director and Signs Cooperation Agreement with Philadelphia Financial and Voce Capital NEW YORK, March 4, 2016 ? ITG (NYSE: ITG) an independent broker and financial technology provider, today announced that it has added a new independent member to its Board of Directors, Kevin J. Lynch, a private investor and former portfolio manager at JANA Partners LLC, under the

March 4, 2016 EX-99.1

COOPERATION AGREEMENT

Exhibit 99.1 COOPERATION AGREEMENT This Cooperation Agreement dated March 4, 2016 (the ?Agreement?) is by and between Philadelphia Financial Management of San Francisco, LLC (?Philadelphia Financial?), Justin Hughes, and Voce Capital Management LLC (?Voce?) (each of Philadelphia Financial, Mr. Hughes and Voce, a ?Stockholder? and together, the ?Stockholder Group?) and Investment Technology Group,

March 4, 2016 DEFA14A

Investment Technology Group 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 4, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other (Commission File (I.R.S. Employer

March 4, 2016 EX-99.1

COOPERATION AGREEMENT

Exhibit 99.1 COOPERATION AGREEMENT This Cooperation Agreement dated March 4, 2016 (the ?Agreement?) is by and between Philadelphia Financial Management of San Francisco, LLC (?Philadelphia Financial?), Justin Hughes, and Voce Capital Management LLC (?Voce?) (each of Philadelphia Financial, Mr. Hughes and Voce, a ?Stockholder? and together, the ?Stockholder Group?) and Investment Technology Group,

March 4, 2016 EX-99.2

ITG Adds Independent Director and Signs Cooperation Agreement with Philadelphia Financial and Voce Capital

Exhibit 99.2 ITG Adds Independent Director and Signs Cooperation Agreement with Philadelphia Financial and Voce Capital NEW YORK, March 4, 2016 ? ITG (NYSE: ITG) an independent broker and financial technology provider, today announced that it has added a new independent member to its Board of Directors, Kevin J. Lynch, a private investor and former portfolio manager at JANA Partners LLC, under the

March 1, 2016 8-K/A

Investment Technology Group 8-K/A (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 28, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other (Commission

February 29, 2016 10-K

Investment Technology Group 10-K (Annual Report)

Use these links to rapidly review the document TABLE OF CONTENTS Item 8. Financial Statements and Supplementary Data Item 9B. Other Information Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 o TRANSITION R

February 29, 2016 EX-21.1

SUBSIDIARIES OF THE COMPANY

Exhibit 21.1 SUBSIDIARIES OF THE COMPANY Name Jurisdiction of Incorporation/Organization ITG Inc. Delaware AlterNet Securities, Inc. Delaware ITG Software Solutions, Inc. Delaware ITG Global Trading Incorporated Delaware ITG Solutions Network, Inc. Delaware ITG Analytics, Inc. Delaware ITG Investment Research, LLC Delaware ITG Platforms Inc. Delaware ITG Derivatives LLC Illinois Investment Technol

February 29, 2016 EX-10.31

Stock Unit Grant Agreement, dated as of October 19, 2015, between Investment Technology Group, Inc. and R. Jarrett Lilien (incorporated by reference to Exhibit 10.31 to the Annual Report on Form 10-K for the year ended December 31, 2015).

Exhibit 10.31 INVESTMENT TECHNOLOGY GROUP, INC. STOCK UNIT GRANT AGREEMENT THIS GRANT AGREEMENT, dated as of October 19, 2015 (the “Date of Grant”), is entered into by and between Investment Technology Group, Inc. (the “Company”), a Delaware corporation, and R. Jarrett Lilien, currently an employee of the Company (the “Employee”). WHEREAS, the parties entered into a Letter Agreement on October 16,

February 29, 2016 EX-10.2

$150,000,000 CREDIT AGREEMENT ITG INC., as Borrower, INVESTMENT TECHNOLOGY GROUP, INC. as Guarantor, The Several Lenders from Time to Time Parties Hereto, BANK OF AMERICA, N.A., BANK OF MONTREAL, as Syndication Agents, JPMORGAN CHASE BANK, N.A., as A

