Statement of Ownership (sc 13g)
February 14 2020 - 3:45PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Tradeweb
Markets Inc.
(Name of Issuer)
Class A Common Stock, par value $0.00001 per share
(Title of Class of Securities)
892672106
(CUSIP Number)
December 31, 2019
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
*
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The remainder of this cover page shall be filled out for a reporting persons initial filing on this form
with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
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The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities
Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No. 892672106
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13G
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Page 2 of 27
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1.
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Name of Reporting Persons:
Refinitiv TW Holdings Ltd.
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2.
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Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization:
Cayman
Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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Sole Voting Power:
96,933,192
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6.
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Shared Voting Power:
0
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7.
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Sole Dispositive Power:
96,933,192
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8.
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Shared Dispositive Power:
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
96,933,192
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10.
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Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
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11.
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Percent of Class
Represented by Amount in Row (9):
60.4%
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12.
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Type of Reporting Person
(See Instructions):
CO
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CUSIP No. 892672106
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13G
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Page 3 of 27
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1.
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Name of Reporting Persons:
Refinitiv US PME LLC
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2.
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Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization:
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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Sole Voting Power:
22,988,329
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6.
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Shared Voting Power:
0
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7.
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Sole Dispositive Power:
22,988,329
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8.
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Shared Dispositive Power:
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
22,988,329
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10.
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Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
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11.
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Percent of Class
Represented by Amount in Row (9):
26.5%
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12.
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Type of Reporting Person
(See Instructions):
OO
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CUSIP No. 892672106
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13G
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Page 4 of 27
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1.
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Name of Reporting Persons:
Refinitiv US LLC
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2.
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Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization:
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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Sole Voting Power:
22,988,329
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6.
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Shared Voting Power:
0
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7.
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Sole Dispositive Power:
22,988,329
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8.
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Shared Dispositive Power:
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
22,988,329
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10.
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Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
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11.
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Percent of Class
Represented by Amount in Row (9):
26.5%
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12.
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Type of Reporting Person
(See Instructions):
OO
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CUSIP No. 892672106
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13G
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Page 5 of 27
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1.
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Name of Reporting Persons:
Refinitiv US Holdings Inc.
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2.
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Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization:
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
|
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Sole Voting Power:
22,988,329
|
|
6.
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Shared Voting Power:
0
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7.
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Sole Dispositive Power:
22,988,329
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8.
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Shared Dispositive Power:
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
22,988,329
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10.
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Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
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11.
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Percent of Class
Represented by Amount in Row (9):
26.5%
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12.
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Type of Reporting Person
(See Instructions):
CO
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CUSIP No. 892672106
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13G
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Page 6 of 27
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1.
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Name of Reporting Persons:
Refinitiv Parent Limited
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2.
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Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization:
Cayman
Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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Sole Voting Power:
119,921,521
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6.
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Shared Voting Power:
0
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7.
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Sole Dispositive Power:
119,921,521
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8.
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Shared Dispositive Power:
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
119,921,521
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10.
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Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
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11.
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Percent of Class
Represented by Amount in Row (9):
65.3%
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12.
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Type of Reporting Person
(See Instructions):
CO
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CUSIP No. 892672106
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13G
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Page 7 of 27
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1.
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Name of Reporting Persons:
Refinitiv Holdings Limited
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2.
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Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization:
Cayman
Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
119,921,521
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|
6.
|
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Shared Voting Power:
0
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7.
|
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Sole Dispositive Power:
119,921,521
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8.
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Shared Dispositive Power:
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
119,921,521
|
10.
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Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
11.
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Percent of Class
Represented by Amount in Row (9):
65.3%
|
12.
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Type of Reporting Person
(See Instructions):
CO
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CUSIP No. 892672106
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13G
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Page 8 of 27
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1.
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Name of Reporting Persons:
BCP York Holdings (Delaware) L.P.
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2.
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Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
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3.
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SEC Use Only
|
4.
