Statement of Changes in Beneficial Ownership (4)
25 January 2019 - 10:19AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
CONCANNON CHRISTOPHER R
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2. Issuer Name
and
Ticker or Trading Symbol
MARKETAXESS HOLDINGS INC
[
MKTX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
President and COO
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(Last)
(First)
(Middle)
C/O MARKETAXESS HOLDINGS INC., 299 PARK AVENUE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
1/22/2019
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(Street)
NEW YORK, NY 10171
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, par value $0.003 per share
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1/22/2019
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A
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23329
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A
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$0
(1)
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23329
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D
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Common Stock, par value $0.003 per share
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1/22/2019
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A
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4666
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A
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$0
(2)
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27995
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Employee Stock Option (right to buy
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$272.88
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1/22/2019
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A
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35679
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1/22/2024
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7/22/2024
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Common Stock
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35679
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$0
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35679
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D
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Employee Stock Option (right to buy
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$294.71
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1/22/2019
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A
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41189
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1/22/2024
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7/22/2024
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Common Stock
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41189
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$0
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41189
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D
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Performance Shares
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(3)
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1/22/2019
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A
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8969
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(3)
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(3)
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Common Stock
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8969
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$0
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8969
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D
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Performance Shares
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(4)
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1/22/2019
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A
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9945
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(4)
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(4)
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Common Stock
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9945
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$0
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9945
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D
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Explanation of Responses:
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(1)
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Represents a grant of restricted stock units pursuant to the Company's 2012 Incentive Plan. The restricted stock units will vest in three installments of 34% on January 22, 2020, and 33% on each of January 22, 2021 and January 22, 2022.
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(2)
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Represents a grant of restricted stock units pursuant to the Company's 2012 Incentive Plan. The restricted stock units will vest on January 22, 2022.
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(3)
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Each performance share represents a contingent right to receive one share of the Company's common stock. 8,969 shares of the Company's common stock will be awarded subject to the Company's attainment of an average price per share of $272.88, calculated based on the closing price of the common stock over any twenty consecutive trading days during the period from January 22, 2019 to January 22, 2024.
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(4)
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Each performance share represents a contingent right to receive one share of the Company's common stock. 9,945 shares of the Company's common stock will be awarded subject to the Company's attainment of an average price per share of $294.71, calculated based on the closing price of the common stock over any twenty consecutive trading days during the period from January 22, 2019 to January 22, 2024.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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CONCANNON CHRISTOPHER R
C/O MARKETAXESS HOLDINGS INC.
299 PARK AVENUE
NEW YORK, NY 10171
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X
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President and COO
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Signatures
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/s/ Ori Solomon, as Attorney-in-Fact for Christopher R. Concannon
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1/24/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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