Virtus Investment Partners (VRTS) Form 4 VIRTUS INVESTMENT PARTNERS / FRANCIS G WALTMAN ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

WALTMAN FRANCIS G

(Last) (First) (Middle)

C/O VIRTUS INVESTMENT PARTNERS

ONE FINANCIAL PLAZA

(Street)

HARTFORD CT 06103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VIRTUS INVESTMENT PARTNERS, INC. [ VRTS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP, Product Management

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/15/2019		F		1,210(1)	D	$0	31,482.451	D
Common Stock	03/15/2019		A		691(2)	A	$0	32,173.451	D
Common Stock	03/15/2019		F		321(1)	D	$0	31,852.451	D
Common Stock	03/15/2019		A		1,532(3)	A	$0	33,384.451	D
Common Stock	03/15/2019		A		2,364(4)	A	$0	35,748.451(5)	D
Common Stock								108.533	I	By 401k

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Exempt disposition to the Issuer under Rule 16b-3(e) to satisfy tax withholding obligations arising out of the vesting of an RSU award.

2. These shares comprise an award of restricted stock units ("RSUs") granted to the reporting person pursuant to the Company's 2016 Long Term Incentive Plan, subject to a time and performance condition which has been satisfied.

3. These shares comprise an award of restricted stock units ("RSUs") granted to the reporting person pursuant to the Company's 2018 Long Term Incentive Plan, subject to a performance condition which has been satisfied. Subject to acceleration in certain circumstances, the RSUs are scheduled to cliff vest on March 15, 2021 and will be settled for shares of common stock on a one-for-one basis upon vesting.

4. These shares comprise an award of restricted stock units ("RSUs") granted to the reporting person pursuant to the Company's 2019 Long Term Incentive Plan. Subject to acceleration in certain circumstances, the RSUs are scheduled to vest ratably over the next three years and will be settled for shares of common stock on a one-for-one basis upon vesting.

5. This number includes (i) 338.617 shares acquired in connection with the Issuer's Employee Stock Purchase Plan (ii) 4,440 RSUs that are scheduled to cliff vest on March 15, 2020 (iii) 3,853 RSUs that are scheduled to cliff vest on March 15, 2021 and (iv) and 788 RSUs that are scheduled to cliff vest on March 15, 2022.

Remarks:

	/s/ Mark S. Flynn, Attorney-in-Fact	03/19/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** 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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