Common use of PROSPECTUS SUPPLEMENT SUMMARY Clause in Contracts

PROSPECTUS SUPPLEMENT SUMMARY. This summary highlights selected information from this prospectus supplement, but may not contain all information that may be important to you. The following summary is qualified in its entirety by the more detailed information included in or incorporated by reference into this prospectus supplement and accompanying base prospectus. For a more complete understanding of the terms of our Class A common stock, and before making your investment decision, you should carefully read this entire prospectus supplement, the accompanying base prospectus, and the documents referred to in “Where You Can Find More Information” and “Documents Incorporated by Reference.” See the “Certain Defined Terms” section beginning on page vi of this prospectus supplement for the definition of certain terms used in this prospectus supplement and accompanying base prospectus. When we use the words “BGC Partners,” “BGC,” “we,” “us,” “our” or the “Company,” we are referring to BGC Partners, Inc. and its consolidated subsidiaries. The Company We are a leading global brokerage company servicing the financial and real estate markets through our two segments, Financial Services and Real Estate Services. Through our Financial Services brands, including BGC ® , GFI ® , Sunrise and XX Xxxxxx™, among others, our Financial Services segment specializes in the brokerage of a broad range of products, including fixed income (rates and credit), foreign exchange, equities, energy and commodities, and futures. We also provide a wide range of services, including trade execution, broker-dealer services, clearing, processing, information, and other back-office services to a broad range of financial and non-financial institutions. Our integrated platform is designed to provide flexibility to customers with regard to price discovery, execution and processing of transactions, and enables them to use voice, hybrid, or in many markets, fully electronic brokerage services in connection with transactions executed either over-the-counter , which we refer to as “OTC,” or through an exchange. Through our electronic brands including FENICS ® , GFI ® , , Lucera ® , BGC Trader™, BGC Market Data and Capitalab ® brands, we offer fully electronic brokerage, financial technology solutions, market data, trade compression, post-trade services, and analytics related to select financial instruments and markets. Newmark Xxxxx Xxxxxx Xxxxx, which we refer to as “NGKF,” is our leading commercial real estate business that comprises our Real Estate Services segment. Under brand names including Newmark Xxxxx Xxxxxx Xxxxx TM , Xxxxxxx Xxxxxxx & Xxxxx XX , Apartment Realty Advisors (ARA ® ), Computerized Facility Integration T M, , which we refer to as “CFI,” Xxxxxxxx ® , and Excess Space Retail Services, Inc., NGKF offers commercial real estate tenants, owner-occupiers, investors, lenders, multi-national corporations and developers a wide range of services, including leasing and corporate advisory services, investment sales, and real estate finance, consulting, appraisal and valuation, project management, and property and facilities management services. NGKF offers these services to clients in a broad range of products, including office, retail, industrial, multifamily, student housing, hotels, data center, healthcare, self-storage, land, condominium conversions, subdivisions and special use. For the twelve months ended December 31, 2016, we completed more than 16,500 real estate transactions in the U.S. with total deal consideration in excess of $57 billion. On January 12, 2016, we announced that we had completed our merger with GFI Group, which we refer to as “GFI,” and now own 100% of GFI’s outstanding shares. This transaction included our successful completion on February 26, 2015 of a tender offer to acquire shares of common stock, par value $0.01 per share, of GFI for $6.10 per share in cash and accept for purchase 54.3 million shares, which we refer to as the “Tendered Shares,” tendered to us pursuant to our offer. GFI is a leading intermediary and provider of trading technologies and support services to the global OTC and listed markets. GFI serves institutional clients in operating electronic and hybrid markets for cash and derivative products across multiple asset classes. For further details, see “Acquisition of GFI Group Inc.” Our customers include many of the world’s largest banks, broker-dealers, investment banks, trading firms, hedge funds, governments, corporations, property owners, real estate developers and investment firms. We have more than 100 offices globally in major markets including New York and London, as well as in Atlanta, Beijing, Bogota, Boston, Buenos Aires, Charlotte, Chicago, Copenhagen, Dallas, Denver, Dubai, Dublin, Geneva, Hong Kong, Houston, Istanbul, Johannesburg, Los Angeles, Madrid, Mexico City, Miami, Moscow, Nyon, Paris, Philadelphia, Rio de Janeiro, San Francisco, Santa Clara, Santiago, São Paulo, Seoul, Shanghai, Singapore, Sydney, Tel Aviv, Tokyo, Toronto and Washington, D.C. Our Organizational Structure We are a holding company, and our businesses are operated through two operating partnerships, BGC U.S., which holds our U.S. businesses, and BGC Global, which holds our non-U.S. businesses. The limited partnership interests of the two operating partnerships are held by us and BGC Holdings, and the limited partnership interests of BGC Holdings are currently held by limited partnership unit holders, founding partners, and Cantor. We hold the BGC Holdings general partnership interest and the BGC Holdings special voting limited partnership interest, which entitle us to remove and appoint the general partner of BGC Holdings, and serve as the general partner of BGC Holdings, which entitles us to control BGC Holdings. BGC Holdings, in turn, holds the BGC U.S. general partnership interest and the BGC U.S. special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC U.S., and the BGC Global general partnership interest and the BGC Global special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC Global, and serves as the general partner of BGC U.S. and BGC Global, all of which entitle BGC Holdings (and thereby us) to control each of BGC U.S. and BGC Global. BGC Holdings holds its BGC Global general partnership interest through a company incorporated in the Cayman Islands, BGC Global Holdings GP Limited. Executive Offices Our executive offices are located at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, while our international headquarters is located at 0 Xxxxxxxxx Xxxxx, Canary Wharf, London E14 5RD, United Kingdom. Our telephone number is (000) 000-0000. Our website is located at xxx.xxxxxxxxxxx.xxx , and our e-mail address is xxxx@xxxxxxxxxxx.xxx. The information contained on, or that may be accessed through, our website is not part of, and is not incorporated into, this prospectus supplement. The Offering Shares of our Class A common stock offered by us Up to 20,000,000 shares of our Class A common stock from time to time through CF&Co. Plan of Distribution “At the market offering” that may be made from time to time through our sales agent, CF&Co. See “Plan of Distribution” on page S-17. Use of Proceeds We intend to use the net proceeds from the sale of the shares of our Class A common stock that we offer by this prospectus supplement for general corporate purposes, including, but not limited to, financing our existing businesses and operations, expanding our businesses and operations through additional broker or other hires, strategic alliances and acquisitions, and repurchasing shares of Class A common stock or redeeming or purchasing limited partnership interests of BGC Holdings or other equity interests of our subsidiaries from Cantor, our executive officers, other employees, partners and others. Certain of such partners will be expected to use the proceeds from such sales to repay outstanding loans to, or credit enhanced by, Xxxxxx before receipt of any proceeds. We may use the net proceeds of this offering directly for such purposes, or contribute a portion of the net proceeds to BGC U.S. and/or BGC Global, which OpCos may in turn use the proceeds for such purposes. See “Use of Proceeds” on page S-4. Risk Factors Investing in our Class A common stock involves a high degree of risk. Please read the information contained in and incorporated by reference under the heading “Risk Factors” on page S-3 of this prospectus supplement, and under similar headings in the other documents that are filed after the date hereof and incorporated by reference into this prospectus supplement. Nasdaq Global Select Market symbol BGCP RISK FACTORS An investment in shares of our Class A common stock involves risks and uncertainties. You should consider carefully the risks below, the “Risk Factors” section of our latest Annual Report on Form 10-K filed with the SEC, and any updates to those risk factors or new risk factors contained in our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC, all of which we incorporate by reference herein, as well as the other information included in this prospectus before making an investment decision. Any of the risk factors could significantly and negatively affect our businesses, financial condition, results of operations, cash flows, and prospects and the trading price of Class A common stock. You could lose all or part of your investment. Risks Related to This Offering and Our Class A Common Stock Our management will have broad discretion with respect to the use of the proceeds of this offering. Although we have highlighted the intended use of proceeds for this offering, our management will have broad discretion as to the application of these net proceeds and could use them for purposes other than those contemplated at the time of this offering. Accordingly, you will be relying on the judgment of our management with regard to the use of these net proceeds, and you will not have the opportunity, as part of your investment decision, to assess whether the proceeds are being used appropriately. It is possible that the proceeds will be invested in a way that does not yield a favorable, or any, return for us and cause the price of our Class A common stock to decline. Future sales of our Class A common stock could have an adverse effect on our stock price. We cannot predict the effect, if any, of future sales of our Class A common stock, or the availability of shares for future sales, on the market price of our Class A common stock. Sales of substantial amounts of our Class A common stock, or the perception that such sales could occur, could dilute existing holders of our Class A common stock and may adversely affect prevailing market prices for our Class A common stock.

PROSPECTUS SUPPLEMENT SUMMARY. This summary highlights selected certain information from about us, this prospectus supplement, but may not contain all offering and information that may be important to you. The following summary is qualified appearing elsewhere in its entirety by the more detailed information included in or incorporated by reference into this prospectus supplement and accompanying base prospectus. For a more complete understanding of the terms of our Class A common stock, and before making your investment decision, you should carefully read this entire prospectus supplement, the accompanying base prospectus, prospectus and the documents referred incorporated by reference therein. This summary is not complete and does not contain all of the information that you should consider before making an investment decision. To fully understand this offering and its consequences to you, you should read this entire prospectus supplement and the accompanying base prospectus carefully, including the factors described under the heading “Risk Factors” in “Where You Can Find More Information” and “Documents Incorporated by Reference.” See the “Certain Defined Terms” section this prospectus supplement beginning on page vi S-4 and page 6 of the accompanying base prospectus, together with any free writing prospectus we have authorized for use in connection with this offering and the financial statements and all other information incorporated by reference in this prospectus supplement for and the definition of certain terms accompanying base prospectus. When used in this prospectus supplement and the accompanying base prospectus. When we use , except where the words context otherwise requires, the terms “BGC Partners,” “BGCiBio,” “we,” “us,” and “our” or the “Company,” we are referring refer to BGC PartnersiBio, Inc. and its consolidated subsidiaries. The Our Company We are a leading global brokerage company servicing full-service plant-based expression biologics CDMO equipped to deliver pre-clinical development through regulatory approval, commercial product launch and on- going commercial phase requirements. As a biotechnology company, we are focused on using our proprietary technologies and production facilities to provide product development and manufacturing services to clients, collaborators and third-party customers as well as developing and commercializing our own product candidates. Our assets and capabilities include proprietary and transformative methods for the financial development, improvement, and real estate markets through our two segmentsproduction of biologics using hydroponically grown, Financial Services and Real Estate Servicestransiently- transfected green plants for recombinant protein production. Through our Financial Services brands, including BGC ® , GFI ® , Sunrise and XX Xxxxxx™, among others, our Financial Services segment specializes in the brokerage of Our technologies have been successfully used with a broad diverse range of productsbiopharmaceutical product candidates including products against fibrotic diseases, including fixed income (rates and credit)vaccines, foreign exchangeenzyme replacements, equities, energy and commoditiesmonoclonal antibodies, and futuresrecombinant versions of marketed products that are currently derived from human blood plasma. We also provide a wide range iBio technologies have been used to advance development of services, including trade execution, broker-dealer services, clearing, processing, information, certain products that have been commercially infeasible to develop with conventional technologies such as Chinese hamster ovary cell systems and other back-office services to a broad range of financial and non-financial institutions. Our integrated platform is designed to provide flexibility to customers with regard to price discovery, execution and processing of transactions, and enables them to use voice, hybrid, or in many markets, fully electronic brokerage services in connection with transactions executed either over-the-counter , which we refer to as “OTC,” or through an exchange. Through our electronic brands including FENICS ® , GFI ® , , Lucera ® , BGC Trader™, BGC Market Data and Capitalab ® brands, we offer fully electronic brokerage, financial technology solutions, market data, trade compression, post-trade services, and analytics related to select financial instruments and markets. Newmark Xxxxx Xxxxxx Xxxxx, which we refer to as “NGKF,” is our leading commercial real estate business that comprises our Real Estate Services segment. Under brand names including Newmark Xxxxx Xxxxxx Xxxxx TM , Xxxxxxx Xxxxxxx & Xxxxx XX , Apartment Realty Advisors (ARA ® ), Computerized Facility Integration T M, , which we refer to as “CFI,” Xxxxxxxx ® , and Excess Space Retail Services, Inc., NGKF offers commercial real estate tenants, owner-occupiers, investors, lenders, multi-national corporations and developers a wide range of services, including leasing and corporate advisory services, investment sales, and real estate finance, consulting, appraisal and valuation, project management, and property and facilities management services. NGKF offers these services to clients in a broad range of products, including office, retail, industrial, multifamily, student housing, hotels, data center, healthcare, self-storage, land, condominium conversions, subdivisions and special use. For the twelve months ended December 31, 2016, we completed more than 16,500 real estate transactions in the U.S. with total deal consideration in excess of $57 billion. On January 12, 2016, we announced that we had completed our merger with GFI Group, which we refer to as “GFI,” and now own 100% of GFI’s outstanding shares. This transaction included our successful completion on February 26, 2015 of a tender offer to acquire shares of common stock, par value $0.01 per share, of GFI for $6.10 per share in cash and accept for purchase 54.3 million shares, which we refer to as the “Tendered Shares,” tendered to us pursuant to our offer. GFI is a leading intermediary and provider of trading technologies and support services to the global OTC and listed markets. GFI serves institutional clients in operating electronic and hybrid markets for cash and derivative products across multiple asset classes. For further details, see “Acquisition of GFI Group Inc.” Our customers include many of the world’s largest banks, broker-dealers, investment banks, trading firms, hedge funds, governments, corporations, property owners, real estate developers and investment firmsmicrobial fermentation methods. We have more than 100 offices globally in major markets including New York also used our technologies to create and Londonproduce experimental, as well as in Atlanta, Beijing, Bogota, Boston, Buenos Aires, Charlotte, Chicago, Copenhagen, Dallas, Denver, Dubai, Dublin, Geneva, Hong Kong, Houston, Istanbul, Johannesburg, Los Angeles, Madrid, Mexico City, Miami, Moscow, Nyon, Paris, Philadelphia, Rio de Janeiro, San Francisco, Santa Clara, Santiago, São Paulo, Seoul, Shanghai, Singapore, Sydney, Tel Aviv, Tokyo, Toronto and Washington, D.C. Our Organizational Structure proprietary derivatives of pre-existing products with improved properties. We are a holding company, believe that our technologies and our businesses are operated through two operating partnerships, BGC U.S., which holds our U.S. businesses, development and BGC Global, which holds our non-U.S. businesses. The limited partnership interests of the two operating partnerships are held by us manufacturing capabilities offer clients and BGC Holdings, and the limited partnership interests of BGC Holdings are currently held by limited partnership unit holders, founding partners, and Cantor. We hold the BGC Holdings general partnership interest and the BGC Holdings special voting limited partnership interest, which entitle us to remove and appoint the general partner of BGC Holdings, and serve as the general partner of BGC Holdings, which entitles us to control BGC Holdings. BGC Holdings, in turn, holds the BGC U.S. general partnership interest and the BGC U.S. special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC U.S., and the BGC Global general partnership interest and the BGC Global special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC Global, and serves as the general partner of BGC U.S. and BGC Global, all of which entitle BGC Holdings (and thereby us) to control each of BGC U.S. and BGC Global. BGC Holdings holds its BGC Global general partnership interest through a company incorporated in the Cayman Islands, BGC Global Holdings GP Limited. Executive Offices Our executive offices are located at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, while our international headquarters is located at 0 Xxxxxxxxx Xxxxx, Canary Wharf, London E14 5RD, United Kingdom. Our telephone number is (000) 000-0000. Our website is located at xxx.xxxxxxxxxxx.xxx , and our e-mail address is xxxx@xxxxxxxxxxx.xxx. The information contained on, or that may be accessed through, our website is not part of, and is not incorporated into, this prospectus supplement. The Offering Shares of our Class A common stock offered by us Up to 20,000,000 shares of our Class A common stock from time to time through CF&Co. Plan of Distribution “At the market offering” that may be made from time to time through our sales agent, CF&Co. See “Plan of Distribution” on page S-17. Use of Proceeds We intend to use the net proceeds from the sale of the shares of our Class A common stock that we offer by this prospectus supplement for general corporate purposes, including, but not limited to, financing our existing businesses and operations, expanding our businesses and operations through additional broker