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 27, 2015
KCG HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
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| DELAWARE | | 000-54991 | | 38-3898306 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
545 Washington Boulevard, Jersey City, NJ 07310
(Address of principal executive offices) (Zip Code)
(201) 222-9400
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b) On February 27, 2015, George Sohos informed KCG Holdings, Inc. (the “Company”) that he is resigning as Global Head of Client Market Making of the Company, effective as of March 2, 2015. Transition and separation arrangements with Mr. Sohos will be determined at a later date.
On February 27, 2015, the Company issued a press release announcing that it expects to launch a capital markets debt transaction, subject to market conditions. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits |
Exhibit 99.1 Press Release of KCG Holdings, Inc., dated February 27, 2015.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned’s duly authorized signatory.
Dated: March 2, 2015
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| KCG HOLDINGS, INC. |
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| By: | | /s/ John McCarthy |
| Name: | | John McCarthy |
| Title: | | General Counsel |
EXHIBIT INDEX
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Exhibit
No. | | Description |
| |
| 99.1 | | Press Release of KCG Holdings, Inc., dated February 27, 2015. |
