StoneX Group Inc. Announces Director Changes and Officer Compensation

TL;DR

StoneX board shakeup: Boyer out, Galioto in. Officer pay details also filed.

AI Summary

StoneX Group Inc. announced on February 5, 2025, the departure of director David L. Boyer and the appointment of new director Robert J. Galioto. The company also disclosed compensatory arrangements for certain officers, though specific details and dollar amounts were not provided in this filing.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — The filing primarily concerns routine corporate governance matters like director changes and compensation disclosures, which typically carry low immediate risk.

Key Players & Entities

• StoneX Group Inc. (company) — Registrant
• David L. Boyer (person) — Departing Director
• Robert J. Galioto (person) — Appointed Director
• February 5, 2025 (date) — Date of Earliest Event Reported

FAQ

Key Financial Figures

• $0.01 — e on which registered Common Stock ($0.01 Par Value) SNEX The Nasdaq Stock Mark

Filing Documents

• dp224819_8k.htm (8-K) — 26KB
• 0000950103-25-001885.txt ( ) — 196KB
• snex-20250205.xsd (EX-101.SCH) — 3KB
• snex-20250205_lab.xml (EX-101.LAB) — 33KB
• snex-20250205_pre.xml (EX-101.PRE) — 22KB
• dp224819_8k_htm.xml (XML) — 4KB

02. Compensatory

Item 5.02. Compensatory Arrangement of Certain Officers. Agreements with Charles Lyon and Sean O'Connor On February 5, 2025, we entered into an employment agreement (the "Employment Agreement") with Charles Lyon (Group President). The Employment Agreement provides for an annual base salary and that Mr. Lyon will be eligible to participate in the Company's annual bonus program for members of the Company's Group Executive Committee (the "Annual Bonus"). The Annual Bonus will be paid approximately 70% in cash and 30% in restricted stock which will vest in accordance with the terms of the award agreement (with the number of shares determined using a 25% discount to fair market value). Mr. Lyon is also eligible to participate in the Company's long-term incentive performance-based cash compensation plan ("LTIP"). In the event Mr. Lyon's employment is terminated without "Cause" or he resigns for "Good Reason" (as each such term is defined in the Employment Agreement), then, subject to Mr. Lyon's execution and nonrevocation of a general release of claims, as well as Mr. Lyon's compliance with the restrictive covenants set forth in the Employment Agreement, Mr. Lyon is entitled to receive 18 months' base salary payable in equal installments over the 18-month period (provided that, if such termination occurs within 12 months following a "Change of Control" (as such term is defined in the Employment Agreement), Mr. Lyon would be entitled to 24 months' base salary, which amount would be payable in a lump sum); additionally, Mr. Lyon is entitled to receive: one-and-a-half times his target Annual Bonus for the fiscal year in which the termination of employment occurs, which amount will be payable in equal installments over the 12-month period following the last day of his employment (provided that, if such termination occurs within 12 months following a Change of Control, Mr. Lyon would be entitled to two times his target Annual Bonus, which amount would be payable in a lump

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. StoneX Group Inc. Date: February 11, 2025 By: /s/ William J. Dunaway William J. Dunaway Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR