Sec Form 4 Filing - Brown James @ FXCM Inc. - 2015-05-22

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Brown James
2. Issuer Name and Ticker or Trading Symbol
FXCM Inc. [ FXCM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O LONG RIDGE EQUITY PARTNERS, 200 MADISON AVENUE, SUITE 1900
3. Date of Earliest Transaction (MM/DD/YY)
05/22/2015
(Street)
NEW YORK, NY10016
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Class A Common Stock 05/22/2015 C 32,550 A 32,550 I By Trust ( 2 )
Class A Common Stock 05/22/2015 S 32,550 D $ 1.3 0 I By Trust ( 2 )
Class A Common Stock 05/22/2015 C 65,720 A 65,720 I By LLC ( 3 )
Class A Common Stock 05/22/2015 S 65,720 D $ 1.31 0 I By LLC ( 3 )
Class A Common Stock 05/22/2015 C 51,149 A 151,149 D
Class A Common Stock 05/22/2015 S 51,149 D $ 1.3 100,000 D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD /YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Units of FXCM Holdings LLC ( 1 ) 05/22/2015 C 32,550 ( 1 ) ( 1 ) Class A Com-mon Stock 32,550 $ 0 182,942 ( 4 ) I By Trust ( 2 )
Units of FXCM Holdings LLC ( 1 ) 05/22/2015 C 65,720 ( 1 ) ( 1 ) Class A Com-mon Stock 65,720 $ 0 0 ( 4 ) I By LLC ( 3 )
Units of FXCM Holdings LLC ( 1 ) 05/22/2015 C 51,149 ( 1 ) ( 1 ) Class A Com-mon Stock 51,149 $ 0 17,292 ( 4 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Brown James
C/O LONG RIDGE EQUITY PARTNERS
200 MADISON AVENUE, SUITE 1900
NEW YORK, NY10016
X
Signatures
/s/David S. Sassoon, as designated signatory 05/21/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to the terms of an exchange agreement, as of December 7, 2011, units of FXCM Holdings LLC are exchangeable for shares of Class A common stock of FXCM Inc. on a one-for-one basis.
( 2 )Held by a trust for the benefit of the Reporting Person's family, for which the Reporting Person's wife serves as trustee. The Reporting Person disclaims beneficial ownership over the securities held by this trust except to the extent of his pecuniary interest therein.
( 3 )Held by a limited liability company, for which the Reporting Person is manager. The Reporting Person disclaims beneficial ownership over the securities held by this limited liability company except to the extent of his pecuniary interest therein.
( 4 )Accounts for a mathematical error in the Reporting Person's May 21, 2015 Form 4, which inadvertently counted securities previously reported as having been disposed of on May 18, 2015.

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).
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