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Citizenship or Place of
Organization:
Delaware
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|
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|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
119,921,521
|
|
6.
|
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Shared Voting Power:
0
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7.
|
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Sole Dispositive Power:
119,921,521
|
|
8.
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Shared Dispositive Power:
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
119,921,521
|
10.
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Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
11.
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Percent of Class
Represented by Amount in Row (9):
65.3%
|
12.
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Type of Reporting Person
(See Instructions):
PN
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CUSIP No. 892672106
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13G
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Page 9 of 27
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1.
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Name of Reporting Persons:
BCP York Holdings GP (Delaware) L.L.C.
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2.
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Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
|
3.
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SEC Use Only
|
4.
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Citizenship or Place of
Organization:
Delaware
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
119,921,521
|
|
6.
|
|
Shared Voting Power:
0
|
|
7.
|
|
Sole Dispositive Power:
119,921,521
|
|
8.
|
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Shared Dispositive Power:
0
|
|
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|
|
|
|
|
9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
119,921,521
|
10.
|
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
11.
|
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Percent of Class
Represented by Amount in Row (9):
65.3%
|
12.
|
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Type of Reporting Person
(See Instructions):
OO
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CUSIP No. 892672106
|
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13G
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Page 10 of 27
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1.
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Name of Reporting Persons:
BCP York Subsidiary (Cayman) L.P.
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2.
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Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
|
3.
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SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization:
Cayman
Islands
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
119,921,521
|
|
6.
|
|
Shared Voting Power:
0
|
|
7.
|
|
Sole Dispositive Power:
119,921,521
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
|
|
|
|
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
119,921,521
|
10.
|
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
11.
|
|
Percent of Class
Represented by Amount in Row (9):
65.3%
|
12.
|
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Type of Reporting Person
(See Instructions):
PN
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CUSIP No. 892672106
|
|
13G
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Page 11 of 27
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1.
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Name of Reporting Persons:
BCP VII Holdings Manager (Cayman) L.L.C.
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2.
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Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization:
Delaware
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
119,921,521
|
|
6.
|
|
Shared Voting Power:
0
|
|
7.
|
|
Sole Dispositive Power:
119,921,521
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
|
|
|
|
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
119,921,521
|
10.
|
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
11.
|
|
Percent of Class
Represented by Amount in Row (9):
65.3%
|
12.
|
|
Type of Reporting Person
(See Instructions):
OO
|
|
|
|
|
|
CUSIP No. 892672106
|
|
13G
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Page 12 of 27
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1.
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Name of Reporting Persons:
Blackstone Management Associates (Cayman) VII L.P.
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2.
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Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization:
Cayman
Islands
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
119,921,521
|
|
6.
|
|
Shared Voting Power:
0
|
|
7.
|
|
Sole Dispositive Power:
119,921,521
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
|
|
|
|
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
119,921,521
|
10.
|
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
11.
|
|
Percent of Class
Represented by Amount in Row (9):
65.3%
|
12.
|
|
Type of Reporting Person
(See Instructions):
PN
|
|
|
|
|
|
CUSIP No. 892672106
|
|
13G
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Page 13 of 27
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1.
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Name of Reporting Persons:
BCP VII GP L.L.C.
|
2.
|
|
Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization:
Delaware
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
119,921,521
|
|
6.
|
|
Shared Voting Power:
0
|
|
7.
|
|
Sole Dispositive Power:
119,921,521
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
|
|
|
|
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
119,921,521
|
10.
|
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
11.
|
|
Percent of Class
Represented by Amount in Row (9):
65.3%
|
12.
|
|
Type of Reporting Person
(See Instructions):
OO
|
|
|
|
|
|
CUSIP No. 892672106
|
|
13G
|
|
Page 14 of 27
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1.
