CME 8-K Current Reports

CME GROUP INC. - 323 current reports

Showing 1-50 of 323 filings
8-KLeadership ChangesRegulation FDExhibits & Filings
Jun 17, 2026

CME GROUP INC. 8-K Report, Executive Changes (Jun 17, 2026)

CME Group Inc. (CME) announced a significant leadership transition, with current Chairman and CEO Terrence A. Duffy transitioning to Executive Chairman and President and CFO Lynne C. Fitzpatrick succeeding him as Chief Executive Officer. This leadership change, effective on the later of March 1, 2027, or the filing of the 2026 10-K, aims to ensure leadership continuity and leverage Duffy's extensive experience in a strategic oversight role while elevating Fitzpatrick, a long-tenured executive with deep financial and operational expertise, to lead the company. The transition plan outlines specific arrangements for both executives. Mr. Duffy will continue as CEO until the transition date and then serve as Executive Chairman through December 31, 2027, with his compensation and benefits largely remaining consistent. Ms. Fitzpatrick will assume the CEO role and a board seat on the transition date, with a new compensation package including a $1.2 million base salary, a 200% target bonus, and a 700% long-term incentive opportunity. The company has also commenced a search for Ms. Fitzpatrick's successor as CFO.

8-KShareholder Matters
Jun 10, 2026

CME GROUP INC. 8-K Report, Shareholder Vote Results (Jun 10, 2026)

CME Group Inc. held its reconvened 2026 Annual Meeting of Shareholders on June 9, 2026, to vote on several proposals that were initially adjourned due to a lack of quorum among certain Class B shareholder classes. While a quorum was achieved for the combined Class A and B shares (81.36% present) and for Class B-1 and B-2 shares individually, Class B-3 shares failed to meet the 33.3% quorum requirement, preventing votes on Items 6 and 8c. Key proposals aimed at eliminating the director election rights for Class B-1 and B-2 shareholders (Items 4 and 5) did not pass, meaning these shareholders retain their rights. A proposal to amend the certificate of incorporation (Item 7) technically passed but will not be enacted due to the failure of Items 4, 5, and 6. All Class B-1 and B-2 directors seeking re-election were successful, while the election of a Class B-3 director failed to achieve quorum, resulting in a holdover director.

8-KShareholder Matters
May 19, 2026

CME GROUP INC. 8-K Report, Shareholder Vote Results (May 19, 2026)

CME Group Inc. (CME) filed an 8-K on May 19, 2026, reporting on its 2026 Annual Meeting of Shareholders held on May 14, 2026. A significant portion of the issued and outstanding shares (87.78%) were present, establishing a quorum for Class A and Class B common stock combined. However, specific subclasses of Class B stock (B-1, B-2, B-3, and B-4) did not achieve the required 33.3% quorum, leading to the adjournment of proposals related to Items 4 through 8 to a new virtual meeting on June 9, 2026. Despite the adjournment of certain matters, the meeting did see voting on director elections, auditor ratification, and executive compensation. All director nominees were elected, the appointment of Ernst & Young LLP as the independent auditor was ratified, and the compensation of named executive officers was approved on an advisory basis. Investors should note the low participation from specific Class B shareholder groups, which necessitated the adjournment, and monitor the outcome of the rescheduled votes.

8-KMaterial AgreementsExhibits & Filings
Apr 27, 2026

CME GROUP INC. 8-K Report, Material Agreement (Apr 27, 2026)

CME Group Inc. (CME) has announced an amendment to its 364-day multi-currency credit facility, effective April 22, 2026. This amendment, designated as Amendment No. 11, modifies the existing $7 billion facility, which has the potential to increase to $10 billion. The primary purpose of this credit facility is to provide temporary liquidity for CME's clearing house operations in specific, albeit unlikely, scenarios such as a clearing firm failing to meet its obligations, a liquidity constraint with a depositary, or disruptions in the domestic payment system impacting settlement variations.

8-KEarnings & ResultsExhibits & Filings
Apr 22, 2026

CME GROUP INC. 8-K Report, Financial Results (Apr 22, 2026)

CME Group Inc. (CME) has filed an 8-K report on April 22, 2026, primarily to disclose its financial results for the quarter ended March 31, 2026, through an attached press release (Exhibit 99.1). The report emphasizes that the information contained within the press release, including financial results, is not deemed "filed" under SEC regulations but is provided for informational purposes. Investors should note that while GAAP-based financial statements are available, the press release also includes non-GAAP financial measures such as revenues, expenses, operating income, net income, and earnings per share. Management of CME Group asserts that these non-GAAP measures offer valuable supplemental information for assessing financial and business trends and provide a better basis for comparison with prior periods. While these non-GAAP figures are presented as a supplement to GAAP results and are reconciled within the press release as required by Regulation G, investors are advised to consider them alongside, and not as a replacement for, the official GAAP financial statements. The filing also includes an Inline XBRL cover page as Exhibit 104.

8-KEarnings & ResultsExhibits & Filings
Feb 4, 2026

CME GROUP INC. 8-K Report, Financial Results (Feb 4, 2026)

CME Group Inc. (CME) filed an 8-K report on February 4, 2026, announcing its financial results for the fourth quarter and full year ended December 31, 2025. The report primarily references an attached press release (Exhibit 99.1) which contains detailed financial information and commentary from the company. Investors should note that the press release includes both GAAP and non-GAAP financial measures. The non-GAAP measures, which include revenues, expenses, operating income, net income, and earnings per share, are presented to offer supplemental insights into financial and business trends and to enhance comparability with prior periods. CME Group emphasizes that these non-GAAP metrics are intended to be used in conjunction with, and not as a substitute for, GAAP-based financial reporting, and a reconciliation between the two is provided in the press release. While the 8-K itself does not contain the specific financial figures, the incorporated press release is the primary source for understanding CME Group's performance. Investors are encouraged to review Exhibit 99.1 for detailed operational and financial outcomes, including the company's commentary on its performance drivers and outlook. The filing also includes the standard cover page in Inline XBRL format.

8-KRegulation FDExhibits & Filings
Feb 2, 2026

CME GROUP INC. 8-K Report, Regulation FD Disclosure (Feb 2, 2026)

CME Group Inc. (CME) has filed a Current Report on Form 8-K dated February 2, 2026, to disclose important pricing changes communicated to its clients through Special Executive Report 9676. This announcement, made effective February 1, 2026, is being shared proactively with investors and the market, though specific details of the pricing adjustments are not included in this 8-K filing. Investors should note that this information is provided under Regulation FD Disclosure and is not deemed 'filed' for purposes of Section 18 of the Exchange Act, meaning it does not carry the same regulatory implications as a traditional filing.

8-KEarnings & ResultsExhibits & Filings
Oct 22, 2025

CME GROUP INC. 8-K Report, Financial Results (Oct 22, 2025)

CME Group Inc. (CME) has filed an 8-K report on October 22, 2025, to disclose its financial results for the quarter ended September 30, 2025. The report primarily incorporates a press release detailing these results. Investors should note that the press release includes both GAAP and non-GAAP financial measures. Management presents these non-GAAP figures, such as revenues, expenses, operating income, net income, and earnings per share, to offer supplemental insights into the company's financial performance and business trends. These non-GAAP measures are intended to enhance comparability with prior periods and are provided alongside reconciliations to the most directly comparable GAAP figures, as required by Regulation G. The company emphasizes that these non-GAAP measures should be considered supplemental and not a substitute for GAAP reporting.

8-KLeadership Changes
Sep 11, 2025

CME GROUP INC. 8-K Report, Executive Changes (Sep 11, 2025)

CME Group Inc. (CME) has filed an 8-K report announcing the upcoming retirement of its Managing Director and Chief Accounting Officer, Jack Tobin. Mr. Tobin, who has been with the company for over 23 years and served as Chief Accounting Officer since 2015, will continue in his role until October 30, 2026, ensuring a lengthy and orderly transition. His retirement is voluntary and not a result of any disputes concerning the company's financial reporting or operational matters. This transition represents a significant leadership change within CME Group's accounting function. Investors will want to monitor the company's succession planning process for this critical role, as the Chief Accounting Officer plays a key part in financial reporting integrity and strategic financial decisions. The extended transition period is a positive factor, suggesting management is prioritizing continuity and minimizing potential disruption to ongoing operations and investor confidence.

8-KOther Events
Jul 25, 2025

CME GROUP INC. 8-K Report, Corporate Update (Jul 25, 2025)

CME Group Inc. (CME) announced a significant legal victory on July 25, 2025, with a jury returning a unanimous verdict in its favor and that of its subsidiary, the Board of Trade of the City of Chicago, Inc. (CBOT). This ruling concludes a protracted putative class action lawsuit initiated in January 2014. The plaintiffs, comprised of certain Class B shareholders of CME Group and Class B members of CBOT, had alleged breaches of contract and the implied covenant of good faith and fair dealing related to violations of their fundamental rights as outlined in the companies' respective Certificates of Incorporation. This favorable verdict represents a material positive development for CME Group, resolving a long-standing legal dispute that could have had potential financial and operational implications. The unanimous decision by the jury strongly validates the company's position and defenses against the plaintiffs' claims. Investors should view this outcome as a de-risking event, removing a significant overhang and allowing management to maintain its full focus on strategic growth and operational execution without the distraction and potential cost of this litigation.

8-KEarnings & ResultsExhibits & Filings
Jul 23, 2025

CME GROUP INC. 8-K Report, Financial Results (Jul 23, 2025)

CME Group Inc. has filed an 8-K report on July 23, 2025, primarily to announce its financial results for the second quarter ended June 30, 2025. The key information is contained within an attached press release (Exhibit 99.1) which details the company's operational and financial performance for the period. Investors should note that while the press release presents GAAP financial results, it also includes non-GAAP measures such as non-GAAP net income and earnings per share. Management believes these non-GAAP metrics offer valuable insights into financial and business trends, enabling better comparability with prior periods. A reconciliation between GAAP and non-GAAP figures is provided in the press release as required by Regulation G. Investors are encouraged to review the press release for a comprehensive understanding of the company's performance, paying close attention to both GAAP and non-GAAP financial disclosures.

8-KShareholder Matters
May 9, 2025

CME GROUP INC. 8-K Report, Shareholder Vote Results (May 9, 2025)

CME Group Inc. (CME) filed an 8-K on May 8, 2025, detailing the results of its 2025 Annual Meeting of Shareholders held on May 8, 2025. The filing primarily reports on shareholder votes for director elections, the ratification of its independent auditor, and an advisory vote on executive compensation. A significant aspect of the meeting was the election of directors, where all fourteen proposed Equity Directors received substantial support and were elected. The appointment of Ernst & Young LLP as the independent auditor for 2025 was also overwhelmingly ratified, and shareholders approved the advisory "say-on-pay" proposal regarding executive compensation. A noteworthy outcome was the failure to achieve a quorum for the election of Class B Directors across several categories (B-1, B-2, and B-3). Consequently, incumbent directors in these categories will continue to serve as "holdovers" until their successors are elected at the 2026 Annual Meeting. This situation highlights a potential governance point for Class B shareholders to consider in future meetings. Overall, the meeting demonstrated strong shareholder alignment on key governance and executive compensation matters, with the exception of specific Class B director elections.

8-KMaterial AgreementsFinancial EventsExhibits & Filings
Apr 25, 2025

CME GROUP INC. 8-K Report, Material Agreement (Apr 25, 2025)

CME Group Inc. has announced the establishment of a new Senior Credit Facility and an amendment to its existing 364-day credit facility. The Senior Credit Facility, effective April 23, 2025, provides a $2.25 billion revolving line of credit with an option to increase to $3.25 billion, intended for general corporate purposes and working capital. This facility replaces a previous credit agreement and matures on April 23, 2030, featuring standard covenants and flexibility for prepayment. Additionally, CME Group amended its 364-day multi-currency credit facility, referred to as the Existing 364-Day Credit Facility, which now stands at $7 billion with an option to increase to $10 billion. This facility is crucial for providing temporary liquidity to support clearing operations, particularly in scenarios involving clearing firm obligations, liquidity constraints with custodians, or payment system disruptions. Both facilities provide CME Group with enhanced financial flexibility and robust liquidity management capabilities.

8-KEarnings & ResultsExhibits & Filings
Apr 23, 2025

CME GROUP INC. 8-K Report, Financial Results (Apr 23, 2025)

CME Group Inc. (CME) has filed an 8-K report on April 23, 2025, announcing its financial results for the quarter ended March 31, 2025. The core of this filing is a press release (Exhibit 99.1) containing the company's performance metrics for the period. Investors should note that while GAAP (Generally Accepted Accounting Principles) financial statements are presented, CME Group also includes non-GAAP measures such as non-GAAP net income and earnings per share. These non-GAAP figures are presented to offer a supplemental view of financial and business trends, aiming for better comparability with prior periods. The company emphasizes that these non-GAAP measures are not a substitute for GAAP figures but rather an addition, and a reconciliation between GAAP and non-GAAP measures is provided within the press release as required by Regulation G.

8-KRegulation FDExhibits & Filings
Apr 14, 2025

CME GROUP INC. 8-K Report, Regulation FD Disclosure (Apr 14, 2025)

CME Group Inc. announced on April 14, 2025, a significant strategic divestiture: the sale of its joint venture, Osttra Group Ltd. This move marks a pivotal decision for the company, signaling a potential refocusing of its core business operations and a streamlining of its asset portfolio. Investors should closely monitor the financial implications of this sale, including the expected impact on earnings, capital allocation, and future strategic initiatives. The sale of Osttra Group Ltd., a joint venture with S&P Global Inc., suggests CME Group may be prioritizing its primary exchange and trading platforms. While details regarding the sale price and terms are likely to be found in the accompanying press release (Exhibit 99.1), this divestiture is a key event for understanding CME Group's future strategic direction and its commitment to maximizing shareholder value through portfolio optimization.

8-KMaterial AgreementsExhibits & Filings
Mar 10, 2025

CME GROUP INC. 8-K Report, Material Agreement (Mar 10, 2025)

CME Group Inc. has announced the successful completion of a $750 million public offering of 4.400% Notes due 2030. This offering was made under a previously filed shelf registration statement. The primary use of proceeds is to retire the outstanding $750 million of 3.00% notes due in 2025, effectively refinancing this debt at a higher coupon but extending the maturity. The remaining proceeds will be allocated to general corporate purposes. This move indicates a proactive approach by CME Group to manage its capital structure. By refinancing its 2025 notes, the company is extending its debt maturity profile. Investors should note the new notes carry a higher interest rate, reflecting current market conditions, but also provide more long-term funding. The indenture includes customary covenants and provisions for change of control, offering certain protections to noteholders.

8-KOther EventsExhibits & Filings
Mar 4, 2025

CME GROUP INC. 8-K Report, Corporate Update (Mar 4, 2025)

CME Group Inc. (CME) announced on March 3, 2025, that it has entered into an Underwriting Agreement for a public offering of $750 million in aggregate principal amount of its 4.400% Notes due 2030. This debt issuance is a significant event for investors as it indicates the company's strategy for funding its operations, potential acquisitions, or other strategic initiatives. The terms of the offering are standard for public debt issuances, including customary representations, warranties, covenants, and indemnification provisions between CME Group and the underwriters, which include prominent financial institutions like Barclays Capital Inc., J.P. Morgan Securities LLC, and Wells Fargo Securities, LLC. Investors should note that the company is raising capital through debt, which will impact its leverage ratios and future interest expenses. The fixed coupon rate of 4.400% on these notes provides clarity on the cost of this new debt. This filing does not provide details on the use of proceeds, which will be a key area for investors to monitor in future communications from CME Group.

8-KEarnings & ResultsExhibits & Filings
Feb 12, 2025

CME GROUP INC. 8-K Report, Financial Results (Feb 12, 2025)

CME Group Inc. (CME) has filed a Current Report on Form 8-K, announcing its financial results for the quarter ended December 31, 2024, via a press release dated February 12, 2025. This filing primarily serves to disseminate these results to the public. Investors should note that the press release includes both GAAP and non-GAAP financial measures, such as non-GAAP net income and earnings per share. Management utilizes these non-GAAP measures to offer supplemental insights into financial and business trends, believing they enhance comparability with prior periods. While CME Group reconciles these non-GAAP figures to their GAAP equivalents, investors are advised to consider these non-GAAP measures as supplementary to, and not a replacement for, the official GAAP financial statements. The full details and reconciliation can be found in the press release attached as Exhibit 99.1.