or other hires, strategic alliances and acquisitions, and repurchasing shares of Class A common stock or redeeming or purchasing limited partnership interests of BGC Holdings or other equity interests of our subsidiaries from Cantor, our executive officers, other employees, partners and others. Certain of such partners will be expected to use the proceeds from such sales to repay outstanding loans to, or credit enhanced by, Xxxxxx before receipt of any proceeds. We may use the net proceeds of this offering directly for such purposes, or contribute a portion of the net proceeds to BGC U.S. and/or BGC Global, which OpCos may in turn use the proceeds for such purposes. See “Use of Proceeds” on page S-4. Risk Factors Investing in our Class A common stock involves a high degree of risk. Please read the information contained in and incorporated by reference under the heading “Risk Factors” on page S-3 of this prospectus supplement, and under similar headings in the other documents that are filed after the date hereof and incorporated by reference into this prospectus supplement. Nasdaq Global Select Market symbol BGCP RISK FACTORS An investment in shares of our Class A common stock involves risks and uncertainties. You should consider carefully the risks below, the “Risk Factors” section of our latest Annual Report on Form 10-K filed with the SEC, and any updates to those risk factors or new risk factors contained in our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC, all of which we incorporate by reference herein, as well as the other information included in this prospectus before making an investment decision. Any of the risk factors could significantly and negatively affect our businesses, financial condition, results of operations, cash flows, and prospects and the trading price of Class A common stock. You could lose all or part of your investment. Risks Related to This Offering and Our Class A Common Stock Our management will have broad discretion with respect to collaborators multiple advantages over the use of legacy methods, including increased efficiency in early-stage product screening, more predictable and shorter time frames during preclinical product development and testing, and significant time and cost savings in making the proceeds of this offeringtransitions between clinical trial phases and eventual product launch. Although we have highlighted the intended use of proceeds for this offeringIn addition, our management will have broad discretion as technologies are applicable to the application of these net proceeds both improving process efficiency and could use them for purposes other than those contemplated at the time of this offering. Accordingly, you will be relying on the judgment of our management with regard to the use of these net proceeds, improving product quality and you will not have the opportunity, as part of your investment decision, to assess whether the proceeds are being used appropriately. It is possible that the proceeds will be invested in a way that does not yield a favorable, or any, return for us and cause the price of our Class A common stock to decline. Future sales of our Class A common stock could have an adverse effect on our stock priceperformance characteristics. We cannot predict the effect, if any, of future sales of our Class A common stock, or the availability of shares for future sales, on the market price of our Class A common stock. Sales of substantial amounts of our Class A common stock, or the perception that such sales could occur, could dilute existing holders of our Class A common stock and may adversely affect prevailing market prices expect demand for our Class A common stock.technologies and services to increase steadily and to provide significant revenue opportunities with clients addressing the expanding global market for biopharmaceutical products because the competitive success of new products often depends on improved efficacy and safety or on reduced development time and cost-effective manufacturing processes. We believe our technologies and capabilities deliver these benefits to our collaborators and clients. We expect to provide services and participate in collaborative development programs with a diverse group of clients and collaborators. We are also developing our own proprietary biopharmaceuticals for human and animal diseases. Our human biopharmaceutical pipeline is comprised of a treatment for fibrotic diseases (“IBIO-100”, formerly described as “CFB03”) and a vaccine for COVID-19 disease (“IBIO-200”). The veterinary use pipeline is comprised of a vaccine for classical swine fever (IBIO-400). We routinely evaluate opportunities for in-licensing new product candidates originating in both academic institutions and corporate research programs. We developed and implemented a new business model as a result of the ongoing litigation against our original research and development contractor. Our business model comprises three key elements:

PROSPECTUS SUPPLEMENT SUMMARY. This summary highlights certain information about us, this offering and selected information from this prospectus supplement, but may not contain all information that may be important to you. The following summary is qualified in its entirety by the more detailed information included contained elsewhere in or incorporated by reference into this prospectus supplement and the accompanying base prospectus. This summary is not complete and does not contain all of the information that you should consider before deciding whether to invest in our common stock. For a more complete understanding of our company and this offering, we encourage you to read and consider carefully the terms of our Class A common stock, and before making your investment decision, you should carefully read this entire prospectus supplement, the accompanying base prospectus, and the documents referred to in “Where You Can Find More Information” and “Documents Incorporated by Reference.” See the “Certain Defined Terms” section beginning on page vi of this prospectus supplement for the definition of certain terms used more detailed information in this prospectus supplement and the accompanying base prospectus, including the information incorporated by reference into this prospectus supplement and the accompanying prospectus, and the information referred to under the heading “Risk Factors” in this prospectus supplement on page S-6 and in the documents incorporated by reference into this prospectus supplement and the accompanying prospectus. When we use Unless the words context indicates otherwise, as used in this prospectus, the terms “BGC PartnersFulgent Genetics,” “BGCFulgent,” “the Company,” “we,” “us,” and “our” or the “Company,” we are referring refer to BGC PartnersFulgent Genetics, Inc., a Delaware corporation, and its subsidiaries. About Fulgent Genetics, Inc. Fulgent is a technology company offering comprehensive genetic testing providing physicians with clinically actionable diagnostic information they can use to improve the quality of patient care. We have developed a proprietary technology platform that allows us to offer a broad and its consolidated subsidiariesflexible test menu and continually expand and improve our proprietary genetic reference library, while maintaining accessible pricing, high accuracy and competitive turnaround times. The Company Combining next generation sequencing, or NGS, with our technology platform, we perform full-gene sequencing with deletion/duplication analysis in single-gene tests; pre- established, multi-gene, disease-specific panels; and customized panels that can be tailored to meet specific customer needs. We believe our test menu offers more genes for testing than our competitors in today’s market, which enables us to provide expansive options for test customization and clinically actionable results. After launching our first commercial genetic tests in 2013, we have expanded our test menu to include approximately 18,000 single-gene tests and more than 900 panels that collectively test for approximately 5,700 genetic conditions, including various cancers, cardiovascular diseases, neurological disorders and pediatric conditions. A cornerstone of our business is our ability to provide expansive options and flexibility for all clients’ unique genetic testing needs. Genetic testing offers the possibility of early identification of a disease or a genetic predisposition to a disease and enhanced disease treatment and prognosis. As a result, we believe widespread genetic testing could enable significant health improvements and healthcare cost reductions by providing patients and clinicians with more advanced knowledge and options for personal health management plans. Due to these and other potential benefits, genetic testing has experienced significant growth in recent years. If this growth trend continues, we believe genetic testing will become part of standard medical care and the knowledge of a person’s unique genetic makeup could play a more important role in the practice of medicine. We believe this growth has been tempered in prior years, however, because many tests are a leading global brokerage company servicing the financial prohibitively expensive, are produced through inefficient processes and real estate markets through our two segments, Financial Services and Real Estate Servicesoften do not result in clinically actionable data. Through our Financial Services brandstechnology platform, including BGC ® we have developed an offering that we believe addresses these industry challenges and provides a sustainable competitive advantage, GFI ® , Sunrise both in today’s genetic testing market and XX Xxxxxx™, among others, our Financial Services segment specializes as we seek to implement new diagnostic tools in the brokerage of future. Our technology platform, which integrates sophisticated data comparison and suppression algorithms, adaptive learning software, advanced genetic diagnostics tools and integrated laboratory processes, allows us to offer a broad range of products, including fixed income (rates and credit), foreign exchange, equities, energy and commodities, and futurestest menu with expansive genetic coverage. We also believe the comprehensive data output and high detection rates of our tests, both made possible by this expansive genetic coverage, provide a wide range of services, including trade execution, broker-dealer services, clearing, processing, information, and other back-office services to a broad range of financial and non-financial institutions. Our integrated platform is designed to provide flexibility to customers physicians with regard to price discovery, execution and processing of transactions, and enables them to use voice, hybrid, or in many markets, fully electronic brokerage services in connection with transactions executed either over-the-counter information they can readily incorporate into treatment decisions for their patients, which we refer to as “OTC,” or through an exchangeclinical actionability. Through In addition, our electronic brands including FENICS ® technology platform facilitates our ability to perform customized genetic tests using our expansive library of genes, GFI ® and we believe this flexibility increases the utility of the genetic data we produce. Further, our technology platform provides us with operating efficiencies that help lower our internal costs, Lucera ® which allows us to offer our tests at accessible price points. As a result, BGC Trader™our efforts to build and continually enhance our technology platform allow us to deliver comprehensive, BGC Market Data adaptable, clinically actionable and Capitalab ® brandsaffordable genetic analysis while maintaining a low cost per billable test, enabling us to efficiently meet the needs of our growing base of customers. Since March 2020, we offer fully electronic brokeragehave commercially launched several tests for the detection of SARS-CoV-2, financial technology solutionsthe virus that causes the novel coronavirus disease, market dataor COVID-19, trade compressionincluding NGS and reverse transcription polymerase chain reaction – based tests, postor RT-trade servicesPCR- based tests. We have received Emergency Use Authorizations, or EUAs, from the U.S. Food and Drug Administration, or the FDA, for the RT-PCR-based tests for the detection of SARS-CoV-2 using upper respiratory specimens (nasal, nasopharyngeal, and analytics related oropharyngeal swabs) and for our at-home testing service through Picture Genetics. Our at-home testing service for COVID-19 and RT-PCR-based test have been granted EUAs by the FDA only for the detection of nucleic acid from SARS-CoV-2, not for any other viruses or pathogens. We are currently accepting patient samples directly to select financial instruments our Biosafety Level 2, or BSL-2, certified laboratory in Temple City, California where we have the capacity to accept and marketsprocess thousands of samples per day with a typical turn-around time of 24-48 hours from the time the sample was received and accepted. Newmark Xxxxx Xxxxxx XxxxxTo date, we have processed orders for our COVID-19 tests from a variety of customers, including governmental bodies, municipalities, and large corporations we have processed orders for our COVID-19 tests from a variety of customers, including governmental bodies, municipalities, and large corporations. Corporate Information We were incorporated in Delaware on May 13, 2016. We are the holding company of our subsidiaries, including primarily Fulgent Therapeutics LLC, or Fulgent LLC, which we refer to as “NGKF,” is our leading commercial real estate business that comprises our Real Estate Services segmentwas initially formed in June 2011. Under brand names including Newmark Xxxxx Xxxxxx Xxxxx TM , Xxxxxxx Xxxxxxx & Xxxxx XX , Apartment Realty Advisors (ARA ® ), Computerized Facility Integration T M, , which we refer to as “CFI,” Xxxxxxxx ® , and Excess Space Retail Services, Inc., NGKF offers commercial real estate tenants, owner-occupiers, investors, lenders, multi-national corporations and developers a wide range of services, including leasing and corporate advisory services, investment sales, and real estate finance, consulting, appraisal and valuation, project management, and property and facilities management services. NGKF offers these services to clients in a broad range of products, including office, retail, industrial, multifamily, student housing, hotels, data center, healthcare, self-storage, land, condominium conversions, subdivisions and special use. For the twelve months ended December 31On September 30, 2016, we completed more than 16,500 real estate transactions Fulgent LLC became our wholly owned subsidiary in the U.S. with total deal consideration in excess of $57 billion. On January 12, 2016, we announced that we had completed our merger with GFI Group, which we refer to as “GFI,” and now own 100% of GFI’s outstanding shares. This a transaction included our successful completion on February 26, 2015 of a tender offer to acquire shares of common stock, par value $0.01 per share, of GFI for $6.10 per share in cash and accept for purchase 54.3 million shares, which we refer to as the “Tendered Shares,” tendered to us pursuant to our offer. GFI is a leading intermediary and provider Reorganization, in which the holders of trading technologies and support services all equity interests in Fulgent LLC immediately prior to the global OTC and listed markets. GFI serves institutional clients in operating electronic and hybrid markets for cash and derivative products across multiple asset classes. For further details, see “Acquisition of GFI Group Inc.” Our customers include many of the world’s largest banks, broker-dealers, investment banks, trading firms, hedge funds, governments, corporations, property owners, real estate developers and investment firms. We have more than 100 offices globally in major markets including New York and London, as well as in Atlanta, Beijing, Bogota, Boston, Buenos Aires, Charlotte, Chicago, Copenhagen, Dallas, Denver, Dubai, Dublin, Geneva, Hong Kong, Houston, Istanbul, Johannesburg, Los Angeles, Madrid, Mexico City, Miami, Moscow, Nyon, Paris, Philadelphia, Rio de Janeiro, San Francisco, Santa Clara, Santiago, São Paulo, Seoul, Shanghai, Singapore, Sydney, Tel Aviv, Tokyo, Toronto and Washington, D.C. Our Organizational Structure We are a holding company, and our businesses are operated through two operating partnerships, BGC U.S., which holds our U.S. businesses, and BGC Global, which holds our non-U.S. businesses. The limited partnership interests of the two operating partnerships are held by us and BGC Holdings, and the limited partnership interests of BGC Holdings are currently held by limited partnership unit holders, founding partners, and Cantor. We hold the BGC Holdings general partnership interest and the BGC Holdings special voting limited partnership interest, which entitle us to remove and appoint the general partner of BGC Holdings, and serve as the general partner of BGC Holdings, which entitles us to control BGC Holdings. BGC Holdings, in turn, holds the BGC U.S. general partnership interest and the BGC U.S. special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC U.S., and the BGC Global general partnership interest and the BGC Global special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC Global, and serves as the general partner of BGC U.S. and BGC Global, Reorganization became all of which entitle BGC Holdings (and thereby us) to control each of BGC U.S. and BGC Global. BGC Holdings holds its BGC Global general partnership interest through a company incorporated in our stockholders immediately following the Cayman Islands, BGC Global Holdings GP Limited. Executive Offices Our executive offices are located at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, while our international headquarters is located at 0 Xxxxxxxxx Xxxxx, Canary Wharf, London E14 5RD, United Kingdom. Our telephone number is (000) 000-0000Reorganization. Our website is located at xxx.xxxxxxxxxxx.xxx , and our e-mail address is xxxx@xxxxxxxxxxx.xxxw xx.xxxxxxxxxxxxxxx.xxx. The Any information contained on, or that may can be accessed through, our website is not part of, and is not incorporated by reference into, this prospectus supplement. The Offering Shares nor is it in any way part of our Class A common stock offered by us Up to 20,000,000 shares of our Class A common stock from time to time through CF&Co. Plan of Distribution “At the market offering” that may be made from time to time through our sales agent, CF&Co. See “Plan of Distribution” on page S-17. Use of Proceeds We intend to use the net proceeds from the sale of the shares of our Class A common stock that we offer by this prospectus supplement for general corporate purposes, including, but and should not limited to, financing be relied upon in connection with making any decision with respect to an investment in our existing businesses and operations, expanding our businesses and operations through additional broker or other hires, strategic alliances and acquisitions, and repurchasing shares of Class A common stock or redeeming or purchasing limited partnership interests of BGC Holdings or other equity interests of our subsidiaries from Cantor, our executive officers, other employees, partners and others. Certain of such partners will be expected to use the proceeds from such sales to repay outstanding loans to, or credit enhanced by, Xxxxxx before receipt of any proceedssecurities. We may use the net proceeds of this offering directly for such purposesare required to file annual, or contribute a portion of the net proceeds to BGC U.S. and/or BGC Globalquarterly and current reports, which OpCos may in turn use the proceeds for such purposes. See “Use of Proceeds” on page S-4. Risk Factors Investing in our Class A common stock involves a high degree of risk. Please read the proxy statements and other information contained in and incorporated by reference under the heading “Risk Factors” on page S-3 of this prospectus supplement, and under similar headings in the other documents that are filed after the date hereof and incorporated by reference into this prospectus supplement. Nasdaq Global Select Market symbol BGCP RISK FACTORS An investment in shares of our Class A common stock involves risks and uncertainties. You should consider carefully the risks below, the “Risk Factors” section of our latest Annual Report on Form 10-K filed with the SEC. You may obtain any of the documents filed by us with the SEC at no cost from the SEC's website at xxxx://xxx.xxx.xxx. We are a “smaller reporting company” as defined in Rule 12b-2 of the Exchange Act, and we qualify as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012, as amended, or JOBS Act. We will remain an emerging growth company until December 31, 2021, unless our gross revenue exceeds $1.07 billion in any updates fiscal year before that date, we issue more than $1.0 billion of non-convertible debt in any three-year period before that date or the market value of our common stock held by non-affiliates exceeds $700.0 million as of the last business day of the second fiscal quarter of any fiscal year before that date. We have elected to those risk factors or new risk factors contained take advantage of certain of the scaled disclosure available for smaller reporting companies and emerging growth companies in our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC, all of which we incorporate by reference herein, this prospectus as well as our filings under the other information included in this prospectus before making an investment decision. Any of the risk factors could significantly and negatively affect our businesses, financial condition, results of operations, cash flows, and prospects and the trading price of Class A common stock. You could lose all or part of your investment. Risks Related to This Offering and Our Class A Common Stock Our management will have broad discretion with respect to the use of the proceeds of this offering. Although we have highlighted the intended use of proceeds for this offering, our management will have broad discretion as to the application of these net proceeds and could use them for purposes other than those contemplated at the time of this offering. Accordingly, you will be relying on the judgment of our management with regard to the use of these net proceeds, and you will not have the opportunity, as part of your investment decision, to assess whether the proceeds are being used appropriately. It is possible that the proceeds will be invested in a way that does not yield a favorable, or any, return for us and cause the price of our Class A common stock to decline. Future sales of our Class A common stock could have an adverse effect on our stock price. We cannot predict the effect, if any, of future sales of our Class A common stock, or the availability of shares for future sales, on the market price of our Class A common stock. Sales of substantial amounts of our Class A common stock, or the perception that such sales could occur, could dilute existing holders of our Class A common stock and may adversely affect prevailing market prices for our Class A common stockExchange Act.