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Name of Reporting Persons:
Blackstone Holdings III L.P.
|
2.
|
|
Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization:
Quebec,
Canada
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
119,921,521
|
|
6.
|
|
Shared Voting Power:
0
|
|
7.
|
|
Sole Dispositive Power:
119,921,521
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
|
|
|
|
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
119,921,521
|
10.
|
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
11.
|
|
Percent of Class
Represented by Amount in Row (9):
65.3%
|
12.
|
|
Type of Reporting Person
(See Instructions):
PN
|
|
|
|
|
|
CUSIP No. 892672106
|
|
13G
|
|
Page 15 of 27
|
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|
|
|
|
|
1.
|
|
Name of Reporting Persons:
Blackstone Holdings III GP L.P.
|
2.
|
|
Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization:
Delaware
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
119,921,521
|
|
6.
|
|
Shared Voting Power:
0
|
|
7.
|
|
Sole Dispositive Power:
119,921,521
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
|
|
|
|
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
119,921,521
|
10.
|
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
11.
|
|
Percent of Class
Represented by Amount in Row (9):
65.3%
|
12.
|
|
Type of Reporting Person
(See Instructions):
PN
|
|
|
|
|
|
CUSIP No. 892672106
|
|
13G
|
|
Page 16 of 27
|
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|
|
|
|
|
|
1.
|
|
Name of Reporting Persons:
Blackstone Holdings III GP Management L.L.C.
|
2.
|
|
Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization:
Delaware
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
119,921,521
|
|
6.
|
|
Shared Voting Power:
0
|
|
7.
|
|
Sole Dispositive Power:
119,921,521
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
|
|
|
|
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
119,921,521
|
10.
|
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
11.
|
|
Percent of Class
Represented by Amount in Row (9):
65.3%
|
12.
|
|
Type of Reporting Person
(See Instructions):
OO
|
|
|
|
|
|
CUSIP No. 892672106
|
|
13G
|
|
Page 17 of 27
|
|
|
|
|
|
|
|
1.
|
|
Name of Reporting Persons:
The Blackstone Group Inc.
|
2.
|
|
Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization:
Delaware
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
119,921,521
|
|
6.
|
|
Shared Voting Power:
0
|
|
7.
|
|
Sole Dispositive Power:
119,921,521
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
|
|
|
|
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
119,921,521
|
10.
|
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
11.
|
|
Percent of Class
Represented by Amount in Row (9):
65.3%
|
12.
|
|
Type of Reporting Person
(See Instructions):
CO
|
|
|
|
|
|
CUSIP No. 892672106
|
|
13G
|
|
Page 18 of 27
|
|
|
|
|
|
|
|
1.
|
|
Name of Reporting Persons:
Blackstone Group Management L.L.C.
|
2.
|
|
Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization:
Delaware
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
119,921,521
|
|
6.
|
|
Shared Voting Power:
0
|
|
7.
|
|
Sole Dispositive Power:
119,921,521
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
|
|
|
|
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
119,921,521
|
10.
|
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
11.
|
|
Percent of Class
Represented by Amount in Row (9):
65.3%
|
12.
|
|
Type of Reporting Person
(See Instructions):
OO
|
|
|
|
|
|
CUSIP No. 892672106
|
|
13G
|
|
Page 19 of 27
|
|
|
|
|
|
|
|
1.
|
|
Name of Reporting Persons:
Stephen A. Schwarzman
|
2.
|
|
Check the Appropriate Box
if a Member of a Group
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization:
United
States
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
119,921,521
|
|
6.
|
|
Shared Voting Power:
0
|
|
7.
|
|
Sole Dispositive Power:
119,921,521
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
|
|
|
|
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
119,921,521
|
10.
|
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
11.
|
|
Percent of Class
Represented by Amount in Row (9):
65.3%
|
12.
|
|
Type of Reporting Person
(See Instructions):
IN
|
Item 1.
|
(a). Name of Issuer
|
Tradeweb Markets Inc. (the Issuer)
|
(b). Address of Issuers Principal Executive Offices:
|
1177 Avenue of the Americas
New York, New York 10036
Item 2(a).