8-KRegulation FDExhibits & Filings
Dec 11, 2024

CME GROUP INC. 8-K Report, Regulation FD Disclosure (Dec 11, 2024)

CME Group Inc. (CME) has filed an 8-K report on December 11, 2024, to disclose recent communications regarding changes to its Clearing House collateral fee schedule and client pricing. These changes were communicated to Clearing Members via Advisory Notice 24-383 and to clients through Special Executive Report 9482 on December 10, 2024. While the specifics of the fee and pricing adjustments are not detailed within the 8-K itself, investors should note that these communications represent material updates to the company's operational and revenue-generating framework. The company has made these notices available on its website, signaling transparency regarding these important financial adjustments.

8-KRegulation FDOther EventsExhibits & Filings
Dec 5, 2024

CME GROUP INC. 8-K Report, Regulation FD Disclosure (Dec 5, 2024)

CME Group Inc. announced a significant new Share Repurchase Program, authorizing up to $3 billion for the repurchase of its outstanding Class A Common Stock. This move signals strong confidence from management in the company's intrinsic value and its ability to generate substantial free cash flow. The program allows for flexible execution through various methods, including open market transactions and Rule 10b5-1 trading plans, providing CME Group with strategic options to return capital to shareholders. Investors should note that the program has no expiration date and does not obligate the company to repurchase a specific amount of stock. The timing and extent of repurchases will be subject to market conditions, the company's financial performance, and other considerations. This initiative is a positive signal for shareholders, potentially enhancing earnings per share and indicating management's commitment to shareholder value, though the actual impact will depend on the pace and price of repurchases.

8-KLeadership ChangesRegulation FDExhibits & Filings
Nov 7, 2024

CME GROUP INC. 8-K Report, Executive Changes (Nov 7, 2024)

CME Group Inc. (CME) has filed an 8-K report announcing significant leadership updates. The most notable change is the extension of CEO Terrence A. Duffy's employment agreement through December 31, 2026. This extension aims to ensure continuity in leadership and leverage Mr. Duffy's strategic vision and industry expertise. Importantly, the core terms of his compensation, including base salary and target bonus opportunities, remain unchanged, aligning with his previous agreement. The agreement outlines specific vesting conditions for his outstanding equity awards upon reaching the end of his extended term, contingent on company performance and the execution of a release of claims. In addition to the CEO's contract extension, CME Group has made key operational leadership changes. Lynne Fitzpatrick has been promoted to President and Chief Financial Officer, building on her tenure as CFO. Conversely, Julie Holzrichter is stepping down as Chief Operating Officer but will transition to an advisory role. Suzanne Sprague, previously Global Head of Clearing and Post-Trade Services, has assumed the COO position. These adjustments signal a focus on internal talent development and strategic operational alignment.

8-KEarnings & ResultsExhibits & Filings
Oct 23, 2024

CME GROUP INC. 8-K Report, Financial Results (Oct 23, 2024)

CME Group Inc. (CME) has filed an 8-K report on October 23, 2024, announcing its financial results for the quarter ended September 30, 2024. The filing incorporates by reference a press release (Exhibit 99.1) detailing these results. A key aspect of the report is the presentation of both Generally Accepted Accounting Principles (GAAP) and non-GAAP financial measures, including non-GAAP net income and earnings per share. Management utilizes these non-GAAP measures to offer supplemental insights into the company's financial performance and business trends, aiming to enhance comparability with prior periods. While these non-GAAP figures are presented as a supplement, the company emphasizes that they should be considered alongside, and not as a replacement for, the GAAP-based financial statements. A reconciliation of the non-GAAP measures to their most directly comparable GAAP counterparts is provided within the press release, in compliance with Regulation G.

8-KEarnings & ResultsExhibits & Filings
Jul 24, 2024

CME GROUP INC. 8-K Report, Financial Results (Jul 24, 2024)

CME Group Inc. (CME) filed an 8-K report on July 24, 2024, to announce its financial results for the quarter ended June 30, 2024. The filing primarily incorporates by reference a press release (Exhibit 99.1) detailing these results. Investors should note that the press release includes both GAAP and non-GAAP financial measures, such as non-GAAP net income and earnings per share. Management utilizes these non-GAAP figures to provide supplemental information on financial and business trends, believing they offer better comparability with historical performance. The company emphasizes that these non-GAAP measures are supplementary and should not be considered a substitute for or superior to the corresponding GAAP measures. A reconciliation of the non-GAAP to GAAP figures is included in the press release, as required by Regulation G. Investors are encouraged to review the full press release for a comprehensive understanding of CME Group's financial performance for the second quarter of 2024.

8-KLeadership ChangesRegulation FDExhibits & Filings
Jul 8, 2024

CME GROUP INC. 8-K Report, Executive Changes (Jul 8, 2024)

CME Group Inc. (CME) has announced a leadership change within its fixed income division and a concurrent adjustment to its Board of Directors. Effective August 5, 2024, Michael G. Dennis will join the company as Senior Managing Director, Global Head of Fixed Income. This new role signifies a strategic focus on the fixed income markets for CME Group. In conjunction with his new executive position, Mr. Dennis has resigned from his role on the CME Group Board of Directors, effective immediately. His departure from the board is not due to any disagreements and is a standard procedure when an officer takes on a new operational role. Notably, the vacancy created on the Board of Directors for the Class B-2 shareholder representative will remain open until a successor is elected at a future shareholder meeting, as per the company's charter.