PROSPECTUS SUPPLEMENT SUMMARY. The following summary of our business highlights certain of the information contained elsewhere in, or incorporated by reference into, this prospectus supplement and the accompanying prospectus. This summary highlights selected information from this prospectus supplement, but may does not contain all of the information that may be important to you. The following summary is qualified in its entirety by the more detailed information included in or incorporated by reference into this prospectus supplement and accompanying base prospectus. For a more complete understanding of the terms of our Class A common stock, and before making your investment decision, you You should carefully read this entire prospectus supplement, supplement and the accompanying base prospectus, and including any information incorporated by reference, which are described under the documents referred to in headings “Where You Can Find More Additional Information” and “Documents Incorporated Incorporation of Certain Information by Reference.” See herein and therein. In particular, you should carefully consider the risks and uncertainties described under the heading “Certain Defined TermsRisk Factors” section beginning on page vi of this prospectus supplement for the definition of certain terms used in this prospectus supplement and in the accompanying base prospectus, as well as those contained in the other documents incorporated by reference herein and any related free writing prospectus. When On October 27, 2020, we use acquired Viridian Therapeutics (“Private Viridian”) pursuant to an agreement and plan of merger (the words “BGC PartnersMerger”), and we changed our name to Viridian Therapeutics, Inc. on January 20, 2021. As used in this prospectus, unless the context otherwise requires, references to “Viridian,” the “BGCcompany,” “we,” “us,” and “our” or refer to (i) prior to the “Company,” we are referring to BGC Partnersdate of the Merger, Inc. Private Viridian, and its wholly owned, consolidated subsidiaries, or either or all of them as the context may require, and (ii) following the date of the Merger, Viridian Therapeutics, Inc., and its wholly owned, consolidated subsidiaries, or either or all of them as the context may require. The Company Overview We are a leading global brokerage biotechnology company servicing advancing new treatments for patients with diseases that are underserved by today’s therapies. Marketed therapies often leave room for improvements in efficacy, safety, or dosing convenience and also for competitively priced alternatives. We believe that first-generation drugs rarely represent optimal solutions and that the financial potential exists to develop alternatives that improve patient outcomes, moderate side effects, enhance quality of life, ease access, and real estate markets through augment market competition. Our business model is to identify product opportunities in indications for which clinical trial data demonstrating compelling proof of concept for a targeted mechanism of action already exists, but the competitive evolution of product profiles and number of entrants appears incomplete. We intend to prioritize indications in which marketed therapies have not had substantial time to become entrenched and for which fast- follower and biosuperior competition could create significant medical and economic benefit for patients and payors. We intend to identify and evaluate product concepts that target clinically validated molecular targets using established therapeutic modalities and incorporating proven technologies. We will prioritize product concepts that combine these approaches to generate clinical and commercial hypotheses that provide an attractive balance of risk and opportunity, thereby representing a compelling allocation of our two segmentsresources. To date, Financial Services this approach has led us to initiate research and Real Estate Servicesdevelopment programs for therapeutic monoclonal antibodies for rare diseases. Through We have built relevant expertise in monoclonal antibody discovery and engineering, biologics manufacturing, and nonclinical and clinical development for our Financial Services brandstarget indications. We believe our approach enables rapid discovery and development because we can learn from predecessor programs that have established the clinical proof of concept for the targets and indications we are pursuing. This pre-existing data informs how we design, select, and develop our product candidates, including BGC ® in such critical areas as pharmacokinetics, GFI ® pharmacodynamics, Sunrise trial endpoints, and XX Xxxxxx™the selection and enrollment of patients. We believe this approach reduces the many risks associated with discovering and developing novel therapeutics. We have prioritized the development of therapies for thyroid eye disease (“XXX”), among others, our Financial Services segment specializes a debilitating condition caused by an autoimmune reaction whereby the immune system attacks tissues in the brokerage orbital socket. The resulting inflammation causes fluid accumulation and excessive proliferation of fibroblasts leading to proptosis, or displacement of the eye from the socket, and diplopia, or double vision. Until recently, there were no approved targeted therapies for the treatment of XXX. Patients were instead treated with steroids to reduce inflammation or were treated with surgery or radiation, often with unsatisfactory outcomes. In early 2020, teprotumumab, a broad range monoclonal antibody that targets IGF-1R, was approved by the U.S. Food and Drug Administration for the treatment of productsXXX and is marketed in the United States as Tepezza® by Horizon Therapeutics. In patients receiving teprotumumab, proptosis was decreased by greater than 2 mm with 24 weeks of treatment in over 70% of patients compared to similar reductions observed in less than 20% of placebo-treated patients. The reported results obtained with teprotumumab provide strong clinical validation linking the targeting of IGF-1R to clinical benefit in XXX. We believe that there are multiple opportunities to develop fast-follower therapeutics that improve on teprotumumab features including dosing schedule, route of administration, and cost. We are pursuing multiple programs in parallel to quickly bring these product candidates into clinical trials. Our first product candidate, VRDN-001, is a humanized monoclonal anti-IGF-1R antibody that we have licensed from ImmunoGen, Inc. VRDN-001 is the same antibody sequence as AVE-1642, which was previously in development in oncology, where it was administered to over 100 patients with solid tumors. Despite clear evidence of target engagement, development in oncology of this and other IGF-1R antibodies, including fixed income (rates and credit)teprotumumab, foreign exchange, equities, energy and commodities, and futureswas largely suspended due to lack of efficacy in late-stage clinical trials. The successful repurposing of teprotumumab for treatment of XXX suggests that VRDN-001 has the potential to demonstrate efficacy in this indication. We anticipate filing an investigational new drug (“IND”) application or equivalent in the fourth quarter of 2021 with initial proof of concept data in patients expected in the second quarter of 2022. We are also provide developing VRDN-002, a wide range of servicesnext-generation IGF-1R monoclonal antibody, including trade execution, broker-dealer services, clearing, processing, information, and other back-office services to a broad range of financial and non-financial institutionsfor XXX. Our integrated platform VRDN-002 is designed to provide flexibility to customers with regard to price discovery, execution and processing of transactions, and enables them to use voice, hybrid, or have a prolonged half-life in many markets, fully electronic brokerage services in connection with transactions executed either over-the-counter circulation, which we refer believe may reduce the total quantity of antibody that needs to as “OTC,” or through an exchange. Through our electronic brands including FENICS ® , GFI ® , , Lucera ® , BGC Trader™, BGC Market Data be administered to achieve a therapeutic effect and Capitalab ® brands, we offer fully electronic brokerage, financial technology solutions, market data, trade compression, post-trade services, and analytics related to select financial instruments and markets. Newmark Xxxxx Xxxxxx Xxxxx, which we refer to as “NGKF,” is our leading commercial real estate business that comprises our Real Estate Services segment. Under brand names including Newmark Xxxxx Xxxxxx Xxxxx TM , Xxxxxxx Xxxxxxx & Xxxxx XX , Apartment Realty Advisors (ARA ® ), Computerized Facility Integration T M, , which we refer to as “CFI,” Xxxxxxxx ® , and Excess Space Retail Services, Inc., NGKF offers commercial real estate tenants, owner-occupiers, investors, lenders, multi-national corporations and developers a wide range of services, including leasing and corporate advisory services, investment sales, and real estate finance, consulting, appraisal and valuation, project management, and property and facilities management services. NGKF offers these services to clients in a broad range of products, including office, retail, industrial, multifamily, student housing, hotels, data center, healthcare, self-storage, land, condominium conversions, subdivisions and special use. For the twelve months ended December 31, 2016, we completed more than 16,500 real estate transactions in the U.S. with total deal consideration in excess of $57 billion. On January 12, 2016, we announced that we had completed our merger with GFI Group, which we refer to as “GFI,” and now own 100% of GFI’s outstanding shares. This transaction included our successful completion on February 26, 2015 of a tender offer to acquire shares of common stock, par value $0.01 per share, of GFI for $6.10 per share in cash and accept for purchase 54.3 million shares, which we refer to as the “Tendered Shares,” tendered to us pursuant to our offer. GFI is a leading intermediary and provider of trading technologies and support services to the global OTC and listed markets. GFI serves institutional clients in operating electronic and hybrid markets for cash and derivative products across multiple asset classes. For further details, see “Acquisition of GFI Group Inc.” Our customers include many of the world’s largest banks, broker-dealers, investment banks, trading firms, hedge funds, governments, corporations, property owners, real estate developers and investment firmsmay mitigate systemic side effects. We have more than 100 offices globally in major markets including New York and London, as well as in Atlanta, Beijing, Bogota, Boston, Buenos Aires, Charlotte, Chicago, Copenhagen, Dallas, Denver, Dubai, Dublin, Geneva, Hong Kong, Houston, Istanbul, Johannesburg, Los Angeles, Madrid, Mexico City, Miami, Moscow, Nyon, Paris, Philadelphia, Rio de Janeiro, San Francisco, Santa Clara, Santiago, São Paulo, Seoul, Shanghai, Singapore, Sydney, Tel Aviv, Tokyo, Toronto and Washington, D.C. Our Organizational Structure We are a holding company, and our businesses are operated through two operating partnerships, BGC U.S., which holds our U.S. businesses, and BGC Global, which holds our non-U.S. businesses. The limited partnership interests of the two operating partnerships are held by us and BGC Holdings, and the limited partnership interests of BGC Holdings are currently held by limited partnership unit holders, founding partners, and Cantor. We hold the BGC Holdings general partnership interest and the BGC Holdings special voting limited partnership interest, which entitle us to remove and appoint the general partner of BGC Holdings, and serve as the general partner of BGC Holdings, which entitles us to control BGC Holdings. BGC Holdingsanticipate that this reduction, in turn, holds may enable administration of VRDN-002 as a subcutaneous injection instead of as an intravenous injection, the BGC U.S. general partnership interest route of administration used for both teprotumumab and the BGC U.S. special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner VRDN-001. Manufacturing of BGC U.S.VRDN-002 is underway, and we expect to file an IND before the BGC Global general partnership interest and the BGC Global special voting limited partnership interestend of 2021. We expect to initiate clinical development with a Phase 1 single ascending dose trial to explore safety, which entitle the holder thereof to remove and appoint the general partner of BGC Globaltolerability, pharmacokinetics, and serves as the general partner target engagement of BGC U.S. and BGC Global, all of which entitle BGC Holdings (and thereby us) to control each of BGC U.S. and BGC GlobalVRDN-002 in healthy volunteers. BGC Holdings holds its BGC Global general partnership interest through a company incorporated in the Cayman Islands, BGC Global Holdings GP Limited. Executive Offices Our executive offices are located at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, while our international headquarters Data from this trial is located at 0 Xxxxxxxxx Xxxxx, Canary Wharf, London E14 5RD, United Kingdom. Our telephone number is (000) 000expected mid-0000. Our website is located at xxx.xxxxxxxxxxx.xxx year 2022, and we expect to initiate the dosing of patients later in 2022. In addition to developing therapies for XXX, we have applied criteria similar to those used to select our eXXX research and development programs to identify other opportunities to develop fast-mail address is xxxx@xxxxxxxxxxx.xxxfollower therapies in other rare disease indications. The information contained on, or that may be accessed through, our website is not part of, and is not incorporated into, this prospectus supplement. The Offering Shares of our Class A common stock offered by us Up to 20,000,000 shares of our Class A common stock from time to time through CF&Co. Plan of Distribution “At the market offering” that may be made from time to time through our sales agent, CF&Co. See “Plan of Distribution” on page S-17. Use of Proceeds We intend to use the net proceeds from the sale of the shares of our Class A common stock that identify and initiate additional programs over time and plan to disclose these when we offer by this prospectus supplement for general corporate purposes, including, but not limited to, financing our existing businesses and operations, expanding our businesses and operations through additional broker or other hires, strategic alliances and acquisitions, and repurchasing shares of Class A common stock or redeeming or purchasing limited partnership interests of BGC Holdings or other equity interests of our subsidiaries from Cantor, our executive officers, other employees, partners and others. Certain of such partners will be expected are closer to use the proceeds from such sales to repay outstanding loans to, or credit enhanced by, Xxxxxx before receipt of any proceeds. We may use the net proceeds of this offering directly for such purposes, or contribute a portion of the net proceeds to BGC U.S. and/or BGC Global, which OpCos may initiating clinical trials in turn use the proceeds for such purposes. See “Use of Proceeds” on page S-4. Risk Factors Investing in our Class A common stock involves a high degree of risk. Please read the information contained in and incorporated by reference under the heading “Risk Factors” on page S-3 of this prospectus supplement, and under similar headings in the other documents that are filed after the date hereof and incorporated by reference into this prospectus supplement. Nasdaq Global Select Market symbol BGCP RISK FACTORS An investment in shares of our Class A common stock involves risks and uncertainties. You should consider carefully the risks below, the “Risk Factors” section of our latest Annual Report on Form 10-K filed with the SEC, and any updates to those risk factors or new risk factors contained in our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC, all of which we incorporate by reference herein, as well as the other information included in this prospectus before making an investment decision. Any of the risk factors could significantly and negatively affect our businesses, financial condition, results of operations, cash flows, and prospects and the trading price of Class A common stock. You could lose all or part of your investment. Risks Related to This Offering and Our Class A Common Stock Our management will have broad discretion with respect to the use of the proceeds of this offering. Although we have highlighted the intended use of proceeds for this offering, our management will have broad discretion as to the application of these net proceeds and could use them for purposes other than those contemplated at the time of this offering. Accordingly, you will be relying on the judgment of our management with regard to the use of these net proceeds, and you will not have the opportunity, as part of your investment decision, to assess whether the proceeds are being used appropriately. It is possible that the proceeds will be invested in a way that does not yield a favorable, or any, return for us and cause the price of our Class A common stock to decline. Future sales of our Class A common stock could have an adverse effect on our stock price. We cannot predict the effect, if any, of future sales of our Class A common stock, or the availability of shares for future sales, on the market price of our Class A common stock. Sales of substantial amounts of our Class A common stock, or the perception that such sales could occur, could dilute existing holders of our Class A common stock and may adversely affect prevailing market prices for our Class A common stockprograms.

