TW Tradeweb Markets Inc

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES                                                                                   
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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                       

1. Name and Address of Reporting Person * Friedman Douglas	2. Issuer Name and Ticker or Trading Symbol Tradeweb Markets Inc. [ TW ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) General Counsel and Secretary
(Last)          (First)          (Middle) TRADEWEB MARKETS INC., 1177 AVENUE OF THE AMERICAS	3. Date of Earliest Transaction (MM/DD/YYYY) 2/21/2020
(Street) NEW YORK, NY 10036 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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
Class A common stock	2/21/2020		A		33004 (1)	A	$0	58871 (2)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		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 of Derivative Security: 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
Stock Option (Right to Buy)	$20.59	2/21/2020		A		36232 (3)		(4)	10/26/2028	Class A common stock	36232	$0	172464 (5)	D

Explanation of Responses:
(1)	The reported transaction reflects the acquisition of performance-based restricted stock units ("RSUs") in respect of the issuer's Class A common stock ("Class A Common Stock") that were granted to the reporting person on February 13, 2019, subject to the achievement of certain performance goals in respect of calendar year 2019. Those performance goals were deemed achieved at the maximum performance level on February 21, 2020. These RSUs remain unvested and are scheduled to vest on January 1, 2022, subject to the reporting person's continued employment through such date.
(2)	This amount includes (i) 22,867 unvested RSUs in respect of Class A Common Stock which are scheduled to vest on January 1, 2021, subject to the reporting person's continued employment through such date, and (ii) 33,004 unvested RSUs in respect of Class A Common Stock which are scheduled to vest on January 1, 2022, subject to the reporting person's continued employment through such date.
(3)	The reported transaction reflects the acquisition of options that were granted to the reporting person on October 26, 2018, subject to the achievement of certain performance goals in respect of calendar year 2019 which were deemed achieved on February 21, 2020.
(4)	This option is fully vested and exercisable as of the date hereof.
(5)	This amount reflects the options reported on this Form 4 in addition to 136,232 options that were granted on October 26, 2018 and previously reported by the reporting person, all of which are currently vested and exercisable.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Friedman Douglas TRADEWEB MARKETS INC. 1177 AVENUE OF THE AMERICAS NEW YORK, NY 10036			General Counsel and Secretary

Signatures
/s/ Scott Zucker, Attorney-in-Fact for Douglas Friedman		2/25/2020
**Signature of Reporting Person		Date