8-KShareholder Matters
May 13, 2024

CME GROUP INC. 8-K Report, Shareholder Vote Results (May 13, 2024)

CME Group Inc. (CME) filed an 8-K on May 13, 2024, detailing the outcomes of its 2024 Annual Meeting of Shareholders held on May 9, 2024. The report indicates strong shareholder support for the election of seventeen Equity Directors and the ratification of Ernst & Young LLP as the independent auditor. Additionally, a majority of shareholders provided an advisory "say-on-pay" vote, approving the compensation of named executive officers. A significant point of note is the failure to achieve a quorum for the election of Class B Directors across several categories (B-1, B-2, and B-3). As a result, the existing directors in these classes will continue to serve as "holdovers" under Delaware law and the company's bylaws until their successors are duly elected at the 2025 Annual Meeting or their earlier departure.

8-KMaterial AgreementsFinancial EventsExhibits & Filings
Apr 25, 2024

CME GROUP INC. 8-K Report, Material Agreement (Apr 25, 2024)

CME Group Inc. (CME) announced on April 24, 2024, that its subsidiary, Chicago Mercantile Exchange Inc. (CME), entered into an amendment to its 364-day multi-currency credit facility. This amendment, referred to as the Amended Credit Facility, maintains a $7 billion principal amount with an option to increase it to $10 billion. The facility is designed to provide crucial liquidity support for CME in various scenarios, including clearing member defaults, liquidity constraints, depositary defaults, or payment system delays. Investors should note that the facility is secured by clearing firm guaranty fund contributions and performance bond assets from clearing members, which serves as collateral. This strategic enhancement of its credit facility demonstrates CME's proactive approach to risk management and ensuring operational stability, particularly important for a company operating in the critical infrastructure of financial markets. The details of this amended agreement are further elaborated in the filed exhibits.

8-KEarnings & ResultsExhibits & Filings
Apr 24, 2024

CME GROUP INC. 8-K Report, Financial Results (Apr 24, 2024)

CME Group Inc. (CME) filed an 8-K on April 24, 2024, to report its financial results for the quarter ended March 31, 2024. The core of the filing is the incorporation by reference of a press release (Exhibit 99.1) detailing these quarterly results. Investors should note that this press release includes both Generally Accepted Accounting Principles (GAAP) and non-GAAP financial measures. The company highlights the use of non-GAAP net income and earnings per share, stating that management believes these provide valuable supplemental information for understanding financial and business trends and offer better comparability with prior periods. While these non-GAAP measures are presented as supplements, the filing emphasizes that they should not be considered a substitute for or superior to the GAAP-based figures. A reconciliation between the non-GAAP and GAAP measures is included in the press release.

8-KLeadership ChangesExhibits & Filings
Mar 7, 2024

CME GROUP INC. 8-K Report, Executive Changes (Mar 7, 2024)

CME Group Inc. (CME) filed an 8-K on March 7, 2024, to report an amendment to its Omnibus Stock Plan. Effective March 1, 2024, the Compensation Committee approved an amended and restated Omnibus Stock Plan that introduces "double trigger" change of control vesting provisions. This change aligns the company's executive compensation practices with current market standards and addresses shareholder preferences. The key change involves the acceleration of equity award vesting upon a "Change of Control." This acceleration will only occur if specific conditions are met, namely if the acquiring entity does not provide equivalent replacement awards or if it does provide replacement awards but the executive is involuntarily terminated without Cause or for Good Reason within 24 months of the change in control. This modification aims to provide enhanced security for executive compensation in potential acquisition scenarios while ensuring alignment with shareholder interests.

8-KEarnings & ResultsExhibits & Filings
Feb 14, 2024

CME GROUP INC. 8-K Report, Financial Results (Feb 14, 2024)

CME Group Inc. (CME) has filed an 8-K report on February 14, 2024, primarily announcing its financial results for the quarter ended December 31, 2023. The filing incorporates by reference a press release (Exhibit 99.1) which details these results. Investors should note that this press release includes non-GAAP financial measures, such as non-GAAP net income and earnings per share, alongside their GAAP counterparts. Management asserts that these non-GAAP measures offer valuable supplemental information for understanding financial and business trends, facilitating better comparability with prior periods. While these non-GAAP figures are presented to provide a more comprehensive view, they should be considered in conjunction with, and not as a replacement for, the official GAAP financial statements. A reconciliation of the non-GAAP measures to the most directly comparable GAAP measures is provided within the press release, adhering to Regulation G requirements.

8-KLeadership ChangesExhibits & Filings
Dec 6, 2023

CME GROUP INC. 8-K Report, Executive Changes (Dec 6, 2023)

CME Group Inc. (CME) has filed an 8-K detailing an amendment to its employment agreement with Chairman and CEO Terrence A. Duffy. The amendment, effective December 6, 2023, extends Mr. Duffy's current term from December 31, 2024, to December 31, 2025, with substantially the same principal terms as his existing agreement. The Board of Directors believes Mr. Duffy's continued leadership is crucial for executing the company's strategy and driving long-term shareholder value, citing his deep industry knowledge and strategic vision. Importantly, this extension does not alter Mr. Duffy's current base salary, target bonus, or target equity grant value. The agreement outlines specific provisions regarding a bonus opportunity for the 2025 plan year and accelerated vesting of outstanding equity awards upon employment completion by December 31, 2025, contingent on a general release. This move signals stability in leadership at a critical juncture for CME Group.

8-KRegulation FDExhibits & Filings
Nov 29, 2023

CME GROUP INC. 8-K Report, Regulation FD Disclosure (Nov 29, 2023)

CME Group Inc. (CME) filed an 8-K on November 28, 2023, primarily to disclose upcoming pricing changes that will become effective on February 1, 2024. These adjustments were communicated to clients via a Special Executive Report, which has been made available on the company's website. While the filing itself doesn't provide specific details on the nature or extent of these price changes, the effective date indicates a forward-looking adjustment to CME Group's service fees. Investors should note that this 8-K filing is largely procedural, focusing on the communication of pricing updates rather than significant financial results or operational developments. The company is leveraging Regulation FD to ensure broad dissemination of this information to its client base. Further details regarding the impact of these pricing changes on CME Group's revenue and profitability would likely be found in subsequent financial reports or investor communications.