PROSPECTUS SUPPLEMENT SUMMARY. This summary highlights selected information from about us, this prospectus supplement, but may not contain all offering and information that may be important to you. The following summary is qualified appearing elsewhere in its entirety by the more detailed information included in or incorporated by reference into this prospectus supplement and in the documents we incorporate by reference. This summary is not complete and does not contain all the information you should consider before investing in our common stock pursuant to this prospectus supplement and the accompanying base prospectus. For a more complete understanding of the terms of our Class A common stock, and before Before making your an investment decision, to fully understand this offering and its consequences to you, you should carefully read this entire prospectus supplement, supplement and the accompanying base prospectus, and the documents referred to in including “Where You Can Find More InformationRisk Factors” and “Documents Incorporated by Reference.” See the “Certain Defined Terms” section beginning on page vi S-4 of this prospectus supplement for and the definition of certain terms used financial statements and related notes and the other information that we incorporated by reference herein, including our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and any other filings that we file with the SEC from time to time. Unless the context otherwise requires, all references in this prospectus supplement and accompanying base prospectus. When we use the words to “BGC Partners,” “BGCForte,” “we,” “us,” “our,” “the Company” or the “Company,” we are referring similar words refer to BGC PartnersForte Biosciences, Inc., together with our consolidated subsidiary, Forte Subsidiary, Inc. Overview Forte Biosciences, Inc. and its consolidated subsidiaries. The Company We are subsidiaries (xxx.xxxxxxxxxx.xxx) (“Forte”, “we”, “our”) is a leading global brokerage biopharmaceutical company servicing that had been advancing through clinical trials its product candidate, FB-401, which is a topical live biotherapeutic for the financial and real estate markets through our two segments, Financial Services and Real Estate Services. Through our Financial Services brandstreatment of inflammatory skin diseases, including BGC ® pediatric and adult patients with atopic dermatitis (“AD”). FB-401 was developed in collaboration with the Department of Health and Human Services (“DHHS”), GFI ® as represented by the National Institutes of Health (“NIH”) and the National Institute of Allergy and Infectious Diseases (“NIAID”). On September 2, Sunrise and XX Xxxxxx™2021, among othersthe Company announced that the clinical trial of FB-401 for the treatment of AD failed to achieve statistical significance for its primary endpoint of EASI-50 (the proportion of patients with at least a 50% improvement in atopic dermatitis disease severity as measured by EASI). Following the announcement of the FB-401 trial results, our Financial Services segment specializes board of directors commenced a process of evaluating strategic alternatives to maximize stockholder value including the in-licensing or acquisition of assets, a merger, asset sales, a collaboration or other arrangements. On February 1, 2022, the Company notified the DHHS of its intent to terminate the license agreement with an effective termination date of April 2, 2022. We had $42.0 million in the brokerage cash and cash equivalents as of a broad range of productsDecember 31, including fixed income (rates 2021. We have scaled back our clinical and credit), foreign exchange, equities, energy and commodities, and futuresmanufacturing operations to conserve cash as we pursue strategic alternatives. We also provide a wide range have been developing its FB-102 program that addresses certain autoimmune diseases such as vitiligo and alopecia areata. Corporate Information Forte (previously named “Tocagen, Inc.”) was incorporated in Delaware in August 2007. Forte Subsidiary, Inc. (“Forte Subsidiary”) was incorporated under the laws of servicesthe State of Delaware in May 2017. Upon the closing of the merger with Forte Subsidiary, including trade executionForte’s name was changed from “Tocagen, broker-dealer servicesInc.” to “Forte Biosciences, clearingInc.” and the name of Forte Subsidiary was changed from “Forte Biosciences, processingInc.” to “Forte Subsidiary, information, and other back-office services to a broad range of financial and non-financial institutionsInc.”. Our integrated platform is designed to provide flexibility to customers with regard to price discovery, execution and processing of transactions, and enables them to use voice, hybrid, or in many markets, fully electronic brokerage services in connection with transactions executed either over-the-counter , which we refer to as “OTC,” or through an exchange. Through our electronic brands including FENICS ® , GFI ® , , Lucera ® , BGC Trader™, BGC Market Data and Capitalab ® brands, we offer fully electronic brokerage, financial technology solutions, market data, trade compression, post-trade services, and analytics related to select financial instruments and markets. Newmark Xxxxx Xxxxxx Xxxxx, which we refer to as “NGKF,” is our leading commercial real estate business that comprises our Real Estate Services segment. Under brand names including Newmark Xxxxx Xxxxxx Xxxxx TM , Xxxxxxx Xxxxxxx & Xxxxx XX , Apartment Realty Advisors (ARA ® ), Computerized Facility Integration T M, , which we refer to as “CFI,” Xxxxxxxx ® , and Excess Space Retail Services, Inc., NGKF offers commercial real estate tenants, owner-occupiers, investors, lenders, multi-national corporations and developers a wide range of services, including leasing and corporate advisory services, investment sales, and real estate finance, consulting, appraisal and valuation, project management, and property and facilities management services. NGKF offers these services to clients in a broad range of products, including office, retail, industrial, multifamily, student housing, hotels, data center, healthcare, self-storage, land, condominium conversions, subdivisions and special use. For the twelve months ended December 31, 2016, we completed more than 16,500 real estate transactions in the U.S. with total deal consideration in excess of $57 billion. On January 12, 2016, we announced that we had completed our merger with GFI Group, which we refer to as “GFI,” and now own 100% of GFI’s outstanding shares. This transaction included our successful completion on February 26, 2015 of a tender offer to acquire shares of common stock, par value $0.01 per share, of GFI for $6.10 per share in cash and accept for purchase 54.3 million shares, which we refer to as the “Tendered Shares,” tendered to us pursuant to our offer. GFI is a leading intermediary and provider of trading technologies and support services to the global OTC and listed markets. GFI serves institutional clients in operating electronic and hybrid markets for cash and derivative products across multiple asset classes. For further details, see “Acquisition of GFI Group Inc.” Our customers include many of the world’s largest banks, broker-dealers, investment banks, trading firms, hedge funds, governments, corporations, property owners, real estate developers and investment firms. We have more than 100 offices globally in major markets including New York and London, as well as in Atlanta, Beijing, Bogota, Boston, Buenos Aires, Charlotte, Chicago, Copenhagen, Dallas, Denver, Dubai, Dublin, Geneva, Hong Kong, Houston, Istanbul, Johannesburg, Los Angeles, Madrid, Mexico City, Miami, Moscow, Nyon, Paris, Philadelphia, Rio de Janeiro, San Francisco, Santa Clara, Santiago, São Paulo, Seoul, Shanghai, Singapore, Sydney, Tel Aviv, Tokyo, Toronto and Washington, D.C. Our Organizational Structure We are a holding company, and our businesses are operated through two operating partnerships, BGC U.S., which holds our U.S. businesses, and BGC Global, which holds our non-U.S. businesses. The limited partnership interests of the two operating partnerships are held by us and BGC Holdings, and the limited partnership interests of BGC Holdings are currently held by limited partnership unit holders, founding partners, and Cantor. We hold the BGC Holdings general partnership interest and the BGC Holdings special voting limited partnership interest, which entitle us to remove and appoint the general partner of BGC Holdings, and serve as the general partner of BGC Holdings, which entitles us to control BGC Holdings. BGC Holdings, in turn, holds the BGC U.S. general partnership interest and the BGC U.S. special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC U.S., and the BGC Global general partnership interest and the BGC Global special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC Global, and serves as the general partner of BGC U.S. and BGC Global, all of which entitle BGC Holdings (and thereby us) to control each of BGC U.S. and BGC Global. BGC Holdings holds its BGC Global general partnership interest through a company incorporated in the Cayman Islands, BGC Global Holdings GP Limited. Executive Offices Our principal executive offices are located at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, while our international headquarters office is located at 0 Xxxxxxxxx 0000 Xxxxxxx Xxxx Xxxxx, Canary WharfXxxxxxxx 0, London E14 5RD, United Kingdom. Our Xxxxxx XX 00000 and our telephone number is (000) 000-0000. Our corporate website is located at xxx.xxxxxxxxxxx.xxx xxx.xxxxxxxxxx.xxx. We make available on our website, free of charge, our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and any amendments to those reports, as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities and Exchange Commission (“SEC”). Our SEC reports can be accessed through the investor relations page of our e-mail address is xxxx@xxxxxxxxxxx.xxxwebsite located at xxxxx://xxx.xxxxxxxxxx.xxx/investor-relations/sec-filings/default.aspx. The SEC also maintains a website that contains our SEC filings. The address of that site is xxx.xxx.xxx. We may webcast our earnings calls and certain events we participate in or host with members of the investment community on our investor relations page of our website. In addition, we use our website as a means of disclosing information contained on, or that may be accessed throughabout our company, our website is not part ofproducts, our planned financial and other announcements, our attendance at upcoming investor conferences, and other matters. It is not incorporated into, this prospectus supplement. The Offering Shares of possible that the information we post on our Class A common stock offered by us Up to 20,000,000 shares of our Class A common stock from time to time through CF&Co. Plan of Distribution “At the market offering” that may website could be made from time to time through our sales agent, CF&Co. See “Plan of Distribution” on page S-17. Use of Proceeds We intend to use the net proceeds from the sale of the shares of our Class A common stock that we offer by this prospectus supplement for general corporate purposes, including, but not limited to, financing our existing businesses and operations, expanding our businesses and operations through additional broker or other hires, strategic alliances and acquisitions, and repurchasing shares of Class A common stock or redeeming or purchasing limited partnership interests of BGC Holdings or other equity interests of our subsidiaries from Cantor, our executive officers, other employees, partners and others. Certain of such partners will be expected to use the proceeds from such sales to repay outstanding loans to, or credit enhanced by, Xxxxxx before receipt of any proceedsdeemed material information. We may use the net proceeds of this offering directly for such purposesour website to comply with our disclosure obligations under Regulation FD. Therefore, or contribute a portion of the net proceeds investors should monitor our website in addition to BGC U.S. and/or BGC Globalfollowing our press releases, which OpCos may in turn use the proceeds for such purposes. See “Use of Proceeds” on page S-4. Risk Factors Investing in our Class A common stock involves a high degree of risk. Please read the information contained in and incorporated by reference under the heading “Risk Factors” on page S-3 of this prospectus supplementSEC filings, public conference calls, and under similar headings in the other documents that webcasts. Corporate governance information, including our board committee charters and code of ethics, is also available on our investor relations page of our website. The contents of our website are filed after the date hereof and not incorporated by reference into this prospectus supplement. Nasdaq Global Select Market symbol BGCP RISK FACTORS An investment supplement or in shares of our Class A common stock involves risks and uncertainties. You should consider carefully the risks below, the “Risk Factors” section of our latest Annual Report on Form 10-K filed any other report or document we file with the SEC, and any updates references to those risk factors our website are intended to be inactive textual references only. Implications of Being an Emerging Growth Company We qualify as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). As an emerging growth company, we intend to take advantage of specified reduced disclosure and other requirements that are otherwise applicable generally to public companies. These provisions include: • allowance to provide only two years of audited financial statements in addition to any required unaudited interim financial statements with correspondingly reduced “Management’s Discussion and Analysis of Financial Condition and Results of Operations” disclosure; • reduced disclosure about our executive compensation arrangements; • exemption from the requirements of holding non-binding advisory votes on executive compensation or new risk factors contained golden parachute arrangements; and • exemption from the auditor attestation requirement in the assessment of our subsequent Quarterly Reports internal control over financial reporting. We may take advantage of these provisions for up to five years or such earlier time that we are no longer an emerging growth company. We would cease to be an emerging growth company on Form 10-Q and Current Reports the date that is the earliest of: (i) the last day of the fiscal year in which we have total annual gross revenues of $1.07 billion or more; (ii) the last day of our fiscal year following the fifth anniversary of the date of the completion of our initial public offering; (iii) the date on Form 8-K filed with which we have issued more than $1.07 billion in nonconvertible debt during the previous three years; or (iv) the date on which we are deemed to be a large accelerated filer under the rules of the SEC. Under the JOBS Act, all emerging growth companies can also delay adopting new or revised accounting standards until such time as those standards apply to private companies. We have elected not to avail our self of which we incorporate this exemption from new or revised accounting standards and, therefore, will be subject to the same new or revised accounting standards as other public companies that are not emerging growth companies. THE OFFERING Issuer Forte Biosciences, Inc. Common stock offered by reference hereinus Shares having an aggregate offering price of up to $7,000,000. Common stock to be outstanding after this offering Up to 19,484,176 shares of common stock, as well as the other information included assuming sales of 4,729,729 shares of common stock in this prospectus before making offering at an investment decision. Any of the risk factors could significantly and negatively affect our businesses, financial condition, results of operations, cash flows, and prospects and the trading assumed offering price of Class A common stock. You could lose all or part of your investment. Risks Related to This Offering and Our Class A Common Stock Our management will have broad discretion with respect to $1.48 per share, which was the use of the proceeds of this offering. Although we have highlighted the intended use of proceeds for this offering, our management will have broad discretion as to the application of these net proceeds and could use them for purposes other than those contemplated at the time of this offering. Accordingly, you will be relying on the judgment of our management with regard to the use of these net proceeds, and you will not have the opportunity, as part of your investment decision, to assess whether the proceeds are being used appropriately. It is possible that the proceeds will be invested in a way that does not yield a favorable, or any, return for us and cause the last reported sale price of our Class A common stock to declineon The Nasdaq Capital Market on March 30, 2022. Future The actual number of shares issued will vary depending on the sales of prices at which our Class A common stock could have an adverse effect on our stock price. We cannot predict the effect, if any, of future sales of our Class A common stock, or the availability of shares for future sales, on the market price of our Class A common stock. Sales of substantial amounts of our Class A common stock, or the perception that such sales could occur, could dilute existing holders of our Class A common stock and may adversely affect prevailing market prices for our Class A common stockis sold under this offering.