|
Name of Person Filing
|
Item 2(b).
|
Address of Principal Business Office
|
Each of the following is hereinafter individually referred to as a Reporting Person and collectively as the
Reporting Persons. This statement is filed on behalf of:
|
(i)
|
Refinitiv TW Holdings Ltd.
|
c/o Refinitiv, 3 Times Square
New York, NY 10036
Citizenship: Cayman Islands
|
(ii)
|
Refinitiv US PME LLC
|
c/o Refinitiv, 3 Times Square
New York, NY 10036
Citizenship: Delaware
c/o Refinitiv, 3 Times Square
New York, NY 10036
Citizenship: Delaware
|
(iv)
|
Refinitiv US Holdings Inc.
|
c/o Refinitiv, 3 Times Square
New York, NY 10036
Citizenship: Delaware
|
(v)
|
Refinitiv Parent Limited
|
c/o Refinitiv, 3 Times Square
New York, NY 10036
Citizenship: Cayman Islands
|
(vi)
|
Refinitiv Holdings Limited
|
c/o Refinitiv, 3 Times Square
New York, NY 10036
Citizenship: Cayman Islands
|
(vii)
|
BCP York Holdings (Delaware) L.P.
|
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY
10154
Citizenship: State of Delaware
|
(viii)
|
BCP York Holdings GP (Delaware) L.L.C.
|
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY
10154
Citizenship: State of Delaware
|
(ix)
|
BCP York Subsidiary (Cayman) L.P.
|
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY
10154
Citizenship: Cayman Islands
|
(x)
|
BCP VII Holdings Manager (Cayman) L.L.C.
|
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY
10154
Citizenship: State of Delaware
|
(xi)
|
Blackstone Management Associates (Cayman) VII L.P.
|
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY
10154
Citizenship: Cayman Islands
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY
10154
Citizenship: State of Delaware
|
(xiii)
|
Blackstone Holdings III L.P.
|
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY
10154
Citizenship: Quebec, Canada
|
(xiv)
|
Blackstone Holdings III GP L.P.
|
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY
10154
Citizenship: State of Delaware
|
(xv)
|
Blackstone Holdings III GP Management L.L.C.
|
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY
10154
Citizenship: State of Delaware
|
(xvi)
|
The Blackstone Group Inc.
|
345 Park Avenue
New York, NY
10154
Citizenship: State of Delaware
|
(xvii)
|
Blackstone Group Management L.L.C.
|
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY
10154
Citizenship: State of Delaware
|
(xviii)
|
Stephen A. Schwarzman
|
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY
10154
Citizenship: United States
Refinitiv TW Holdings Ltd. and Refinitiv US PME LLC (collectively, the Direct
Holders) directly hold the securities reported herein.
Refinitiv US LLC is the controlling member of Refinitiv US PME LLC. Refinitiv
US Holdings Inc. is the sole member of Refinitiv US LLC. Refinitiv Parent Limited is the sole shareholder of Refinitiv US Holdings Inc. and Refinitiv TW Holdings Ltd. Refinitiv Holdings Limited is the sole shareholder of Refinitiv Parent Limited.
BCP York Holdings (Delaware) L.P. is the majority shareholder of Refinitiv Holdings Limited. BCP York Holdings GP (Delaware) L.L.C. is the general partner of BCP York Holdings (Delaware) L.P. BCP York Subsidiary (Cayman) L.P. is the sole member of
BCP York Holdings GP (Delaware) L.L.C. BCP VII Holdings Manager (Cayman) L.L.C. is the general partner of BCP York Subsidiary (Cayman) L.P.
