Summary
CME Group Inc. (CME) filed an 8-K on May 18, 2009, detailing material definitive agreements related to the approval of amendments to key equity and incentive compensation plans by its shareholders. Specifically, the Omnibus Stock Plan, the 2005 Director Stock Plan, and the Incentive Plan for Named Executive Officers received shareholder approval. These amendments are effective as of May 13, 2009. Notably, in conjunction with these approvals, CME Group also committed to freezing future grants totaling approximately 900,000 shares. These shares were acquired as part of previous acquisitions of CBOT Holdings, Inc. and NYMEX Holdings, Inc. The filing provides details on the administration, share authorizations, award types, change-in-control provisions, and termination dates for each of these plans, offering insight into CME's executive and director compensation structure and its capital allocation strategy regarding stock-based incentives.
Key Highlights
- 1Shareholder approval obtained for amendments to the Omnibus Stock Plan, 2005 Director Stock Plan, and Incentive Plan for Named Executive Officers.
- 2Amendments to the equity and incentive plans are effective as of May 13, 2009.
- 3CME Group will freeze future grants of approximately 900,000 shares acquired from CBOT and NYMEX acquisitions.
- 4The Omnibus Stock Plan has 8,045,975 authorized shares and will terminate on June 30, 2012.
- 5The Director Plan has 125,000 authorized shares and terminates no later than April 27, 2015.
- 6The Bonus Plan, using cash earnings as a metric, has a maximum annual bonus of $5 million and expires on May 13, 2014.