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Cboe Global Markets, Inc. 8-K Report, Executive Changes (May 18, 2021)

Filed May 18, 2021For Securities:CBOE

Summary

This 8-K filing by Cboe Global Markets, Inc. (CBOE) details outcomes from its 2021 Annual Meeting of Stockholders held on May 13, 2021, and an executive compensation matter. Key events include the overwhelming ratification of KPMG LLP as the independent auditor and the election of the full slate of directors. The advisory vote on executive compensation also passed with strong support, indicating shareholder confidence in the company's compensation policies. A special one-time award of $200,000 in restricted stock units was granted to Bryan Harkins upon his appointment as Executive Vice President, President BIDS Trading, vesting in May 2024, which aligns executive interests with long-term company performance.

Key Highlights

  • 1All director nominees were elected to the Board of Directors with substantial majority support.
  • 2The appointment of KPMG LLP as the independent registered public accounting firm for fiscal year 2021 was overwhelmingly ratified by shareholders.
  • 3The advisory vote to approve executive compensation (Say-on-Pay) received strong shareholder support.
  • 4Bryan Harkins was appointed Executive Vice President, President BIDS Trading.
  • 5Mr. Harkins received a special one-time award of $200,000 in restricted stock units, vesting on May 13, 2024, subject to continued employment.
  • 6The filing confirms the absence of any emerging growth company elections regarding extended transition periods for accounting standards.

Frequently Asked Questions

The primary outcomes were the election of all director nominees to the Board, the ratification of KPMG LLP as the independent auditor for fiscal year 2021, and the approval of the company's executive compensation in a non-binding advisory vote. All these proposals received significant shareholder support.

Bryan Harkins, upon his appointment as Executive Vice President, President BIDS Trading, received a special, one-time grant of restricted stock units valued at $200,000. This award is subject to vesting on May 13, 2024, provided he remains continuously employed by Cboe Global Markets through that date.

Shareholders voted in favor of the advisory proposal to approve the compensation paid to the company's named executive officers. The proposal passed with approximately 73.3 million shares voting for it, out of nearly 90.6 million total votes cast on the matter (excluding abstentions and broker non-votes).

The filing indicates that Cboe Global Markets, Inc. is not electing to be treated as an emerging growth company. Therefore, it is not utilizing any extended transition periods for complying with new or revised financial accounting standards.