8-KLeadership ChangesExhibits & Filings
Nov 13, 2023

CME GROUP INC. 8-K Report, Executive Changes (Nov 13, 2023)

CME Group Inc. (CME) filed a Form 8-K on November 13, 2023, detailing the retirement agreement for former CFO John Pietrowicz and amendments to its Annual Incentive Plan. The retirement agreement, effective November 8, 2023, formalizes Mr. Pietrowicz's departure on December 31, 2023. Under the terms, he will receive his base salary through retirement, payment for accrued vacation, and accelerated vesting of outstanding time-based restricted stock grants. Additionally, 50% of his unvested performance share awards will vest based on actual company performance, and he remains eligible for his 2023 annual bonus, contingent upon executing a release of claims. The filing also announces the approval of an amended and restated Annual Incentive Plan by the Compensation Committee on November 7, 2023. These amendments are primarily to ensure compliance with SEC Rule 10D-1 and NASDAQ listing standards regarding clawback provisions. Minor adjustments were also made to remove provisions related to Section 162(m) of the Internal Revenue Code. This updated plan replaces the previous incentive plan for named executive officers.

8-KEarnings & ResultsExhibits & Filings
Oct 25, 2023

CME GROUP INC. 8-K Report, Financial Results (Oct 25, 2023)

CME Group Inc. (CME) filed an 8-K report on October 25, 2023, announcing its financial results for the quarter ended September 30, 2023. The report primarily incorporates by reference a press release (Exhibit 99.1) detailing these results. Investors should note that the press release includes both GAAP (Generally Accepted Accounting Principles) and non-GAAP financial measures, such as non-GAAP net income and earnings per share. Management utilizes these non-GAAP measures to offer supplemental insights into financial and business trends, aiming for enhanced comparability with prior periods. While these non-GAAP figures are presented as a supplement to GAAP results, they should be considered alongside, and not as a substitute for, the official GAAP financial statements. The filing assures that a reconciliation between the non-GAAP and the most comparable GAAP measures is provided within the press release, in compliance with Regulation G.

8-KRegulation FDExhibits & Filings
Sep 21, 2023

CME GROUP INC. 8-K Report, Regulation FD Disclosure (Sep 21, 2023)

CME Group Inc. (CME) filed an 8-K on September 21, 2023, to disclose changes to its Clearing House's collateral fee schedule. These changes were communicated to Clearing Member Firms via Advisory Notice 23-290 and are scheduled to take effect on January 2, 2024. While the specific details of the fee adjustments are not provided in this 8-K, the market will be monitoring the impact of these changes on clearing member costs and CME's revenue, particularly as the effective date approaches. Investors should note that this disclosure is made under Regulation FD and is not considered 'filed' for liability purposes under Section 18 of the Exchange Act.

8-KEarnings & ResultsExhibits & Filings
Jul 26, 2023

CME GROUP INC. 8-K Report, Financial Results (Jul 26, 2023)

CME Group Inc. filed an 8-K report on July 26, 2023, primarily announcing its financial results for the quarter ended June 30, 2023. The report incorporates by reference a press release (Exhibit 99.1) that details these results. Investors should note that while GAAP results are provided, the company also presents non-GAAP measures for net income and earnings per share. Management believes these non-GAAP figures offer valuable supplemental information for assessing financial and business trends and comparability with prior periods, though they should be considered alongside, not as a substitute for, GAAP figures. A reconciliation of these non-GAAP measures to their GAAP equivalents is included in the press release as required by Regulation G. While the specific financial figures are not detailed within the 8-K text itself, the filing signals the release of the company's quarterly performance. Investors are encouraged to review the attached press release for detailed financial performance, including key metrics, revenue drivers, and profitability for the second quarter of 2023.

8-KShareholder Matters
May 9, 2023

CME GROUP INC. 8-K Report, Shareholder Vote Results (May 9, 2023)

CME Group Inc. held its 2023 Annual Meeting of Shareholders on May 4, 2023, where key governance matters were put to a vote. The meeting saw strong shareholder support for the re-election of seventeen Equity Directors and the ratification of Ernst & Young LLP as the independent auditor. However, a significant advisory vote against the compensation of named executive officers indicates shareholder concern on this front. Notably, the Company announced that the advisory vote on executive compensation was not approved, with a majority voting against it. The shareholders did, however, vote for annual advisory votes on executive compensation, a frequency that will be maintained until 2029. In a unique outcome, elections for several Class B Directors did not achieve quorum, leading to these directors continuing as "holdovers" under Delaware law until their successors are elected at the next annual meeting.

8-KMaterial AgreementsFinancial EventsExhibits & Filings
Apr 28, 2023

CME GROUP INC. 8-K Report, Material Agreement (Apr 28, 2023)

CME Group Inc. (CME) has filed an 8-K detailing an amendment to its 364-day multi-currency credit facility. The Amended Credit Facility now stands at $7 billion, with the flexibility to increase to $10 billion. This facility is designed to provide crucial liquidity support for CME in various scenarios, including clearing member defaults, liquidity constraints, depositary defaults, or disruptions in payment systems. Importantly for investors, the amendment highlights CME's proactive approach to managing financial risks and ensuring operational stability. The ability to leverage clearing member contributions and performance bond assets as collateral provides a robust framework for accessing these funds when needed, reinforcing the company's financial resilience and its commitment to maintaining smooth market operations.