Exhibit 10.2 $150,000,000 CREDIT AGREEMENT among ITG INC., as Borrower, INVESTMENT TECHNOLOGY GROUP, INC. as Guarantor, The Several Lenders from Time to Time Parties Hereto, BANK OF AMERICA, N.A., and BANK OF MONTREAL, as Syndication Agents, and JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of January 29, 2016 J.P. MORGAN SECURITIES LLC, BMO CAPITAL MARKETS CORP. and MERRILL LYNCH, P

February 29, 2016 EX-10.32

STOCK PURCHASE AGREEMENT dated as of November 5, 2015 by and among INVESTMENT TECHNOLOGY GROUP, INC., ITG GLOBAL TRADING INCORPORATED, ITG SOLUTIONS NETWORK, INC., ITG INVESTMENT RESEARCH, INC., KRATOS U.S., INC. KRATOS ENERGY RESEARCH CANADA INC.

Exhibit 10.32 STOCK PURCHASE AGREEMENT dated as of November 5, 2015 by and among INVESTMENT TECHNOLOGY GROUP, INC., ITG GLOBAL TRADING INCORPORATED, ITG SOLUTIONS NETWORK, INC., ITG INVESTMENT RESEARCH, INC., KRATOS U.S., INC. and KRATOS ENERGY RESEARCH CANADA INC. TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.01 Certain Defined Terms 2 Section 1.02 Additional Defined Terms 13 ARTICLE I

February 29, 2016 EX-10.14

Form of Grant Notice (ExCo ROE Awards) under the Investment Technology Group, Inc. Variable Compensation Stock Unit Award Program Subplan between the Company and Executive Committee Members of the Company (2016) (incorporated by reference to Exhibit 10.14 to the Annual Report on Form 10-K for the year ended December 31, 2015).

Exhibit 10.14 United States INVESTMENT TECHNOLOGY GROUP, INC. 2007 OMNIBUS EQUITY COMPENSATION PLAN VARIABLE COMPENSATION STOCK UNIT AWARD PROGRAM SUBPLAN 20XX GRANT NOTICE (ExCo ROE Awards) Investment Technology Group, Inc. (the “Company”), pursuant to its Variable Compensation Stock Unit Award Program Subplan (the “Program”), hereby grants to you as a Participant under the Program, Stock Units r

February 29, 2016 EX-10.16.1

Amended and Restated Investment Technology Group, Inc. Employee Stock Purchase Plan (2015) (incorporated by reference to Exhibit 10.16.1 to the Annual Report on Form 10-K for the year ended December 31, 2015).

Exhibit 10.16.1 INVESTMENT TECHNOLOGY GROUP, INC. AMENDED AND RESTATED EMPLOYEE STOCK PURCHASE PLAN 1. Purpose. The purpose of this Amended and Restated Employee Stock Purchase Plan (the “Plan”) of Investment Technology Group, Inc. (the “Company”) is to encourage stock ownership by Employees (as defined below) of the Company and its Subsidiaries (as defined below) and thereby provide Employees wit

February 12, 2016 SC 13G

ITG / Investment Technology Group, Inc. / FRONTIER CAPITAL MANAGEMENT CO LLC - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* INVESTMENT TECHNOLOGY GROUP INC. (Name of Issuer) COMMON STOCKS (Title of Class of Securities) 46145F105 (CUSIP Number) DECEMBER 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua

February 12, 2016 SC 13G/A

ITG / Investment Technology Group, Inc. / VICTORY CAPITAL MANAGEMENT INC - INVESTMENT TECHNOLOGY 13G/A FINAL 123115 Passive Investment

SC 13G/A 1 investmenttech13ga123115.htm INVESTMENT TECHNOLOGY 13G/A FINAL 123115 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Investment Technology Group Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 46145F105 (CUSIP Number) Victory Capital Management Inc., 4900 Tiedeman Rd, 4th

