CME Group (CME) Proxy filing summary

Executive summary

• Achieved record financial results in 2025, including $6.5B in revenue, $4.2B in operating income, and $4.1B in net income, with strong growth across asset classes and international markets.

• Declared over $4B in dividends, increased quarterly dividend by 9%, and repurchased shares under a $3B program.

• Continued product innovation, expanded retail and international reach, and enhanced capital efficiencies for clients.

• Launched new clearing services, extended key licenses, and advanced technology partnerships.

• Board and management anticipate ongoing market uncertainty in 2026 and are focused on risk management and efficiency.

Voting matters and shareholder proposals

• Shareholders to vote on election of 14 Equity directors, ratification of Ernst & Young LLP as auditor, advisory say-on-pay, and amendments to eliminate Class B director election rights.

• Proposals include eliminating Class B-1, B-2, and B-3 director election rights, with consideration paid to affected shareholders.

• Amendments aim to modernize governance, address low Class B voter participation, and align with best practices.

• Separate votes for Class B shareholders on director elections and related amendments.

Board of directors and corporate governance

• Board comprises a mix of industry veterans and new members, with a focus on diversity, independence, and relevant skills.

• Annual election of all directors, majority voting standard, and ongoing board refreshment.

• Eight standing committees, all independent, with robust oversight of risk, audit, compensation, and governance.

• Independent Lead Director role and regular executive sessions of independent directors.

• Comprehensive director orientation, education, and annual self-assessment processes.