PROSPECTUS SUPPLEMENT SUMMARY. This summary highlights certain information about us, this offering and selected information from this prospectus supplement, but may not contain all information that may be important to you. The following summary is qualified in its entirety by the more detailed information included contained elsewhere in or incorporated by reference into this prospectus supplement and the accompanying base prospectus. This summary is not complete and does not contain all of the information that you should consider before deciding whether to invest in our common stock. For a more complete understanding of our company and this offering, we encourage you to read and consider carefully the terms of our Class A common stock, and before making your investment decision, you should carefully read this entire prospectus supplement, the accompanying base prospectus, and the documents referred to in “Where You Can Find More Information” and “Documents Incorporated by Reference.” See the “Certain Defined Terms” section beginning on page vi of this prospectus supplement for the definition of certain terms used more detailed information in this prospectus supplement and the accompanying base prospectus, including the information incorporated by reference into this prospectus supplement and the accompanying prospectus, and the information referred to under the heading “Risk Factors” in this prospectus supplement on page S-6 and in the documents incorporated by reference into this prospectus supplement and the accompanying prospectus. When we use Unless the words context indicates otherwise, as used in this prospectus, the terms “BGC PartnersFulgent Genetics,” “BGCFulgent,” “the Company,” “we,” “us,” and “our” or the “Company,” we are referring refer to BGC PartnersFulgent Genetics, Inc., a Delaware corporation, and its subsidiaries. About Fulgent Genetics, Inc. Fulgent is a growing technology company offering comprehensive genetic testing and its consolidated subsidiariesproviding physicians with clinically actionable diagnostic information they can use to improve the quality of patient care. We have developed a proprietary technology platform that allows us to offer a broad and flexible test menu and continually expand and improve our proprietary genetic reference library, while maintaining accessible pricing, high accuracy and competitive turnaround times. Combining next generation sequencing, or NGS, with our technology platform, we perform full-gene sequencing with deletion/duplication analysis in single- gene tests; pre-established, multi-gene, disease-specific panels; and customized panels that can be tailored to meet specific customer needs. We believe our test menu offers more genes for testing than our competitors in today’s market, which enables us to provide expansive options for test customization and clinically actionable results. After launching our first commercial genetic tests in 2013 and as of August 2019, we have expanded our test menu to include approximately 18,000 single-gene tests and more than 800 panels that collectively test for approximately 7,700 genetic conditions, including various cancers, cardiovascular diseases, neurological disorders and pediatric conditions. A cornerstone of our business is our ability to provide expansive options and flexibility for all clients’ unique genetic testing needs. Genetic testing offers the possibility of early identification of a disease or a genetic predisposition to a disease and enhanced disease treatment and prognosis. As a result, we believe widespread genetic testing could enable significant health improvements and healthcare cost reductions by providing patients and clinicians with more advanced knowledge and options for personal health management plans. Due to these and other potential benefits, genetic testing has experienced significant growth in recent years. If this growth trend continues, we believe genetic testing will become part of standard medical care. The Company knowledge of a person’s unique genetic makeup could then begin to play a more important role in the practice of medicine. We believe this growth has been tempered in prior years, however, because many tests are a leading global brokerage company servicing the financial prohibitively expensive, are produced through inefficient processes and real estate markets through our two segments, Financial Services and Real Estate Servicesoften do not result in clinically actionable data. Through our Financial Services brandstechnology platform, including BGC ® we have developed an offering that we believe addresses these industry challenges and provides a sustainable competitive advantage, GFI ® , Sunrise both in today’s genetic testing market and XX Xxxxxx™, among others, our Financial Services segment specializes as we seek to implement new diagnostic tools in the brokerage of future. Our technology platform, which integrates sophisticated data comparison and suppression algorithms, adaptive learning software, advanced genetic diagnostics tools and integrated laboratory processes, allows us to offer a broad range of products, including fixed income (rates and credit), foreign exchange, equities, energy and commodities, and futurestest menu with expansive genetic coverage. We also believe the comprehensive data output and high detection rates of our tests, both made possible by this expansive genetic coverage, provide a wide range of services, including trade execution, broker-dealer services, clearing, processing, information, and other back-office services to a broad range of financial and non-financial institutions. Our integrated platform is designed to provide flexibility to customers physicians with regard to price discovery, execution and processing of transactions, and enables them to use voice, hybrid, or in many markets, fully electronic brokerage services in connection with transactions executed either over-the-counter information they can readily incorporate into treatment decisions for their patients, which we refer to as “OTC,” or through an exchangeclinical actionability. Through In addition, our electronic brands including FENICS ® , GFI ® , , Lucera ® , BGC Trader™, BGC Market Data and Capitalab ® brands, we offer fully electronic brokerage, financial technology solutions, market data, trade compression, post-trade servicesplatform facilitates our ability to perform customized genetic tests using our expansive library of genes, and analytics related to select financial instruments and marketswe believe this flexibility increases the utility of the genetic data we produce. Newmark Xxxxx Xxxxxx XxxxxFurther, our technology platform provides us with operating efficiencies that help lower our internal costs, which we refer allows us to offer our tests at accessible price points. As a result, our efforts to build and continually enhance our technology platform allow us to deliver comprehensive, adaptable, clinically actionable and affordable genetic analysis while maintaining a low cost per billable test, enabling us to efficiently meet the needs of our growing base of customers. These features of our offering have resulted in rapid volume growth since our commercial launch, with 23,899 billable tests delivered as “NGKF,” is our leading commercial real estate business that comprises our Real Estate Services segment. Under brand names including Newmark Xxxxx Xxxxxx Xxxxx TM of June 2019, Xxxxxxx Xxxxxxx & Xxxxx XX 22,298 billable tests delivered in 2018, Apartment Realty Advisors (ARA ® ), Computerized Facility Integration T M, , which we refer to as “CFI,” Xxxxxxxx ® 16,578 billable tests delivered in 2017, and Excess Space Retail Servicesan aggregate of over 83,100 billable tests delivered to approximately 1,000 customers from inception through June 30, Inc., NGKF offers commercial real estate tenants, owner-occupiers, investors, lenders, multi-national corporations and developers a wide range of services, including leasing and corporate advisory services, investment sales, and real estate finance, consulting, appraisal and valuation, project management, and property and facilities management services. NGKF offers these services to clients in a broad range of products, including office, retail, industrial, multifamily, student housing, hotels, data center, healthcare, self-storage, land, condominium conversions, subdivisions and special use. For the twelve months ended December 31, 2016, we completed more than 16,500 real estate transactions in the U.S. with total deal consideration in excess of $57 billion. On January 12, 2016, we announced that we had completed our merger with GFI Group, which we refer to as “GFI,” and now own 100% of GFI’s outstanding shares. This transaction included our successful completion on February 26, 2015 of a tender offer to acquire shares of common stock, par value $0.01 per share, of GFI for $6.10 per share in cash and accept for purchase 54.3 million shares, which we refer to as the “Tendered Shares,” tendered to us pursuant to our offer. GFI is a leading intermediary and provider of trading technologies and support services to the global OTC and listed markets. GFI serves institutional clients in operating electronic and hybrid markets for cash and derivative products across multiple asset classes. For further details, see “Acquisition of GFI Group Inc.” Our customers include many of the world’s largest banks, broker-dealers, investment banks, trading firms, hedge funds, governments, corporations, property owners, real estate developers and investment firms. We have more than 100 offices globally in major markets including New York and London, as well as in Atlanta, Beijing, Bogota, Boston, Buenos Aires, Charlotte, Chicago, Copenhagen, Dallas, Denver, Dubai, Dublin, Geneva, Hong Kong, Houston, Istanbul, Johannesburg, Los Angeles, Madrid, Mexico City, Miami, Moscow, Nyon, Paris, Philadelphia, Rio de Janeiro, San Francisco, Santa Clara, Santiago, São Paulo, Seoul, Shanghai, Singapore, Sydney, Tel Aviv, Tokyo, Toronto and Washington, D.C. Our Organizational Structure We are a holding company, and our businesses are operated through two operating partnerships, BGC U.S., which holds our U.S. businesses, and BGC Global, which holds our non-U.S. businesses. The limited partnership interests of the two operating partnerships are held by us and BGC Holdings, and the limited partnership interests of BGC Holdings are currently held by limited partnership unit holders, founding partners, and Cantor. We hold the BGC Holdings general partnership interest and the BGC Holdings special voting limited partnership interest, which entitle us to remove and appoint the general partner of BGC Holdings, and serve as the general partner of BGC Holdings, which entitles us to control BGC Holdings. BGC Holdings, in turn, holds the BGC U.S. general partnership interest and the BGC U.S. special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC U.S., and the BGC Global general partnership interest and the BGC Global special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC Global, and serves as the general partner of BGC U.S. and BGC Global, all of which entitle BGC Holdings (and thereby us) to control each of BGC U.S. and BGC Global. BGC Holdings holds its BGC Global general partnership interest through a company incorporated in the Cayman Islands, BGC Global Holdings GP Limited. Executive Offices Our executive offices are located at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, while our international headquarters is located at 0 Xxxxxxxxx Xxxxx, Canary Wharf, London E14 5RD, United Kingdom. Our telephone number is (000) 000-0000. Our website is located at xxx.xxxxxxxxxxx.xxx , and our e-mail address is xxxx@xxxxxxxxxxx.xxx. The information contained on, or that may be accessed through, our website is not part of, and is not incorporated into, this prospectus supplement. The Offering Shares of our Class A common stock offered by us Up to 20,000,000 shares of our Class A common stock from time to time through CF&Co. Plan of Distribution “At the market offering” that may be made from time to time through our sales agent, CF&Co. See “Plan of Distribution” on page S-17. Use of Proceeds We intend to use the net proceeds from the sale of the shares of our Class A common stock that we offer by this prospectus supplement for general corporate purposes, including, but not limited to, financing our existing businesses and operations, expanding our businesses and operations through additional broker or other hires, strategic alliances and acquisitions, and repurchasing shares of Class A common stock or redeeming or purchasing limited partnership interests of BGC Holdings or other equity interests of our subsidiaries from Cantor, our executive officers, other employees, partners and others. Certain of such partners will be expected to use the proceeds from such sales to repay outstanding loans to, or credit enhanced by, Xxxxxx before receipt of any proceeds. We may use the net proceeds of this offering directly for such purposes, or contribute a portion of the net proceeds to BGC U.S. and/or BGC Global, which OpCos may in turn use the proceeds for such purposes. See “Use of Proceeds” on page S-4. Risk Factors Investing in our Class A common stock involves a high degree of risk. Please read the information contained in and incorporated by reference under the heading “Risk Factors” on page S-3 of this prospectus supplement, and under similar headings in the other documents that are filed after the date hereof and incorporated by reference into this prospectus supplement. Nasdaq Global Select Market symbol BGCP RISK FACTORS An investment in shares of our Class A common stock involves risks and uncertainties. You should consider carefully the risks below, the “Risk Factors” section of our latest Annual Report on Form 10-K filed with the SEC, and any updates to those risk factors or new risk factors contained in our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC, all of which we incorporate by reference herein, as well as the other information included in this prospectus before making an investment decision. Any of the risk factors could significantly and negatively affect our businesses, financial condition, results of operations, cash flows, and prospects and the trading price of Class A common stock. You could lose all or part of your investment. Risks Related to This Offering and Our Class A Common Stock Our management will have broad discretion with respect to the use of the proceeds of this offering. Although we have highlighted the intended use of proceeds for this offering, our management will have broad discretion as to the application of these net proceeds and could use them for purposes other than those contemplated at the time of this offering. Accordingly, you will be relying on the judgment of our management with regard to the use of these net proceeds, and you will not have the opportunity, as part of your investment decision, to assess whether the proceeds are being used appropriately. It is possible that the proceeds will be invested in a way that does not yield a favorable, or any, return for us and cause the price of our Class A common stock to decline. Future sales of our Class A common stock could have an adverse effect on our stock price. We cannot predict the effect, if any, of future sales of our Class A common stock, or the availability of shares for future sales, on the market price of our Class A common stock. Sales of substantial amounts of our Class A common stock, or the perception that such sales could occur, could dilute existing holders of our Class A common stock and may adversely affect prevailing market prices for our Class A common stock2019.

