Cboe Global Markets, Inc. Files Definitive Proxy Statement

Ticker: CBOE · Form: DEF 14A · Filed: Apr 4, 2024 · CIK: 1374310

Cboe Global Markets, INC. DEF 14A Filing Summary
FieldDetail
CompanyCboe Global Markets, INC. (CBOE)
Form TypeDEF 14A
Filed DateApr 4, 2024
Risk Levellow
Pages15
Reading Time18 min
Sentimentneutral

Sentiment: neutral

Topics: Cboe Global Markets, DEF 14A, Proxy Statement, Executive Compensation, Shareholder Voting

TL;DR

<b>Cboe Global Markets, Inc. has filed its definitive proxy statement for the upcoming period.</b>

AI Summary

Cboe Global Markets, Inc. (CBOE) filed a Proxy Statement (DEF 14A) with the SEC on April 4, 2024. Cboe Global Markets, Inc. filed a DEF 14A form on April 4, 2024. The filing covers the period ending May 16, 2024. The company's principal executive offices are located at 433 West Van Buren Street, Chicago, IL 60607. The filing includes details on executive compensation, specifically equity awards for PEO and Non-PEO NEO members. The fiscal year end for Cboe Global Markets, Inc. is December 31.

Why It Matters

For investors and stakeholders tracking Cboe Global Markets, Inc., this filing contains several important signals. This filing is crucial for shareholders as it details executive compensation, including equity awards, which can impact future company performance and shareholder value. The DEF 14A filing provides transparency into the company's governance and executive remuneration, allowing investors to make informed voting decisions.

Risk Assessment

Risk Level: low — Cboe Global Markets, Inc. shows low risk based on this filing. The filing is a routine proxy statement (DEF 14A) and does not contain new financial performance data or significant strategic changes, indicating a low level of immediate risk.

Analyst Insight

Shareholders should review the executive compensation details and voting proposals within the proxy statement to make informed decisions.

Executive Compensation

NameTitleTotal Compensation
Fredric J. TomczykMember
Edward T. TillyMember

Key Numbers

Key Players & Entities

FAQ

When did Cboe Global Markets, Inc. file this DEF 14A?

Cboe Global Markets, Inc. filed this Proxy Statement (DEF 14A) with the SEC on April 4, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by Cboe Global Markets, Inc. (CBOE).

Where can I read the original DEF 14A filing from Cboe Global Markets, Inc.?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by Cboe Global Markets, Inc..

What are the key takeaways from Cboe Global Markets, Inc.'s DEF 14A?

Cboe Global Markets, Inc. filed this DEF 14A on April 4, 2024. Key takeaways: Cboe Global Markets, Inc. filed a DEF 14A form on April 4, 2024.. The filing covers the period ending May 16, 2024.. The company's principal executive offices are located at 433 West Van Buren Street, Chicago, IL 60607..

Is Cboe Global Markets, Inc. a risky investment based on this filing?

Based on this DEF 14A, Cboe Global Markets, Inc. presents a relatively low-risk profile. The filing is a routine proxy statement (DEF 14A) and does not contain new financial performance data or significant strategic changes, indicating a low level of immediate risk.

What should investors do after reading Cboe Global Markets, Inc.'s DEF 14A?

Shareholders should review the executive compensation details and voting proposals within the proxy statement to make informed decisions. The overall sentiment from this filing is neutral.

Risk Factors

Key Dates

Filing Stats: 4,508 words · 18 min read · ~15 pages · Grade level 12.6 · Accepted 2024-04-04 08:00:49

Filing Documents

Executive Compensation

Executive Compensation 34 Proposal 2 — Advisory Vote to Approve Executive Compensation 34 Compensation Discussion and Analysis 36 Compensation Committee Report 70 Risk Assessment 71 Summary Compensation 72 Severance, Change in Control and Employment-Related Agreements 84 Pay Ratio 88 Pay Versus Performance 89 Equity Compensation Plan Information 96 Audit Matters 97 Proposal 3 — Ratification of Appointment of Independent Registered Public Accounting Firm 97 Report of the Audit Committee 98 Management Proposal 99 Proposal 4 — Advisory vote to provide stockholders the right to call a special meeting of stockholders at a 25% ownership threshold 99 Stockholder Proposal 102 Proposal 5 — Stockholder proposal - right to call a special meeting of stockholders at a 10% ownership threshold 102 Other Items 105 Beneficial Ownership of Management and Directors 105 Relationships and Related Party Transactions 107 Incorporation by Reference 108 Stockholder Proposals 108 Voting Instructions 109 Appendix A — Reconciliation of Non-GAAP Financial Measures to GAAP Measures 116 We are furnishing this Proxy Statement to you in connection with a solicitation of proxies by the Board of Directors of Cboe Global Markets, Inc., a Delaware corporation, for use at the Cboe Global Markets, Inc. 2024 Annual Meeting of Stockholders on Thursday, May 16, 2024 at 8:00 a.m., Central time, and at any adjournments or postponements thereof. The approximate date on which this Proxy Statement and the accompanying form of proxy are first being sent to stockholders is April 4, 2024. Table of Contents Except as otherwise indicated, the terms "the Company," "Cboe Global Markets," "we," "us" and "our" refer to Cboe Global Markets, Inc. When we use the term "Cboe Options" or "C1" we are referring to Cboe Exchange, Inc., a wholly owned subsidiary and predecessor entity of Cboe Global Markets. Note About Forward-Looking Statements

Executive Compensation Highlights

Executive Compensation Highlights The design of our executive compensation program, including compensation practices and independent oversight, is intended to align management's interests with those of our stockholders. The following are highlights of our 2023 executive compensation program. See also "Executive Compensation". Annual cash incentives were based on corporate performance (weighted 70%), individual performance (weighted 20%), and DEI performance (weighted 10%); Long-term incentives in the form of equity awards, other than special one-time grants to Mr. Schell and Ms. Clay and a CEO appointment grant to Mr. Tomczyk, were comprised of 50% time-based restricted stock units ("RSUs") and 50% performance-based RSUs ("PSUs"); Performance-based compensation with limits on all incentive award payouts; No excessive perquisites; Clawback provisions for cash incentives and equity awards; and Mandatory stock ownership and holding guidelines. Additional Information Please see the information under "Other Items" for important information about this Proxy Statement, voting, the Annual Meeting, Cboe Global Markets documents available to stockholders, communications, and the deadlines to submit stockholder proposals for the 2025 Annual Meeting of Stockholders. Additional questions may be directed to Investor Relations at investorrelations@Cboe.com or (312) 786-7559. 4 Cboe Global Markets 2024 Proxy Statement Table of Contents CORPORATE GOVERNANCE PROPOSAL 1 - ELECTION OF DIRECTORS Board Composition Our Third Amended and Restated Certificate of Incorporation provides that our Board will consist of not less than 11 and not more than 23 directors. Our Board currently has 12 directors. Each director is elected annually to serve until the next Annual Meeting of Stockholders or until his or her successor is elected or appointed and qualified, except in the event of earlier death, resignation or removal. Subject to retirement, there is no limit on the number

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