8-KEarnings & ResultsExhibits & Filings
Apr 26, 2023

CME GROUP INC. 8-K Report, Financial Results (Apr 26, 2023)

CME Group Inc. (CME) has filed a Form 8-K on April 26, 2023, to report its financial results for the quarter ended March 31, 2023. The filing primarily incorporates by reference a press release (Exhibit 99.1) containing these results. Investors should note that while the press release presents financial information on a GAAP basis, it also includes non-GAAP measures such as non-GAAP net income and earnings per share. Management utilizes these non-GAAP figures to offer supplemental insights into financial and business trends, believing they enhance comparability with prior periods. A reconciliation between GAAP and non-GAAP measures is provided within the press release as required by Regulation G. The core of this report for investors lies in the details contained within the referenced press release. While the 8-K itself does not provide the specific figures, it directs stakeholders to the April 26, 2023, press release for the definitive financial performance of CME Group for the first quarter of 2023. Investors are advised to review this press release for key metrics, revenue drivers, profitability, and any forward-looking statements or management commentary regarding the company's performance and outlook.

8-KLeadership ChangesExhibits & Filings
Mar 30, 2023

CME GROUP INC. 8-K Report, Executive Changes (Mar 30, 2023)

CME Group Inc. (CME) has filed a current report (8-K) announcing the retirement of Sean Tully, Senior Managing Director and Global Head of Rates & OTC Products, effective June 2, 2023. This departure marks a transition in leadership for a key division within the company. The filing details the terms of Mr. Tully's Retirement Agreement, which includes continued salary through his retirement date, payment for accrued vacation, and accelerated vesting of certain equity awards.

8-KLeadership ChangesExhibits & Filings
Mar 10, 2023

CME GROUP INC. 8-K Report, Executive Changes (Mar 10, 2023)

CME Group Inc. (CME) filed an 8-K on March 9, 2023, detailing significant executive compensation and a new severance program for U.S. employees. A key element is the compensation package for John W. Pietrowicz, who will transition from Chief Financial Officer (CFO) to Special Advisor effective April 1, 2023, remaining with the company until December 31, 2023. His compensation as Special Advisor includes a substantial base salary, bonus opportunity, and equity awards, alongside continued vesting of prior equity grants, indicating a structured and incentivized transition. Furthermore, CME Group has implemented a new, standardized severance plan for its U.S. employees, replacing previous executive and general employee plans. This new plan offers a defined severance schedule based on years of service, with varying maximums depending on the reason for termination (performance vs. position elimination). The severance benefits are contingent upon the employee signing a release of claims, aiming to provide a more consistent framework for employee departures while mitigating company risk.

8-KLeadership ChangesExhibits & Filings
Feb 28, 2023

CME GROUP INC. 8-K Report, Executive Changes (Feb 28, 2023)

CME Group Inc. (CME) announced a key leadership transition in its finance department via an 8-K filing. Effective April 1, 2023, Lynne Fitzpatrick will assume the role of Chief Financial Officer, succeeding John W. Pietrowicz, who is retiring from the CFO position but will remain with the company as a Special Advisor until December 31, 2023. This transition represents a planned succession, with Ms. Fitzpatrick's extensive experience within CME Group's finance organization, including her recent role as Senior Managing Director & Deputy Chief Financial Officer, positioning her well for the CFO responsibilities. Ms. Fitzpatrick's tenure at CME Group dates back to 2006, and she has held various leadership positions, notably leading business development, M&A, CME Ventures, and corporate treasury. Her appointment to CFO is expected to maintain continuity in financial strategy and operations. The filing also confirms no immediate concerns regarding family relationships or related-party transactions involving Ms. Fitzpatrick.

8-KEarnings & ResultsExhibits & Filings
Feb 8, 2023

CME GROUP INC. 8-K Report, Financial Results (Feb 8, 2023)

CME Group Inc. (CME) filed an 8-K on February 7, 2023, primarily to announce its financial results for the fourth quarter and full year ended December 31, 2022. The filing incorporates by reference a press release (Exhibit 99.1) dated February 8, 2023, which details these results. Of particular interest to investors, the press release includes both GAAP and non-GAAP financial measures, such as non-GAAP net income and earnings per share. CME Group management states that these non-GAAP figures are provided to offer supplemental information and enhance comparability with prior periods. Investors should pay close attention to the reconciliation provided in the press release to understand the adjustments made from GAAP figures.

8-KCorporate ChangesExhibits & Filings
Dec 9, 2022

CME GROUP INC. 8-K Report, Bylaw Amendment (Dec 9, 2022)

CME Group Inc. (CME) has filed an 8-K report detailing amendments to its Bylaws, effective December 7, 2022. These changes are primarily driven by the need to comply with new SEC Universal Proxy Rules (Rule 14a-19). The amendments introduce requirements for shareholders to provide evidence of compliance with these new solicitation rules and grant the company remedies in cases of non-compliance. Furthermore, the Amended Bylaws remove outdated references to Class B Nominating Committees for the election of Class B Directors, a process that concluded with the 2020 Annual Meeting. These updates aim to modernize corporate governance practices and ensure alignment with current regulatory requirements, which is a positive step for the company's governance structure and shareholder engagement.