February 10, 2016 SC 13G/A

ITG / Investment Technology Group, Inc. / VANGUARD GROUP INC Passive Investment

investmttechnologygrp.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5 )* Name of issuer: Investment Technology Group Inc Title of Class of Securities: Common Stock CUSIP Number: 46145F105 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check th

February 10, 2016 SC 13G/A

ITG / Investment Technology Group, Inc. / VANGUARD GROUP INC Passive Investment

investmttechnologygrp.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5 )* Name of issuer: Investment Technology Group Inc Title of Class of Securities: Common Stock CUSIP Number: 46145F105 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check th

February 8, 2016 EX-99.1

# of Trade Days

Exhibit 99.1 ITG RELEASES JANUARY 2016 U.S. TRADING VOLUMES NEW YORK, February 8, 2016 ? ITG (NYSE: ITG), a leading independent execution broker and financial technology provider, today announced that January 2016 U.S. trading volume was 3.0 billion shares and average daily volume (ADV) was 159 million shares. This compares to 2.8 billion shares and ADV of 129 million shares in December 2015 and 3

February 8, 2016 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 8, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other (Commission File (I.R.S. Employ

February 4, 2016 EX-99.1

ITG Reports Fourth Quarter 2015 Results Records Gain of $91 million for Energy Research Sale

Exhibit 99.1 ITG Reports Fourth Quarter 2015 Results Records Gain of $91 million for Energy Research Sale NEW YORK, February 4, 2016 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today reported results for the quarter ended December 31, 2015. Fourth quarter 2015 highlights included: ? GAAP net income of $82.3 million, or $2.40 per diluted share compared to GAAP

February 4, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 4, 2016 (February 4, 2016) Date of Report (Date of earliest event reported) INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or other jurisdiction of incorporati

February 1, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 28, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other (Commission File (I.R.S. Employ

February 1, 2016 EX-99.1

ITG Names Lee Shavel to its Board of Directors

Exhibit 99.1 ITG Names Lee Shavel to its Board of Directors NEW YORK, January 28, 2016 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that Lee Shavel has been appointed to its Board of Directors. Earlier today, Mr. Shavel announced his retirement from Nasdaq, the financial trading, technology and financial services provider, where he has served a

January 28, 2016 EX-24.1

POWER OF ATTORNEY Registration Statement on Form S-8

Exhibit 24.1 POWER OF ATTORNEY Registration Statement on Form S-8 KNOW ALL PERSONS BY THESE PRESENTS: That each of the undersigned directors and/or officers of Investment Technology Group, Inc. (the ?Corporation?), a Delaware corporation, hereby names, constitutes and appoints Francis J. Troise, Steven R. Vigliotti, and Ang?lique F. M. DeSanto, or any of them, his or her true and lawful attorneys-

January 28, 2016 S-8

Investment Technology Group S-8

As filed with the Securities and Exchange Commission on January 28, 2016 Registration No.

January 20, 2016 8-K/A

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 9, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other (Commission

January 12, 2016 EX-99.1

ITG Names Brian Cartwright to its Board of Directors

Exhibit 99.1 ITG Names Brian Cartwright to its Board of Directors NEW YORK, January 12, 2016 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that Brian G. Cartwright has been appointed to its Board of Directors. Mr. Cartwright is currently a Senior Advisor to Patomak Global Partners LLC, a regulatory consulting firm, and also serves on the board o

January 12, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 9, 2016 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other (Commission File (I.R.S. Employe

January 11, 2016 EX-99.1

# of Trade Days

EX-99.1 2 a16-16671ex99d1.htm EX-99.1 Exhibit 99.1 ITG RELEASES DECEMBER 2015 U.S. TRADING VOLUMES NEW YORK, January 11, 2016 — ITG (NYSE: ITG), a leading independent execution broker and financial technology provider, today announced that December 2015 U.S. trading volume was 2.8 billion shares and average daily volume (ADV) was 129 million shares. This compares to 2.5 billion shares and ADV of 1

