CME Group Inc. (CME)
NASDAQ: CME · Real-Time Price · USD
274.70
-2.23 (-0.81%)
At close: Sep 9, 2026, 4:00 PM EDT
275.50
+0.80 (0.29%)
Pre-market: Sep 10, 2026, 4:01 AM EDT
← View all transcripts

AGM 2026

Jun 9, 2026

Summary

The meeting focused on proposals to amend director election rights and elect Class B directors. Key amendments did not pass, but all nominated directors were reelected. No shareholder questions were received, and final results will be filed with the SEC.

Terrence A. Duffy
Chairman and CEO, CME Group

Good morning, and thank you for joining us. I'm Terrence A. Duffy , Chairman and Chief Executive Officer of CME Group. It's my pleasure to welcome you back to the 2026 CME Group Annual Meeting of Shareholders that was adjourned to today during our meeting held on May 14th. With me is Margaret Wright , our Corporate Secretary, and Lynne Fitzpatrick, our President and Chief Financial Officer. A representative of Broadridge Financial Solutions, our independent inspector of election, is also on the call. You will find our proxy statement, annual report, and today's agenda along with the rules of conduct, as well as information regarding the forward-looking statements posted in the bottom right corner of the web portal you are using to access this meeting. Our shareholders as of the record date may submit questions in the designated field on the web portal.

In order for us to efficiently address any questions from our shareholders, please submit them now. As you know from the annual meeting held on May 14th, items four through seven, which includes proposals relating to the elimination of the director election rights held by our Class B shareholders, and item eight related to the election of the Class B directors were adjourned due to the lack of quorum. These are the only proposals presented for approval today. As a reminder, the board has recommended that shareholders vote for Items 4 through Item 8. Now I will ask Margaret Wright , our Corporate Secretary, to present.

Margaret Wright
Corporate Secretary, CME Group

Thank you, Terry. Shareholders of record at the close of business on March 16th, 2026, are entitled to vote at this meeting. Materials relating to this meeting were furnished to all shareholders of record beginning on or about March 25th, 2026. A list of registered shareholders entitled to vote at the meeting has been made available upon request for viewing for the past 10 days and is available for examination by any shareholder of record during the meeting through the web portal. I've been advised by the Inspector of Election that a quorum is present either in person or by proxy for Items 4, Item 5, Item 7, Item 8A, and Item 8B. A quorum is not present for item six, relating to the elimination of the right of the Class B shareholders to elect one director, or Item 8C, related to the election of the Class B-3 director.

In the absence of a quorum, item six is not being presented, and no valid election of the Class B director can take place under our charter and bylaws. Our existing Class B director, Liz Cook, will continue to be a holdover under Delaware law and our bylaws and will continue to serve until her successor is duly elected at the 2027 annual meeting or her earlier resignation.

Terrence A. Duffy
Chairman and CEO, CME Group

Based on the Secretary's report, I declare that this meeting is duly convened and the proposal set forth under Item 4 , Item 5, Item 7, Item 8A, and Item 8B. Shareholders of record had the ability to vote in the portal since the opening of this virtual meeting. If you have previously voted, there's no need to vote today. If you still need to vote, please vote at this time. The polls will close after the proposals have been presented. All votes submitted today during the meeting will be subject to final verification by the Inspector of Election. The next order of business is a description of the matters to be voted on at today's meeting. Margaret Wright, please present those matters now.

Margaret Wright
Corporate Secretary, CME Group

Thank you. The items to be considered at this meeting are described in detail in the notice of the 2026 annual meeting and proxy statement, copies of which are available online. Item four seeks approval of an amendment to our certificate of incorporation to eliminate the right of the Class B-1 shareholders to elect three directors. Item five seeks approval of an amendment to our certificate of incorporation to eliminate the right of the Class B-2 shareholders to elect two directors. Item seven seeks approval of an amendment to our certificate of incorporation that would remove provisions that would be inoperative if each of items four, five, and six are approved. Items 8A and 8B pertain to the election of three Class B-1 directors and one Class B-2 director. The nominees for the Class B-1 directors are William Hobert, Patrick Mulchrone, and Robert Tierney.

The nominee for the Class B-2 director is Patrick Maloney. The board of directors has recommended that shareholders vote for the proposals under items four, five, seven, 8A, and 8B.

Terrence A. Duffy
Chairman and CEO, CME Group

Ladies and gentlemen, this concludes the introduction of the proposals to be presented at the meeting. We will now proceed to the Q&A session relating to the proposals being voted on today.

Margaret Wright
Corporate Secretary, CME Group

I can confirm that we have not received any questions in the web portal.

Terrence A. Duffy
Chairman and CEO, CME Group

Since we have not received any questions in the web portal, we will proceed to the closing of the polls. I hereby declare the polls closed as of 10:07 A.M. Now I'd like to ask Margaret Wright to present the preliminary unaudited report of the Inspector of Election.

Margaret Wright
Corporate Secretary, CME Group

Based on the preliminary tabulation from Broadridge, I report that Item 4, relating to the elimination of the right of the Class B-1 shareholders to elect three directors, has not passed. Item 5, relating to the elimination of the right of the Class B-2 shareholders to elect two directors, has not passed. Item 7, relating to an amendment to our certificate of incorporation, has passed.

However, the Item 7 amendment will not be filed since its approval was contingent upon the approval of Item 4, Item 5, and Item 6. Under Item Item 8A, relating to the election of three Class B-1 directors, William Hobert, Patrick Mulchrone , and Robert Tierney have been reelected. Under Item 8B, relating to the election of one Class B-2 director, Patrick Maloney has been reelected. As we previously reported, Liz Cook will be a holdover as the Class B-3 director. These results are subject to final verification.

In accordance with SEC rules, we will file a report containing the final tabulation with the SEC within four business days.

Terrence A. Duffy
Chairman and CEO, CME Group

The report of the Corporate Secretary on the preliminary voting results is accepted. That completes the formal business of the shareholder meeting. I hereby declare the business of the 2026 annual meeting of shareholders adjourned as of 11:09 A.M. Thank you for attending. Appreciate your time.

Operator

The meeting has now concluded. Thank you for joining, and have a pleasant day.