8-KRegulation FDExhibits & Filings
Nov 29, 2022

CME GROUP INC. 8-K Report, Regulation FD Disclosure (Nov 29, 2022)

CME Group Inc. (CME) filed a Form 8-K on November 29, 2022, to disclose upcoming pricing changes that will be effective February 1, 2023. The company communicated these changes to its clients through a Special Executive Report. While the specifics of the pricing adjustments are not detailed within the 8-K filing itself, this announcement is a significant operational update for investors to note as it directly impacts revenue streams and client relationships. Investors should monitor subsequent communications from CME Group for further details regarding the nature and extent of these pricing changes. The effective date of February 1, 2023, provides a clear timeline for these adjustments. This filing is primarily informational, intended to ensure timely disclosure to the market regarding material business updates.

8-KEarnings & ResultsExhibits & Filings
Oct 26, 2022

CME GROUP INC. 8-K Report, Financial Results (Oct 26, 2022)

CME Group Inc. (CME) filed an 8-K on October 26, 2022, to report its financial results for the quarter ended September 30, 2022. The filing primarily consists of a press release that details the company's earnings, including both GAAP and non-GAAP financial measures. Investors should note that the press release provides supplemental non-GAAP net income and earnings per share, which management believes offer a better view of financial and business trends and comparability with prior periods. The company emphasizes that these non-GAAP measures are supplementary and should not be considered a substitute for GAAP figures. A reconciliation between the non-GAAP and GAAP financial measures is included in the press release, as required by Regulation G. This 8-K serves as the official notification of these results, with the press release attached as Exhibit 99.1.

8-KEarnings & ResultsExhibits & Filings
Jul 27, 2022

CME GROUP INC. 8-K Report, Financial Results (Jul 27, 2022)

CME Group Inc. (CME) filed an 8-K on July 27, 2022, to report its financial results for the quarter ended June 30, 2022. The filing primarily incorporates by reference a press release (Exhibit 99.1) detailing these results. Investors should note that the press release includes both GAAP (Generally Accepted Accounting Principles) and non-GAAP financial measures, such as non-GAAP net income and earnings per share. Management utilizes these non-GAAP measures to offer supplemental insights into the company's financial performance and business trends, believing they enhance comparability with prior periods. While these non-GAAP figures are presented to provide a more complete picture, they should be considered in conjunction with, and not as a replacement for, the GAAP-based financial statements. A reconciliation between the non-GAAP and GAAP measures is provided within the press release.

8-KShareholder Matters
May 6, 2022

CME GROUP INC. 8-K Report, Shareholder Vote Results (May 6, 2022)

CME Group Inc. filed an 8-K on May 5, 2022, detailing the results of its 2022 Annual Meeting of Shareholders held on May 4, 2022. The meeting saw strong shareholder support for the election of most directors and the ratification of Ernst & Young LLP as the independent auditor. However, a significant advisory vote against the compensation of named executive officers and a vote against the Amended and Restated Omnibus Stock Plan indicate potential shareholder concerns regarding executive compensation and equity incentives. A notable outcome was the failure to achieve a quorum for the election of certain Class B directors (B-1 and B-3 categories), resulting in "holdover" directors continuing their service. This situation highlights a governance aspect that may require further attention from management and investors regarding director representation for specific shareholder classes.

8-KMaterial AgreementsFinancial EventsExhibits & Filings
Apr 28, 2022

CME GROUP INC. 8-K Report, Material Agreement (Apr 28, 2022)

CME Group Inc. (CME) announced on April 27, 2022, that its subsidiary, Chicago Mercantile Exchange Inc., entered into an amendment to its existing 364-day multi-currency credit facility. This amendment, referred to as the Amended Credit Facility, increases the total commitment to $7 billion, with an option to increase it further to $10 billion. The facility is designed to provide crucial liquidity support for CME in scenarios such as clearing member defaults, liquidity constraints, depositary defaults, or disruptions in payment systems. This strategic enhancement of CME's credit facility is a significant move to bolster its financial resilience. By securing a substantial revolving credit line, CME can effectively manage potential financial stresses and ensure operational continuity. The ability to utilize clearing firm guaranty fund contributions and performance bond assets as collateral provides a robust backing for the facility, demonstrating a well-structured approach to risk management and financial stability for the company and its stakeholders.

8-KEarnings & ResultsExhibits & Filings
Apr 27, 2022

CME GROUP INC. 8-K Report, Financial Results (Apr 27, 2022)

CME Group Inc. (CME) filed an 8-K on April 27, 2022, to report its financial results for the first quarter ended March 31, 2022. The filing primarily incorporates by reference a press release (Exhibit 99.1) containing these results. Investors should note that the press release includes both GAAP and non-GAAP financial measures, such as non-GAAP net income and earnings per share. Management believes these non-GAAP measures offer valuable supplemental information for understanding financial and business trends, facilitating comparability with prior periods. While these non-GAAP figures are presented as a supplement to GAAP results, the company has provided reconciliations to the most directly comparable GAAP measures as required by Regulation G. Investors are advised to review these non-GAAP measures in conjunction with the official GAAP financial statements.

8-KLeadership ChangesExhibits & Filings
Apr 14, 2022

CME GROUP INC. 8-K Report, Executive Changes (Apr 14, 2022)

CME Group Inc. (CME) filed an 8-K report on April 13, 2022, detailing the retirement of its Chief Information Officer, Kevin Kometer, and the terms of his retirement agreement. Mr. Kometer is expected to retire by June 1, 2022, concluding his tenure with the company. The retirement agreement outlines specific compensation and benefits for Mr. Kometer. These include continued base salary through his retirement date, payment for accrued vacation time, and a cash retirement payment of $500,000. Additionally, his outstanding time-vesting restricted stock grants will accelerate vesting, and he will remain eligible to vest in a portion of his unvested performance share awards based on achievement. CME Group will also provide paid healthcare coverage for a twelve-month period post-retirement. All these benefits are contingent upon Mr. Kometer executing a release of claims against the company.

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