Sec Form 4 Filing - Harkins Bryan @ Bats Global Markets, Inc. - 2017-02-28

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 Harkins Bryan 2. Issuer Name and Ticker or Trading Symbol Bats Global Markets, Inc. [ BATS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP, Head of US Markets (Last) (First) (Middle) 8050 MARSHALL DRIVE, SUITE 120 3. Date of Earliest Transaction (MM/DD/YY) 02/28/2017 (Street) LENEXA, KS66214 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 Common Stock 02/28/2017 D 189,779 ( 1 ) ( 2 ) D 0 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Harkins Bryan 8050 MARSH ALL DRIVE SUITE 120 LENEXA, KS66214 EVP, Head of US Markets Signatures /s/ Greg Steinberg, as Attorney-in-fact 02/28/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )As of the effective time (the "Effective Time") of the transactions contemplated by the Agreement and Plan of Merger by and among the Issuer, CBOE Holdings, Inc. ("CBOE"), CBOE Corporation and CBOE V, LLC, dated as of September 25, 2016 (the "Merger Agreement"), each outstanding share of common stock of the Issuer ("Common Stock") was canceled and converted into the right to receive (i) 0.3201 of a share of common stock of CBOE, par value $0.01 per share ("CBOE Common Stock") and $10.00 in cash, (ii) an amount of cash, without interest, equal to the sum of (a) $10 and (b) the product obtained by multiplying 0.3201 by the volume-weighted average price of shares of CBOE Common Stock for the period of the ten consecutive trading days ending on the second full trading day prior to the Effective Time (the "Closing VWAP"), or (iii) a number of shares of CBOE Common Stock equal to the sum of (a)0.3201 and (b) the quotient obtained by dividing $10 by the Closing VWAP (the "Exchange Ratio"). ( 2 )Includes: 10,351 shares of restricted Common Stock that are scheduled to vest 1/31/2018; 8,984 shares of restricted Common Stock that are scheduled to vest 12/1/2018; 22,665 shares of restricted Common Stock that are scheduled to vest 12/1/2019; 14,433 shares of restricted Common Stock that are scheduled to vest 12/15/2019; 83,877 shares of restricted Common Stock that are scheduled to vest 1/13/2020. ( 3 )Pursuant to the Merger Agreement, at the Effective Time, each outstanding award of restricted Common Stock held by the Reporting Person will be cancelled and converted into an award of restricted shares of CBOE Common Stock, subject to the same terms and conditions that applied to the applicable restricted Common Stock award immediately prior to the Effective Time (but taking into account any changes, including any acceleration of vesting of such shares of restricted Common Stock, occurring by reason provided for in the Merger Agreement). The number of shares of CBOE Common Stock subject to each such award shall be equal to the number of shares of Common Stock subject to the corresponding restricted Common Stock award multiplied by the Exchange Ratio.

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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