PROSPECTUS SUPPLEMENT SUMMARY. This summary highlights selected information from about us, this offering and information appearing elsewhere in this prospectus supplement, but may in the accompanying prospectus, and in the documents we incorporated by reference. This summary is not complete and does not contain all the information that may be important you should consider before investing in our common stock pursuant to this prospectus supplement, the accompanying prospectus and any free writing prospectus that we have authorized for use in connection with this offering. Before making an investment decision, to fully understand this offering and its consequences to you. The following summary is qualified in its entirety by the more detailed information included in or incorporated by reference into this prospectus supplement and accompanying base prospectus. For a more complete understanding of the terms of our Class A common stock, and before making your investment decision, you should carefully read this entire prospectus supplement, supplement and the accompanying base prospectus, and including the documents referred to in “Where You Can Find More Information” and “Documents Incorporated by Reference.” See the “Certain Defined Terms” section beginning on page vi of this prospectus supplement for the definition of certain terms used in this prospectus supplement and accompanying base prospectus. When we use the words “BGC Partners,” “BGC,” “we,” “us,” “our” or the “Company,” we are referring to BGC Partners, Inc. and its consolidated subsidiaries. The Company We are a leading global brokerage company servicing the financial and real estate markets through our two segments, Financial Services and Real Estate Services. Through our Financial Services brands, including BGC ® , GFI ® , Sunrise and XX Xxxxxx™, among others, our Financial Services segment specializes in the brokerage of a broad range of products, including fixed income (rates and credit), foreign exchange, equities, energy and commodities, and futures. We also provide a wide range of services, including trade execution, broker-dealer services, clearing, processing, information, and other back-office services to a broad range of financial and non-financial institutions. Our integrated platform is designed to provide flexibility to customers with regard to price discovery, execution and processing of transactions, and enables them to use voice, hybrid, or in many markets, fully electronic brokerage services in connection with transactions executed either over-the-counter , which we refer to as “OTC,” or through an exchange. Through our electronic brands including FENICS ® , GFI ® , , Lucera ® , BGC Trader™, BGC Market Data and Capitalab ® brands, we offer fully electronic brokerage, financial technology solutions, market data, trade compression, post-trade services, and analytics related to select financial instruments and markets. Newmark Xxxxx Xxxxxx Xxxxx, which we refer to as “NGKF,” is our leading commercial real estate business that comprises our Real Estate Services segment. Under brand names including Newmark Xxxxx Xxxxxx Xxxxx TM , Xxxxxxx Xxxxxxx & Xxxxx XX , Apartment Realty Advisors (ARA ® ), Computerized Facility Integration T M, , which we refer to as “CFI,” Xxxxxxxx ® , and Excess Space Retail Services, Inc., NGKF offers commercial real estate tenants, owner-occupiers, investors, lenders, multi-national corporations and developers a wide range of services, including leasing and corporate advisory services, investment sales, and real estate finance, consulting, appraisal and valuation, project management, and property and facilities management services. NGKF offers these services to clients in a broad range of products, including office, retail, industrial, multifamily, student housing, hotels, data center, healthcare, self-storage, land, condominium conversions, subdivisions and special use. For the twelve months ended December 31, 2016, we completed more than 16,500 real estate transactions in the U.S. with total deal consideration in excess of $57 billion. On January 12, 2016, we announced that we had completed our merger with GFI Group, which we refer to as “GFI,” and now own 100% of GFI’s outstanding shares. This transaction included our successful completion on February 26, 2015 of a tender offer to acquire shares of common stock, par value $0.01 per share, of GFI for $6.10 per share in cash and accept for purchase 54.3 million shares, which we refer to as the “Tendered Shares,” tendered to us pursuant to our offer. GFI is a leading intermediary and provider of trading technologies and support services to the global OTC and listed markets. GFI serves institutional clients in operating electronic and hybrid markets for cash and derivative products across multiple asset classes. For further details, see “Acquisition of GFI Group Inc.” Our customers include many of the world’s largest banks, broker-dealers, investment banks, trading firms, hedge funds, governments, corporations, property owners, real estate developers and investment firms. We have more than 100 offices globally in major markets including New York and London, as well as in Atlanta, Beijing, Bogota, Boston, Buenos Aires, Charlotte, Chicago, Copenhagen, Dallas, Denver, Dubai, Dublin, Geneva, Hong Kong, Houston, Istanbul, Johannesburg, Los Angeles, Madrid, Mexico City, Miami, Moscow, Nyon, Paris, Philadelphia, Rio de Janeiro, San Francisco, Santa Clara, Santiago, São Paulo, Seoul, Shanghai, Singapore, Sydney, Tel Aviv, Tokyo, Toronto and Washington, D.C. Our Organizational Structure We are a holding company, and our businesses are operated through two operating partnerships, BGC U.S., which holds our U.S. businesses, and BGC Global, which holds our non-U.S. businesses. The limited partnership interests of the two operating partnerships are held by us and BGC Holdings, and the limited partnership interests of BGC Holdings are currently held by limited partnership unit holders, founding partners, and Cantor. We hold the BGC Holdings general partnership interest and the BGC Holdings special voting limited partnership interest, which entitle us to remove and appoint the general partner of BGC Holdings, and serve as the general partner of BGC Holdings, which entitles us to control BGC Holdings. BGC Holdings, in turn, holds the BGC U.S. general partnership interest and the BGC U.S. special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC U.S., and the BGC Global general partnership interest and the BGC Global special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC Global, and serves as the general partner of BGC U.S. and BGC Global, all of which entitle BGC Holdings (and thereby us) to control each of BGC U.S. and BGC Global. BGC Holdings holds its BGC Global general partnership interest through a company incorporated in the Cayman Islands, BGC Global Holdings GP Limited. Executive Offices Our executive offices are located at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, while our international headquarters is located at 0 Xxxxxxxxx Xxxxx, Canary Wharf, London E14 5RD, United Kingdom. Our telephone number is (000) 000-0000. Our website is located at xxx.xxxxxxxxxxx.xxx , and our e-mail address is xxxx@xxxxxxxxxxx.xxx. The information contained on, or that may be accessed through, our website is not part of, and is not incorporated into, this prospectus supplement. The Offering Shares of our Class A common stock offered by us Up to 20,000,000 shares of our Class A common stock from time to time through CF&Co. Plan of Distribution “At the market offering” that may be made from time to time through our sales agent, CF&Co. See “Plan of Distribution” on page S-17. Use of Proceeds We intend to use the net proceeds from the sale of the shares of our Class A common stock that we offer by this prospectus supplement for general corporate purposes, including, but not limited to, financing our existing businesses and operations, expanding our businesses and operations through additional broker or other hires, strategic alliances and acquisitions, and repurchasing shares of Class A common stock or redeeming or purchasing limited partnership interests of BGC Holdings or other equity interests of our subsidiaries from Cantor, our executive officers, other employees, partners and others. Certain of such partners will be expected to use the proceeds from such sales to repay outstanding loans to, or credit enhanced by, Xxxxxx before receipt of any proceeds. We may use the net proceeds of this offering directly for such purposes, or contribute a portion of the net proceeds to BGC U.S. and/or BGC Global, which OpCos may in turn use the proceeds for such purposes. See “Use of Proceeds” on page S-4. Risk Factors Investing in our Class A common stock involves a high degree of risk. Please read the information contained in and incorporated by reference under the heading titled “Risk Factors” on page S-3 of this prospectus supplement, and under similar headings in the financial statements and related notes and the other documents information that are filed after the date hereof and incorporated by reference into this prospectus supplement. Nasdaq Global Select Market symbol BGCP RISK FACTORS An investment in shares of our Class A common stock involves risks and uncertainties. You should consider carefully the risks below, the “Risk Factors” section of our latest Annual Report on Form 10-K filed with the SEC, and any updates to those risk factors or new risk factors contained in our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC, all of which we incorporate by reference herein, as well as the other information included in this any free writing prospectus before making an investment decision. Any of the risk factors could significantly and negatively affect our businesses, financial condition, results of operations, cash flows, and prospects and the trading price of Class A common stock. You could lose all or part of your investment. Risks Related to This Offering and Our Class A Common Stock Our management will that we have broad discretion authorized for use in connection with respect to the use of the proceeds of this offering. Although Unless the context indicates otherwise, as used in this prospectus supplement, the terms “ImmunityBio,” “the company,” “we,” “us” and “our” refer to ImmunityBio, Inc. and its subsidiaries. Our Business ImmunityBio, Inc. is a clinical-stage biotechnology company developing next-generation therapies and vaccines that complement, harness, and amplify the immune system to defeat cancers and infectious diseases. We strive to be a vertically-integrated immunotherapy company designing and manufacturing our products so they are more effective, accessible, more conveniently stored, and more easily administered to patients. Our broad immunotherapy and cell therapy platforms are designed to attack cancer and infectious pathogens by activating both the innate immune system—natural killer (NK) cells, dendritic cells, and macrophages—and the adaptive immune system—B cells and T cells—in an orchestrated manner. The goal of this potentially best-in-class approach is to generate immunogenic cell death thereby eliminating rogue cells from the body whether they are cancerous or virally infected. Our ultimate goal is to employ this approach to establish an “immunological memory” that confers long-term benefit for the patient. Our business is based on the foundation of multiple platforms that collectively act on the entire immune response with the goal of targeted, durable, coordinated, and safe immunity against disease. These platforms and their associated product candidates are designed to overcome the limitations of the current standards of care in oncology and infectious diseases, such as checkpoint inhibitors and antiretroviral therapies. We believe that we have highlighted established one of the intended use most comprehensive portfolios of proceeds immunotherapy and vaccine platforms, which includes: Our platforms include 8 first-in-human therapeutic agents that are currently being studied in 27 clinical trials—18 of which are in Phase 2 or 3 development—across 13 indications in liquid and solid tumors, including bladder, pancreatic and lung cancers. These are among the most frequent and lethal cancer types for which there are high failure rates for existing standards of care or, in some cases, no available effective treatment. In infectious disease, our pipeline currently targets such pathogens as the novel strain of the coronavirus (SARS-CoV-2) and human immunodeficiency virus (HIV). We believe SARS-CoV-2 currently lacks a vaccine that provides long-term protection against the virus, particularly its variants, while HIV affects tens of millions of people globally and currently has no known cure. We believe that our innovative approach to orchestrate and combine therapies for optimal immune system response will become a therapeutic foundation across multiple clinical indications. Additionally, we believe that data from multiple clinical trials indicates N-803 (Anktiva™) has broad potential to enhance the activity of therapeutic monoclonal antibodies (mAbs), including checkpoint inhibitors (e.g., Keytruda), across a wide range of tumor types. Anktiva is currently being studied in 21 clinical trials (both ImmunityBio and investigator-sponsored) across 13 indications. Although such designations may not lead to a faster development process or regulatory review and may not increase the likelihood that a product candidate will receive approval, N-803, ImmunityBio’s novel antibody cytokine fusion protein, has received Breakthrough Therapy and Fast Track designations in combination with bacillus Xxxxxxxx-Xxxxxx (BCG) from the United States (U.S.) Food and Drug Administration (FDA) for BCG-unresponsive non-muscle invasive bladder cancer (NMIBC) carcinoma in situ (CIS). On May 23, 2022, we announced the submission of a BLA to the FDA for N-803 plus BCG for the treatment of BCG-unresponsive NMIBC CIS with or without Ta or T1 disease. We have established Good Manufacturing Practice (GMP) manufacturing capacity at scale with cutting-edge cell manufacturing expertise and ready-to-scale facilities, as well as extensive and seasoned research and development (R&D), clinical trial, and regulatory operations, and development teams. Our Strategy We seek to become the leading global immunological therapeutics company by creating the next generation of immunotherapies to address serious unmet needs within oncology and infectious diseases. To achieve this offeringgoal, the key elements of our strategy include: • advancing the approval and commercialization of our lead antibody cytokine fusion protein, Anktiva, as an integral component of immunotherapy combinations, including those with checkpoint inhibitors; • continuously scrutinizing our clinical pipeline and assessing our strategic priorities to maximize opportunities for regulatory approval and to meet unmet medical needs; • accelerating our immunotherapy platform and product candidates with registrational intent to address difficult-to-treat oncological and infectious disease indications; • continuing to prospect, license, and acquire technologies to complement and strengthen our platforms and product candidates, both as single agent and combination therapies, in order to activate and coordinate the innate and adaptive immune system to generate cellular memory against multiple tumor types and infectious diseases; • optimizing investment in our discovery, development, and manufacturing capabilities for our next-generation targeted antibody cytokine fusion proteins and vaccine candidates, as well as for cell therapies; • advancing our formulations and delivery mechanisms to make our promising biotechnology product candidates available to the broadest population possible; and • cultivating new and expanding existing collaborations for our multi-stage pipeline to efficiently scale globally. Intellectual Property For information related to our intellectual property please refer to our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on March 1, 2022 under Part I, Item 1. “Business—Intellectual Property” and “Business—Collaboration and License Agreements.” Human Capital Our Human Capital Talent Strategy relies on attracting, retaining and developing top talent that align with our culture and mission to “outsmart your disease.” We promote a culture that is focused on delivering treatments utilizing natural immunities, and we seek to harness our science first focus to deliver solutions to patients and families. As of March 31, 2022, we had 688 employees located in our offices in Southern California, Washington, Colorado, Florida, North Carolina, Massachusetts, and Italy. We have not been subject to labor action or union activities, and our management considers its relationships with employees to be good. We believe that fostering a workplace that celebrates differences and strengths creates an environment that supports the inclusion and value of diverse thoughts, backgrounds and perspectives. A well rounded culture allows for ongoing dialogue and discussions that challenge the status quo and create a learning environment that supports diversity, equity and inclusion. As part of our commitment we continue to encourage a culture where employees can freely ask questions and raise concerns. Our annual performance review process helps support our commitment to develop and retain top talent by providing an opportunity to have open dialogue, establish goals, discuss milestones and continue to engage in opportunities to develop and cultivate the talent. Additionally, our management team makes themselves available to all employees including 1:1s, Department Meetings and Town Hall events. Our ongoing success will have broad discretion as continue to depend on our ability to attract, engage and retain top talent in an ever growing competitive market. We offer a competitive compensation package to help meet the needs of our employees. In addition to salaries, these programs include annual bonuses, stock awards, a 401(k) plan, healthcare and insurance benefits, flexible spending accounts, paid time off, family leave, flexible work schedules, an employee assistance program, among others. We work to ensure pay equity by assessing our compensation practices and working with external benchmarks and compensation consultants to design and benchmark our programs. Our ongoing response to the application COVID-19 pandemic, which complies with government orders in all the states and counties where we operate, focuses on employee health and wellness. We implemented a number of these net proceeds health-related measures over the past two years. We continue to support a general work from home policy and could use them for purposes other than those contemplated restrict on-site access to essential employees such as laboratory personnel, increasing hygiene, cleaning and sanitizing procedures at the time of this offering. Accordinglyour office and laboratory facilities, you will requiring face masks be relying worn while on the judgment of our management with regard to the use of these net proceedscompany premises, and you will not have the opportunity, as part of your investment decision, implementing temperature checks and COVID-19 testing requirements in order to assess whether the proceeds are being used appropriately. It is possible that the proceeds will be invested in a way that does not yield a favorable, or any, return for us and cause the price of our Class A common stock to decline. Future sales of our Class A common stock could have an adverse effect on our stock price. We cannot predict the effect, if any, of future sales of our Class A common stock, or the availability of shares for future sales, on the market price of our Class A common stock. Sales of substantial amounts of our Class A common stock, or the perception that such sales could occur, could dilute existing holders of our Class A common stock and may adversely affect prevailing market prices for our Class A common stockenter company facilities.