Blackstone Management Associates (Cayman) VII L.P. is the managing member of BCP VII Holdings Manager (Cayman) L.L.C. BCP VII GP L.L.C. is the
general partner of Blackstone Management Associates (Cayman) VII L.P. Blackstone Holdings III L.P. is the sole member of BCP VII GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of
Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of the Class C common stock of The Blackstone Group
Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstones senior managing directors and controlled by its founder, Stephen A. Schwarzman.
Each such Reporting Person may be deemed to beneficially own the shares of Common Stock (as defined below) beneficially owned by the Direct
Holders directly or indirectly controlled by it or him, but neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission that any Reporting Person (other than the Direct Holders to the extent they
directly hold Common Stock) is the beneficial owner of the Common Stock referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the Act), or for any other purpose and each of the
Reporting Persons expressly disclaims beneficial ownership of such shares. The filing of this statement should not be construed to be an admission that any member of the Reporting Persons are members of a group for the purposes of
Sections 13(d) and 13(g) of the Act.
Item 2(d).
|
Title of Class of Securities:
|
Class A Common Stock, par value $0.00001 per share (the Class A Common Stock).
892672106
Item 3.
|
If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
|
Not applicable.
(a) Amount beneficially owned:
Calculations of the percentage of shares of Class A Common Stock beneficially owned assume 63,674,649 shares of
Class A Common Stock outstanding as of November 1, 2019, as reported in the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 8, 2019, and also takes
into account the shares of Class A Common Stock underlying any shares of Class B common stock of the Issuer (Class B Common Stock) or non-voting common units of Tradeweb Markets LLC,
a subsidiary of the Issuer (LLC Units), held by Reporting Persons, as applicable. Each of the Reporting Persons may be deemed to be the beneficial owner of the shares of Class A Common Stock listed on such Reporting Persons
cover page.
Refinitiv TW Holdings Ltd. directly holds 96,933,192 shares of Class B Common Stock and
Refinitiv US PME LLC directly holds 22,988,329 LLC Units. The Class B Common Stock is exchangeable for shares of Class A Common Stock on a one-for-one basis at
the discretion of the holder. LLC Units may be exchanged for shares of Class A Common Stock or Class B Common Stock, in each case, on a one-for-one basis at
the discretion of the holder.
(b) Percent of class:
Each of the Reporting Persons may be deemed to be the beneficial owner of the percentage of Class A Common Stock listed on such Reporting
Persons cover page.
(c) Number of Shares as to which the Reporting Person has:
|
(i)
|
Sole power to vote or to direct the vote:
|
See each cover page hereof.
|
(ii)
|
Shared power to vote or to direct the vote:
|
See each cover page hereof.
|
(iii)
|
Sole power to dispose or to direct the disposition of:
|
See each cover page hereof.
|
(iv)
|
Shared power to dispose or to direct the disposition of:
|
See each cover page hereof.
Item 5.
|
Ownership of Five Percent or Less of a Class
|
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of
more than five percent of the class of securities, check the following: ☐
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person.
|
Not applicable.
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the
Parent Holding Company.
|
Not applicable.
Item 8.
|
Identification and Classification of Members of the Group.
|
Not applicable.
Item 9.
|
Notice of Dissolution of Group.
|
Not Applicable.
Not applicable.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: February 14, 2020
|
|
|
REFINITIV TW HOLDINGS LTD.
|
|
|
By:
|
|
/s/ Mark Irving
|
Name:
|
|
Mark Irving
|
Title:
|
|
Assistant Secretary
|
|
REFINITIV US PME LLC
|
|
|
By:
|
|
/s/ Stephen Leith
|
Name:
|
|
Stephen Leith
|
Title:
|
|
President
|
|
REFINITIV US LLC
|
|
|
By:
|
|
/s/ Mark Irving
|
Name:
|
|
Mark Irving
|
Title:
|
|
Assistant Secretary
|
|
REFINITIV US HOLDINGS INC.
|
|
|
By:
|
|
/s/ Mark Irving
|
Name:
|
|
Mark Irving
|
Title:
|
|
Assistant Secretary
|
|
REFINITIV PARENT LIMITED
|
|
|
By:
|
|
/s/ Mark Irving
|
Name:
|
|
Mark Irving
|
Title:
|
|
Assistant Secretary
|
|
REFINITIV HOLDINGS LIMITED
|
|
|
By:
|
|
/s/ Mark Irving
|
Name:
|
|
Mark Irving
|
Title:
|
|
Assistant Secretary
|
|
BCP YORK HOLDINGS (DELAWARE) L.P.
