BGC Partners, Inc. (Form: 4, Received: 06/12/2023 16:33:35)

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	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 ^* Windeatt Sean A	2. Issuer Name and Ticker or Trading Symbol BGC Partners, Inc. [ BGCP ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Operating Officer
(Last) (First) (Middle) C/O BGC PARTNERS, INC., 499 PARK AVENUE	3. Date of Earliest Transaction (MM/DD/YYYY) 6/8/2023
(Street) NEW YORK, NY 10022	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
(City) (State) (Zip)	Rule 10b5-1(c) Transaction Indication ☐ Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

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)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

*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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
BGC Holdings Exchangeable Limited Partnership Interests ⁽¹⁾	⁽¹⁾	6/8/2023		D ⁽²⁾			128,279 ⁽²⁾	⁽¹⁾	⁽¹⁾	Class A common stock, par value $0.01 per share	128,279	$4.79 ⁽²⁾	0	D

Explanation of Responses:
(1)	As previously reported, on April 1, 2021, BGC Partners, Inc. (the "Company") granted the reporting person 128,279 non-exchangeable limited partnership interests (the "2021 Grant") of BGC Holding, L.P. ("BGC Holdings"). Pursuant to the exchange rights schedule of the 2021 Grant, on April 1, 2023, the 128,279 non-exchangeable limited partnership interests of BGC Holdings became immediately exchangeable by the reporting person for an aggregate of 128,279 shares of Class A common stock, par value $0.01 per share ("Class A Common Stock"), of the Company. The 2021 Grant was approved by the Compensation Committee of the Board of Directors of the Company (the "Compensation Committee") and was exempt pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
(2)	On June 8, 2023, the Company repurchased all of such 128,279 exchangeable limited partnership interests held by the reporting person at a price of $4.79 (the "2023 Repurchase"), the closing price of a share of Class A Common Stock on June 8, 2023. The 2023 Repurchase was approved by the Compensation Committee and was exempt pursuant to Rule 16b-3 under the Exchange Act.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Windeatt Sean A C/O BGC PARTNERS, INC. 499 PARK AVENUE NEW YORK, NY 10022			Chief Operating Officer

Signatures
/s/ Sean A. Windeatt		6/12/2023
^**Signature of Reporting Person		Date

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