PROSPECTUS SUPPLEMENT SUMMARY. This summary highlights selected information from contained in other parts of this prospectus supplement, but may the accompanying prospectus or information incorporated by reference herein or therein from our filings with the SEC, listed in the section of the prospectus entitled “Incorporation of Certain Information by Reference.” Because it is only a summary, it does not contain all of the information that may be important to you. The following summary you should consider before purchasing our securities in this offering and it is qualified in its entirety by by, and should be read in conjunction with, the more detailed information included in appearing elsewhere or incorporated by reference into this prospectus supplement and the accompanying base prospectus. For a more complete understanding of You should read the terms of our Class A common stock, and before making your investment decision, you should carefully read this entire prospectus supplementprospectus, the accompanying base prospectus, and the documents referred to in “Where You Can Find More Information” and “Documents Incorporated by Reference.” See the “Certain Defined Terms” section beginning on page vi registration statement of this prospectus supplement for the definition of certain terms used in which this prospectus supplement and the accompanying base prospectus. When we use the words “BGC Partners,” “BGC,” “we,” “us,” “our” or the “Company,” we are referring to BGC Partners, Inc. and its consolidated subsidiaries. The Company We prospectus are a leading global brokerage company servicing the financial and real estate markets through our two segments, Financial Services and Real Estate Services. Through our Financial Services brands, including BGC ® , GFI ® , Sunrise and XX Xxxxxx™, among others, our Financial Services segment specializes in the brokerage of a broad range of products, including fixed income (rates and credit), foreign exchange, equities, energy and commodities, and futures. We also provide a wide range of services, including trade execution, broker-dealer services, clearing, processing, information, and other back-office services to a broad range of financial and non-financial institutions. Our integrated platform is designed to provide flexibility to customers with regard to price discovery, execution and processing of transactions, and enables them to use voice, hybrid, or in many markets, fully electronic brokerage services in connection with transactions executed either over-the-counter , which we refer to as “OTC,” or through an exchange. Through our electronic brands including FENICS ® , GFI ® , , Lucera ® , BGC Trader™, BGC Market Data and Capitalab ® brands, we offer fully electronic brokerage, financial technology solutions, market data, trade compression, post-trade services, and analytics related to select financial instruments and markets. Newmark Xxxxx Xxxxxx Xxxxx, which we refer to as “NGKF,” is our leading commercial real estate business that comprises our Real Estate Services segment. Under brand names including Newmark Xxxxx Xxxxxx Xxxxx TM , Xxxxxxx Xxxxxxx & Xxxxx XX , Apartment Realty Advisors (ARA ® ), Computerized Facility Integration T M, , which we refer to as “CFI,” Xxxxxxxx ® , and Excess Space Retail Services, Inc., NGKF offers commercial real estate tenants, owner-occupiers, investors, lenders, multi-national corporations and developers a wide range of services, including leasing and corporate advisory services, investment sales, and real estate finance, consulting, appraisal and valuation, project management, and property and facilities management services. NGKF offers these services to clients in a broad range of products, including office, retail, industrial, multifamily, student housing, hotels, data center, healthcare, self-storage, land, condominium conversions, subdivisions and special use. For the twelve months ended December 31, 2016, we completed more than 16,500 real estate transactions in the U.S. with total deal consideration in excess of $57 billion. On January 12, 2016, we announced that we had completed our merger with GFI Group, which we refer to as “GFI,” and now own 100% of GFI’s outstanding shares. This transaction included our successful completion on February 26, 2015 of a tender offer to acquire shares of common stock, par value $0.01 per share, of GFI for $6.10 per share in cash and accept for purchase 54.3 million shares, which we refer to as the “Tendered Shares,” tendered to us pursuant to our offer. GFI is a leading intermediary and provider of trading technologies and support services to the global OTC and listed markets. GFI serves institutional clients in operating electronic and hybrid markets for cash and derivative products across multiple asset classes. For further details, see “Acquisition of GFI Group Inc.” Our customers include many of the world’s largest banks, broker-dealers, investment banks, trading firms, hedge funds, governments, corporations, property owners, real estate developers and investment firms. We have more than 100 offices globally in major markets including New York and London, as well as in Atlanta, Beijing, Bogota, Boston, Buenos Aires, Charlotte, Chicago, Copenhagen, Dallas, Denver, Dubai, Dublin, Geneva, Hong Kong, Houston, Istanbul, Johannesburg, Los Angeles, Madrid, Mexico City, Miami, Moscow, Nyon, Paris, Philadelphia, Rio de Janeiro, San Francisco, Santa Clara, Santiago, São Paulo, Seoul, Shanghai, Singapore, Sydney, Tel Aviv, Tokyo, Toronto and Washington, D.C. Our Organizational Structure We are a holding company, and our businesses are operated through two operating partnerships, BGC U.S., which holds our U.S. businesses, and BGC Global, which holds our non-U.S. businesses. The limited partnership interests of the two operating partnerships are held by us and BGC Holdingspart, and the limited partnership interests of BGC Holdings are currently held by limited partnership unit holders, founding partners, and Cantor. We hold the BGC Holdings general partnership interest and the BGC Holdings special voting limited partnership interest, which entitle us to remove and appoint the general partner of BGC Holdings, and serve as the general partner of BGC Holdings, which entitles us to control BGC Holdings. BGC Holdings, in turn, holds the BGC U.S. general partnership interest and the BGC U.S. special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC U.S., and the BGC Global general partnership interest and the BGC Global special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC Global, and serves as the general partner of BGC U.S. and BGC Global, all of which entitle BGC Holdings (and thereby us) to control each of BGC U.S. and BGC Global. BGC Holdings holds its BGC Global general partnership interest through a company incorporated in the Cayman Islands, BGC Global Holdings GP Limited. Executive Offices Our executive offices are located at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, while our international headquarters is located at 0 Xxxxxxxxx Xxxxx, Canary Wharf, London E14 5RD, United Kingdom. Our telephone number is (000) 000-0000. Our website is located at xxx.xxxxxxxxxxx.xxx , and our e-mail address is xxxx@xxxxxxxxxxx.xxx. The information contained on, or that may be accessed through, our website is not part of, and is not incorporated into, this prospectus supplement. The Offering Shares of our Class A common stock offered by us Up to 20,000,000 shares of our Class A common stock from time to time through CF&Co. Plan of Distribution “At the market offering” that may be made from time to time through our sales agent, CF&Co. See “Plan of Distribution” on page S-17. Use of Proceeds We intend to use the net proceeds from the sale of the shares of our Class A common stock that we offer by this prospectus supplement for general corporate purposes, including, but not limited to, financing our existing businesses and operations, expanding our businesses and operations through additional broker or other hires, strategic alliances and acquisitions, and repurchasing shares of Class A common stock or redeeming or purchasing limited partnership interests of BGC Holdings or other equity interests of our subsidiaries from Cantor, our executive officers, other employees, partners and others. Certain of such partners will be expected to use the proceeds from such sales to repay outstanding loans to, or credit enhanced by, Xxxxxx before receipt of any proceeds. We may use the net proceeds of this offering directly for such purposes, or contribute a portion of the net proceeds to BGC U.S. and/or BGC Global, which OpCos may in turn use the proceeds for such purposes. See “Use of Proceeds” on page S-4. Risk Factors Investing in our Class A common stock involves a high degree of risk. Please read the information contained in and incorporated by reference under herein in their entirety, including the heading “Risk Factors” on page S-3 of this prospectus supplement, and under similar headings in our financial statements and the other documents that are filed after the date hereof and related notes incorporated by reference into this prospectus supplement. Nasdaq Global Select Market symbol BGCP RISK FACTORS An investment in shares of our Class A common stock involves risks and uncertainties. You should consider carefully the risks below, the “Risk Factors” section of our latest Annual Report on Form 10-K filed with the SEC, and any updates to those risk factors or new risk factors contained in our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC, all of which we incorporate by reference herein, as well as the other information included in this prospectus before making an investment decision. Any of the risk factors could significantly and negatively affect our businesses, financial condition, results of operations, cash flows, and prospects supplement and the trading price of Class A common stock. You could lose all or part of your investment. Risks Related to This Offering and Our Class A Common Stock Our management will have broad discretion with respect to the use of the proceeds of accompanying prospectus, before purchasing our securities in this offering. Although Company Overview We are a biopharmaceutical company focused on the development and commercialization of novel medicines for patients with central nervous system, or CNS, disorders. Our lead product, OLINVYK™ (oliceridine) injection, or OLINVYK, was approved by the United States Food and Drug Administration, or the FDA, on August 7, 2020. OLINVYK is indicated in adults for the management of acute pain severe enough to require an intravenous opioid analgesic and for whom alternative treatments are inadequate. OLINVYK is an opioid agonist that is the first new chemical entity, or NCE, in this IV drug class in decades and offers a differentiated profile that addresses a significant unmet need in the acute pain management landscape. OLINVYK delivers IV opioid efficacy with a rapid 2-5 minute onset of action. In addition, OLINVYK requires no dosage adjustments in patients with renal impairment, a large patient population with significant medical complications. On October 30, 2020, we announced that the U.S. Drug Enforcement Administration, or DEA, placed oliceridine into Schedule II of the Controlled Substances Act. In November 2020, OLINVYK was made available for commercial distribution. Using our proprietary product platform, we also have highlighted identified and are developing the intended use following product candidates: • TRV027: We are developing TRV027, a novel AT1 receptor selective agonist, for the treatment of proceeds acute lung injury contributing to acute respiratory distress syndrome, or ARDS, and abnormal blood clotting in patients with COVID-19. In a COVID-19 infection, the SARS-coronavirus-2 binds to and removes the ACE2 protein in the lungs, causing elevated levels of angiotensin II. This drives overactivation of the AT1 receptor resulting in downstream acute lung injury, which can lead to ARDS, and abnormal blood clotting, which can lead to pulmonary embolisms and strokes. TRV027 potentially counteracts the disproportionate levels of angiotensin II, by competitively binding to and rebalancing AT1 receptor activation. Additionally, its unique mechanism of action preferentially engages the signaling pathway to promote reparative effects on lung tissue. In June 2020, we announced a collaboration with Imperial College London, or the ICL, to study TRV027 in a randomized, placebo-controlled study in approximately 60 COVID-19 patients. The primary endpoint is a coagulation cascade biomarker, which serves as a surrogate for measuring the effect of TRV027 on adverse health outcomes associated with increased mortality in COVID-19 infections. In August 2020, we announced that ICL has initiated a proof-of-concept study for TRV027 in COVID-19 patients. ICL is sponsoring and funding this offeringstudy, our management will have broad discretion as with additional support from the British Heart Foundation. We expect to report topline data in the application first quarter of these net proceeds 2021. TRV027 has previously been studied in 691 individuals. It has demonstrated efficacy, potency, and could use them for purposes other than those contemplated selectivity at the time of this offeringAT1 receptor in nonclinical studies and has a well-characterized pharmacokinetic profile. AccordinglyIn previous clinical trials, you will be relying on the judgment of our management there was a low dropout rate associated with regard to the use of these net proceedsTRV027, and you no significant safety issues were reported. • TRV250: We are developing TRV250, a G-protein biased delta-opioid receptor, or DOR, agonist as a compound with a potential first-in-class novel mechanism for the treatment of acute migraine. TRV250 also may have utility in a range of other central nervous system, or CNS, indications. Because TRV250 selectively targets the DOR, we believe it will not have the opportunityaddiction liability of conventional opioids or have other mu-opioid related adverse effects like respiratory depression and constipation. In June 2018, we announced the completion of our first-in-human Phase 1 study of TRV250. Data from this healthy volunteer study showed a favorable tolerability profile and pharmacokinetics supporting the advancement of TRV250 to proof-of-concept evaluation in patients, which we initiated in November 2019. The study protocol required subjects to be monitored in an in-patient setting for 24 hours, and due to global COVID-19 pandemic, we paused enrolment in March 2020 and terminated the study in August 2020. We continue to investigate alternative development plans for TRV250 and our DOR program, and we expect to re-initiate clinical studies in the second half of 2021. • TRV734: We also have identified and have completed the initial Phase 1 studies for TRV734, a NCE, targeting the same novel mechanism of action at the mu-opioid receptor, or MOR, as part OLINVYK. TRV734 was designed to be orally available, and its mechanism of your investment decisionaction suggests it may offer valuable benefits for two distinct areas of important unmet medical need: acute and chronic pain, and maintenance-assisted therapy for patients with opioid use disorder, or OUD. We are collaborating with the National Institute on Drug Abuse, or NIDA, to assess whether further evaluate TRV734 for the proceeds are being used appropriatelymanagement of OUD, and NIDA initiated a proof-of-concept study for this indication in December 2019. It is possible On March 26, 2020, we announced that due to the proceeds will be invested global COVID-19 pandemic, enrollment has been paused in a way that does not yield a favorable, or any, return for us and cause the price of our Class A common stock to decline. Future sales of our Class A common stock could have an adverse effect on our stock pricethis trial. We cannot predict the effect, if any, of future sales of intend to continue to focus our Class A common stock, or the availability of shares efforts for future sales, TRV734 on the market price of our Class A common stock. Sales of substantial amounts of our Class A common stock, or the perception that such sales could occur, could dilute existing holders of our Class A common stock securing a development and may adversely affect prevailing market prices commercialization partner for our Class A common stockthis asset.