January 11, 2016 8-K

Financial Statements and Exhibits, Other Events

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 11, 2016 Date of Report (Date of earliest event reported) INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or other jurisdiction of incorporation or organization)

December 8, 2015 8-K

Financial Statements and Exhibits, Other Events

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 8, 2015 Date of Report (Date of earliest event reported) INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or other jurisdiction of incorporation or organization)

December 8, 2015 EX-99.1

# of Trade Days

Exhibit 99.1 ITG RELEASES NOVEMBER 2015 U.S. TRADING VOLUMES NEW YORK, December 8, 2015 ? ITG (NYSE: ITG), a leading independent execution broker and financial technology provider, today announced that November 2015 U.S. trading volume was 2.5 billion shares and average daily volume (ADV) was 123 million shares. This compares to 2.7 billion shares and ADV of 122 million shares in October 2015 and

November 16, 2015 EX-99.1

Maureen O’Hara and Chris Dodds Announce Retirement from ITG Board of Directors

Exhibit 99.1 Maureen O?Hara and Chris Dodds Announce Retirement from ITG Board of Directors NEW YORK, November 16, 2015 ? ITG (NYSE: ITG), a leading independent broker and financial technology provider, today announced that Maureen O?Hara and Chris Dodds will be retiring from its Board of Directors. Ms. O?Hara joined the Board in 2003 and has served as Chair since 2007. She will retire from the Bo

November 16, 2015 8-K

Investment Technology Group 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 13, 2015 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

November 12, 2015 EX-99

COOPERATION AGREEMENT

Exhibit 1 COOPERATION AGREEMENT This Cooperation Agreement dated April 8, 2015 (the “Agreement”) is by and between Philadelphia Financial Management of San Francisco, LLC (“Philadelphia Financial”), Justin Hughes, and Voce Capital Management LLC (“Voce”) (each of Philadelphia Financial, Mr.

November 12, 2015 SC 13D

ITG / Investment Technology Group, Inc. / Voce Capital Management LLC - INVESTMENT TECHNOLOGY GROUP, INC. Activist Investment

SC 13D 1 p15-2164sc13d.htm INVESTMENT TECHNOLOGY GROUP, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Investment Technology Group, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 46145F105 (CUSIP Number) Rachael Clarke Philadelphia Financial Management of San Francisco, LLC 450 Sans

November 12, 2015 SC 13D

ITG / Investment Technology Group, Inc. / Philadelphia Financial Management of San Francisco, LLC - INVESTMENT TECHNOLOGY GROUP, INC. Activist Investment

SC 13D 1 p15-2151sc13d.htm INVESTMENT TECHNOLOGY GROUP, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Investment Technology Group, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 46145F105 (CUSIP Number) Rachael Clarke Philadelphia Financial Management of San Francisco, LLC 450 Sans

November 12, 2015 EX-99

COOPERATION AGREEMENT

Exhibit 1 COOPERATION AGREEMENT This Cooperation Agreement dated April 8, 2015 (the “Agreement”) is by and between Philadelphia Financial Management of San Francisco, LLC (“Philadelphia Financial”), Justin Hughes, and Voce Capital Management LLC (“Voce”) (each of Philadelphia Financial, Mr.

November 12, 2015 EX-99

JOINT FILING AND GROUP AGREEMENT

Exhibit 2 JOINT FILING AND GROUP AGREEMENT This Joint Filing and Group Agreement (this “Agreement”) is made and entered into as of November 3, 2015, by and among (1) Philadelphia Financial Management of San Francisco, LLC; Boathouse Row I, L.

November 12, 2015 EX-99

JOINT FILING AND GROUP AGREEMENT

Exhibit 2 JOINT FILING AND GROUP AGREEMENT This Joint Filing and Group Agreement (this “Agreement”) is made and entered into as of November 3, 2015, by and among (1) Philadelphia Financial Management of San Francisco, LLC; Boathouse Row I, L.

November 12, 2015 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 5, 2015 INVESTMENT TECHNOLOGY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-32722 95-2848406 (State or Other Jurisdiction of Incorporation)

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