Sec Form 3 Filing - Lutnick Brandon @ BGC Group, Inc. - 2025-02-21

FORM 3 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 Lutnick Brandon 2. Issuer Name and Ticker or Trading Symbol BGC Group, Inc. [ BGC] 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) 499 PARK AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 02/21/2025 (Street) NEW YORK, NY10022 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, par value $0.01 per share 8,758 ( 1 ) D Class A Common Stock, par value $0.01 per share 1,974,316 I See footnotes ( 2 ) ( 5 ) Class B Common Stock, par value $0.01 per share 4,119,184 I See footnotes ( 3 ) ( 4 ) ( 5 )

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 Lutnick Brandon 499 PARK AVENUE NEW YORK, NY10022 X Signatures /s/ Brandon Lutnick, Director 02/21/2025 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Consists of 8,758 shares of Class A common stock, par value $0.01 per share ("Class A Common Stock"), of BGC Group, Inc. (the "Company") held in a custodial account for the benefit of the reporting person under the Uniform Gifts to Minors Act. ( 2 )Consists of 1,974,316 shares of Class A Common Stock held indirectly, consisting of (i) 600,938 shares of Class A Common Stock held by KBCR Management Partners, LLC ("KBCR") of which the reporting person is the manager, (ii) 50,240 shares of Class A Common Stock held by LFA LLC ("LFA") of which the reporting person is the manager, (iii) 792,598 shares of Class A Common Stock held by various trust accounts (the "Descendants Trusts") of which the reporting person is trustee with decision making control, and (iv) 530,540 shares of Class A Common Stock held by various trust accounts (together with the Descendants Trusts, the "Trusts") of which the reporting person is trustee with decision making control. ( 3 )Consists of 4,119,184 shares of the Company's Class B Common Stock held indirectly, consisting of (i) 1,610,182 shares of Class B common stock, par value $0.01 per share, of the Company ("Class B Common Stock") held by a limited liability company (the "LLC Holder") of which the reporting person is the manager, (ii) 2,335,967 shares of Class B Common Stock held by KBCR, and (iii) 173,035 shares of Class B Common Stock held by LFA. ( 4 )The shares of Class B Common Stock are convertible at any time on a one-for-one basis (subject to adjustment) into shares of Class A Common Stock. ( 5 )Shares of Class A Common Stock and Class B Common Stock held by LLC Holder, KBCR, LFA, and the Trusts are included on this report because of the reporting person's position as the manager or trustee of each entity as described in Footnote 2 and 3 above. The reporting person disclaims beneficial ownership of all securities held by LLC Holder, KBCR, LFA, and the Trusts in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended or for any other purpose.

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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