By: BCP York Holdings GP (Delaware) L.L.C., its general partner
|
|
|
By:
|
|
/s/ Martin J. Brand
|
Name:
|
|
Martin J. Brand
|
Title:
|
|
President
|
[Tradeweb Markets Inc. - Schedule 13G]
|
|
|
BCP YORK HOLDINGS GP (DELAWARE) L.L.C.
|
|
|
By:
|
|
/s/ Martin J. Brand
|
Name:
|
|
Martin J. Brand
|
Title:
|
|
President
|
|
BCP YORK SUBSIDIARY (CAYMAN) L.P.
By: BCP VII Holdings Manager (Cayman) L.L.C., its
|
|
|
general partner
|
|
|
By:
|
|
/s/ John G. Finley
|
Name:
|
|
John G. Finley
|
Title:
|
|
Chief Legal Officer
|
|
BCP VII HOLDINGS MANAGER (CAYMAN) L.L.C.
|
|
|
By:
|
|
/s/ John G. Finley
|
Name:
|
|
John G. Finley
|
Title:
|
|
Chief Legal Officer
|
|
BLACKSTONE MANAGEMENT ASSOCIATES (CAYMAN) VII L.P.
|
By: BCP VII GP L.L.C., its general partner
|
|
|
By:
|
|
/s/ John G. Finley
|
Name:
|
|
John G. Finley
|
Title:
|
|
Chief Legal Officer
|
|
BCP VII GP L.L.C.
|
|
|
By:
|
|
/s/ John G. Finley
|
Name:
|
|
John G. Finley
|
Title:
|
|
Chief Legal Officer
|
|
BLACKSTONE HOLDINGS III L.P.
By: Blackstone Holdings III GP L.P., its general partner
By: Blackstone Holdings III GP Management L.L.C., its
general partner
|
|
|
By:
|
|
/s/ John G. Finley
|
Name:
|
|
John G. Finley
|
Title:
|
|
Chief Legal Officer
|
[Tradeweb Markets Inc. - Schedule 13G]
|
|
|
|
BLACKSTONE HOLDINGS III GP L.P.
By: Blackstone Holdings III GP Management L.L.C., its
general partner
|
|
|
By:
|
|
/s/ John G. Finley
|
Name:
|
|
John G. Finley
|
Title:
|
|
Chief Legal Officer
|
|
BLACKSTONE HOLDINGS III GP MANAGEMENT L.L.C.
|
|
|
By:
|
|
/s/ John G. Finley
|
Name:
|
|
John G. Finley
|
Title:
|
|
Chief Legal Officer
|
|
THE BLACKSTONE GROUP INC.
|
|
|
By:
|
|
/s/ John G. Finley
|
Name:
|
|
John G. Finley
|
Title:
|
|
Chief Legal Officer
|
|
BLACKSTONE GROUP MANAGEMENT L.L.C.
|
|
|
By:
|
|
/s/ John G. Finley
|
Name:
|
|
John G. Finley
|
Title:
|
|
Chief Legal Officer
|
|
|
|
|
/s/ Stephen A. Schwarzman
|
Stephen A. Schwarzman
|
[Tradeweb Markets Inc. - Schedule 13G]
EXHIBIT LIST
|
|
|
Exhibit A
|
|
Joint Filing Agreement, dated February 14, 2020, among the Reporting Persons (filed herewith).
|
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