PROSPECTUS SUPPLEMENT SUMMARY. This summary highlights selected information from about us, this prospectus supplement, but may not contain all offering and information that may be important to you. The following summary is qualified appearing elsewhere in its entirety by the more detailed information included in or incorporated by reference into this prospectus supplement and in the documents we incorporate by reference. This summary is not complete and does not contain all the information you should consider before investing in our common stock pursuant to this prospectus supplement and the accompanying base prospectus. For a more complete understanding of the terms of our Class A common stock, and before Before making your an investment decision, to fully understand this offering and its consequences to you, you should carefully read this entire prospectus supplement, supplement and the accompanying base prospectus, and the documents referred to in including “Where You Can Find More InformationRisk Factors” and “Documents Incorporated by Reference.” See the “Certain Defined Terms” section beginning on page vi S-6 of this prospectus supplement for and the definition of certain terms used financial statements and related notes and the other information that we incorporated by reference herein, including our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and any other filings that we file with the SEC from time to time. Unless the context otherwise requires, all references in this prospectus supplement and accompanying base prospectus. When we use the words to “BGC Partners,” “BGCForte,” “we,” “us,” “our,” “the Company” or the “Company,” we are referring similar words refer to BGC PartnersForte Biosciences, Inc., together with our consolidated subsidiary, Forte Subsidiary, Inc. and its consolidated subsidiaries. The Company Overview We are a leading global brokerage clinical-stage biopharmaceutical company servicing focused on advancing through clinical trials our lead product candidate, FB-401, which is a live biotherapeutic for the financial and real estate markets through our two segments, Financial Services and Real Estate Services. Through our Financial Services brandstreatment of inflammatory skin disease, including BGC ® pediatric and adult patients with atopic dermatitis. There is currently a significant unmet need for safe and effective therapies for pediatric atopic dermatitis patients. FB401 was developed in collaboration with the National Institutes of Health (“NIH”), GFI ® and the National Institute of Allergy and Infectious Diseases (“NIAID”). We are developing a new approach to treating inflammatory skin disease using a topical live biotherapeutic, Sunrise and XX Xxxxxx™FB-401, among otherswhich consists of three therapeutic strains of a commensal gram-negative bacteria, our Financial Services segment specializes Roseomonas mucosa, that were specifically selected for their impact on key parameters of inflammatory skin disease. Genetic-based microbiome identification revealed significant differences in the brokerage Gram-negative skin biome between atopic dermatitis (“AD”) patients and healthy volunteers (“HV”). Over 50% of a broad range of products, including fixed income (rates and credit), foreign exchange, equities, energy and commodities, and futures. We also provide a wide range of services, including trade execution, brokerAD patients did not have any culturable Gram-dealer services, clearing, processing, information, and other back-office services to a broad range of financial and non-financial institutionsnegative flora. Our integrated platform is designed to provide flexibility to customers with regard to price discovery, execution extensive preclinical and processing mechanism of transactions, action data demonstrate that FB-401 improves atopic dermatitis disease parameters by driving tissue repair and enables them to use voice, hybrid, or in many markets, fully electronic brokerage services in connection with transactions executed either over-the-counter , which we refer to anti- inflammation as “OTC,” or through an exchangewell as suppressing potentially harmful bacteria like S. aureus. Through our electronic brands including FENICS ® , GFI ® , , Lucera ® , BGC Trader™, BGC Market Data and Capitalab ® brandsSpecifically, we offer fully electronic brokeragebelieve that FB-401: • drives immune pathways that are defective; • suppresses Staphylococcus aureus growth; and • improves skin barrier function. To date, financial technology solutionsa Phase 1/2a study has been completed with pediatric and adult patients, market data, trade compression, post-trade services, demonstrating significant reduction in atopic dermatitis disease and analytics related to select financial instruments and markets. Newmark Xxxxx Xxxxxx Xxxxx, which we refer to as “NGKF,” is our leading commercial real estate business that comprises our Real Estate Services segment. Under brand names including Newmark Xxxxx Xxxxxx Xxxxx TM , Xxxxxxx Xxxxxxx & Xxxxx XX , Apartment Realty Advisors (ARA ® ), Computerized Facility Integration T M, , which we refer to as “CFI,” Xxxxxxxx ® , and Excess Space Retail Services, Inc., NGKF offers commercial real estate tenants, owner-occupiers, investors, lenders, multi-national corporations and developers a wide range of services, including leasing and corporate advisory services, investment sales, and real estate finance, consulting, appraisal and valuation, project management, and property and facilities management services. NGKF offers these services to clients in a broad range of products, including office, retail, industrial, multifamily, student housing, hotels, data center, healthcare, self-storage, land, condominium conversions, subdivisions and special use. For the twelve months ended December 31, 2016, we completed more than 16,500 real estate transactions in the U.S. with total deal consideration in excess of $57 billion. On January 12, 2016, we announced that we had completed our merger with GFI Group, which we refer to as “GFI,” and now own 100% of GFI’s outstanding shares. This transaction included our successful completion on February 26, 2015 of a tender offer to acquire shares of common stock, par value $0.01 per share, of GFI for $6.10 per share in cash and accept for purchase 54.3 million shares, which we refer to as the “Tendered Shares,” tendered to us pursuant to our offer. GFI is a leading intermediary and provider of trading technologies and support services to the global OTC and listed markets. GFI serves institutional clients in operating electronic and hybrid markets for cash and derivative products across multiple asset classes. For further details, see “Acquisition of GFI Group Inc.” Our customers include many of the world’s largest banks, broker-dealers, investment banks, trading firms, hedge funds, governments, corporations, property owners, real estate developers and investment firms. We have more than 100 offices globally in major markets including New York and Londonpruritus, as well as in Atlanta, Beijing, Bogota, Boston, Buenos Aires, Charlotte, Chicago, Copenhagen, Dallas, Denver, Dubai, Dublin, Geneva, Hong Kong, Houston, Istanbul, Johannesburg, Los Angeles, Madrid, Mexico City, Miami, Moscow, Nyon, Paris, Philadelphia, Rio de Janeiro, San Francisco, Santa Clara, Santiago, São Paulo, Seoul, Shanghai, Singapore, Sydney, Tel Aviv, Tokyo, Toronto and Washington, D.C. Our Organizational Structure control of S. aureus while tapering/eliminating steroid use. We are currently planning to initiate a holding double-blinded randomized Phase 2 clinical trial for mild to moderate AD in the third quarter of 2020. Recent Developments; Corporate Information Forte entered into a business combination (“Merger”) between Forte Subsidiary, Inc. (“Forte Subsidiary”) and Tocagen, Inc. (“Tocagen”), a publicly traded biotechnology company, and our businesses are operated through two operating partnerships, BGC U.S., which holds our U.S. businesses, and BGC Global, which holds our non-U.S. businesses. The limited partnership interests merger closed on June 15, 2020, in which Telluride Merger Sub, Inc. a wholly-owned subsidiary of Tocagen, merged with and into Forte Subsidiary, with Forte Subsidiary surviving that Merger as a wholly-owned subsidiary of Tocagen. Immediately prior to the closing of the two operating partnerships are Merger, the then outstanding shares of Tocagen common stock were adjusted with a reverse stock split of 15 to 1. At the closing of the Merger, each share of Forte Subsidiary’s common stock was converted into the right to receive approximately 3.1624 shares of Tocagen common stock (before giving effect of the reverse split). Immediately prior to closing of the Merger, Tocagen changed its name to Forte Biosciences, Inc. Our common stock is publicly traded on the Nasdaq Capital Market under the ticker symbol FRBX. Prior to the Merger, Forte Subsidiary was a privately held by us and BGC Holdings, and the limited partnership interests of BGC Holdings are currently held by limited partnership unit holders, founding partners, and Cantor. We hold the BGC Holdings general partnership interest and the BGC Holdings special voting limited partnership interest, which entitle us to remove and appoint the general partner of BGC Holdings, and serve as the general partner of BGC Holdings, which entitles us to control BGC Holdings. BGC Holdings, in turn, holds the BGC U.S. general partnership interest and the BGC U.S. special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC U.S., and the BGC Global general partnership interest and the BGC Global special voting limited partnership interest, which entitle the holder thereof to remove and appoint the general partner of BGC Global, and serves as the general partner of BGC U.S. and BGC Global, all of which entitle BGC Holdings (and thereby us) to control each of BGC U.S. and BGC Global. BGC Holdings holds its BGC Global general partnership interest through a company incorporated in the Cayman IslandsDelaware on May 3, BGC Global Holdings GP Limited2017. Executive Offices Our principal executive offices are located at 000 Xxxx Xxxxxx0000 X Xxxxxx Xxxxxx MRL Building 0-000, Xxx XxxxXxxxxxxx, Xxx Xxxx Xxxxxxxxxx 00000, while and our international headquarters is located at 0 Xxxxxxxxx Xxxxx, Canary Wharf, London E14 5RD, United Kingdom. Our telephone number at that address is (000) 000-0000. Our corporate website is located at xxx.xxxxxxxxxxx.xxx , and our e-mail address is xxxx@xxxxxxxxxxx.xxxxxx.xxxxxxxxxx.xxx. The information contained on, or that may can be accessed through, our website is not a part of this prospectus supplement. Investors should not rely on any such information in deciding whether to purchase our common stock. We have included our website address in this prospectus supplement solely as an inactive textual reference. We make available free of charge through our website our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, or the Exchange Act, as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities Exchange Commission, or SEC. The information contained in, or that can be accessed through, our website is not part of, and is not incorporated into, of this prospectus supplement. The Offering Shares Implications of Being an Emerging Growth Company We qualify as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012, or the JOBS Act. As an emerging growth company, we intend to take advantage of specified reduced disclosure and other requirements that are otherwise applicable generally to public companies. These provisions include: • allowance to provide only two years of audited financial statements in addition to any required unaudited interim financial statements with correspondingly reduced “ Management ’ s Discussion and Analysis of Financial Condition and Results of Operations ” disclosure; • reduced disclosure about our executive compensation arrangements; • exemption from the requirements of holding non-binding advisory votes on executive compensation or golden parachute arrangements; and • exemption from the auditor attestation requirement in the assessment of our Class A common internal control over financial reporting. We may take advantage of these provisions for up to five years or such earlier time that we are no longer an emerging growth company. We would cease to be an emerging growth company on the date that is the earliest of: (i) the last day of the fiscal year in which we have total annual gross revenues of $1.07 billion or more; (ii) the last day of our fiscal year following the fifth anniversary of the date of the completion of our initial public offering; (iii) the date on which we have issued more than $1.07 billion in nonconvertible debt during the previous three years; or (iv) the date on which we are deemed to be a large accelerated filer under the rules of the SEC. Under the JOBS Act, emerging growth companies can also delay adopting new or revised accounting standards until such time as those standards apply to private companies. We have elected not to avail our self of this exemption from new or revised accounting standards and, therefore, will be subject to the same new or revised accounting standards as other public companies that are not emerging growth companies. THE OFFERING Issuer Forte Biosciences, Inc. Common stock offered by us Shares having an aggregate offering price of up to $30,000,000. Common stock to be outstanding after this offering Up to 20,000,000 12,305,054 shares of our Class A common stock, assuming sales of 1,089,324 shares of common stock from time to time through CF&Coin this offering at an assumed offering price of $27.54 per share, which was the last reported sale price of our common stock on The Nasdaq Capital Market on September 3, 2020. Plan The actual number of Distribution shares issued will vary depending on the sales prices at which our common stock is sold under this offering. Manner of offering “At the market offering” that may be made from time to time through our sales agent, CF&Co. Ladenburg Xxxxxxxx & Co. Inc. See “Plan of Distribution” on page S-17S-14. Use of Proceeds proceeds We intend to use the net proceeds from the sale of the shares of our Class A common stock that we offer by this prospectus supplement for working capital and general corporate purposes, includingwhich include, but are not limited to, financing our existing businesses and operations, expanding our businesses and operations through additional broker or other hires, strategic alliances and acquisitionsthe funding of clinical development of, and repurchasing shares of Class A common stock or redeeming or purchasing limited partnership interests of BGC Holdings or other equity interests of our subsidiaries from Cantorpursuing regulatory approval for, our executive officersproduct candidates, other employees, partners and othersgeneral and administrative expenses. Certain of such partners will be expected to use the proceeds from such sales to repay outstanding loans to, or credit enhanced by, Xxxxxx before receipt of any proceeds. We may use the net proceeds of this offering directly for such purposes, or contribute a portion of the net proceeds to BGC U.S. and/or BGC Global, which OpCos may in turn use the proceeds for such purposes. See Please see “Use of Proceeds” on page S-4S-8. Risk Factors Investing in our Class A common stock factors This investment involves a high degree of risk. Please read the information contained in and incorporated by reference under the heading See “Risk Factors” beginning on page S-3 S-6 of this prospectus supplement, and under similar headings in the other documents that are filed after the date hereof and incorporated by reference into this prospectus supplement. Nasdaq Global Select Market symbol BGCP RISK FACTORS An investment in shares of our Class A common stock involves risks and uncertainties. You should consider carefully the risks below, the “Risk Factors” section of our latest Annual Report on Form 10-K filed with the SEC, and any updates to those risk factors or new risk factors contained in our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC, all of which we incorporate by reference herein, as well as the other information included in or incorporated by reference in this prospectus supplement and the accompanying prospectus, for a discussion of risks you should carefully consider before making an investment decisioninvesting in our securities. Any Nasdaq Capital Market symbol FBRX The number of shares of our common stock that will be outstanding after this offering is based on 11,198,315 shares of common stock outstanding as of June 30, 2020, after giving effect to the risk factors could significantly and negatively affect our businessesreverse stock split of 15 to 1 that was effective on June 15, financial condition, results of operations, cash flows2020, and prospects and excludes the trading following shares, which have also been updated for the reverse stock split: • 2,752,546 shares of our common stock issuable upon exercise of warrants outstanding as of June 30, 2020, with an exercise price of Class A common stock. You could lose all or part of your investment. Risks Related to This Offering $10.56 per share and Our Class A Common Stock Our management will have broad discretion with respect to the use of the proceeds of this offering. Although we have highlighted the intended use of proceeds for this offering, our management will have broad discretion as to the application of these net proceeds and could use them for purposes other than those contemplated at the time of this offering. Accordingly, you will be relying on the judgment 4,434 shares of our management common stock issuable upon exercise of warrants outstanding as of June 30, 2020 with regard to the use of these net proceeds, and you will not have the opportunity, as part of your investment decision, to assess whether the proceeds are being used appropriately. It is possible that the proceeds will be invested in a way that does not yield a favorable, or any, return for us and cause the an exercise price of $140.25 per share; • 821,910 shares of our Class A common stock to decline. Future sales issuable upon exercise of options outstanding as of June 30, 2020, with a weighted-average exercise price of $6.21 per share; and • 500,000 shares of our Class A common stock could have an adverse effect on our stock price. We cannot predict the effect, if any, of future sales of our Class A common stock, or the availability of shares available for future salesgrants under our 2020 Inducement Equity Incentive Plan adopted as of July 26, on the market price of our Class A common stock. Sales of substantial amounts of our Class A common stock, or the perception that such sales could occur, could dilute existing holders of our Class A common stock and may adversely affect prevailing market prices for our Class A common stock2020.