$CBOE·8-K

Cboe Global Markets, Inc. · May 18, 4:51 PM ET

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Cboe Global Markets, Inc. 8-K

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Cboe Global Markets Reports 2026 Annual Meeting Voting Results

What Happened

  • Cboe Global Markets, Inc. filed an 8-K on May 18, 2026 reporting the results of its Annual Meeting held May 14, 2026. The company said the slate of director nominees was elected, constituting the entire Board. The elected directors were William M. Farrow, III; Craig S. Donohue; Edward J. Fitzpatrick; Ivan K. Fong; Janet P. Froetscher; Jill R. Goodman; Erin A. Mansfield; Cecilia H. Mao; Jennifer J. McPeek; Roderick A. Palmore; James E. Parisi; and Fredric J. Tomczyk.
  • The advisory “say-on-pay” vote to approve executive compensation was approved. KPMG LLP was ratified as the Company’s independent registered public accounting firm for fiscal 2026. A stockholder proposal to give shareholders the right to act by written consent was rejected.

Key Details

  • Director voting: all nominees elected; sample vote totals include Cecilia H. Mao (85,216,482 for, 157,806 against), Jennifer J. McPeek (85,221,082 for, 169,564 against), and Janet P. Froetscher (80,725,589 for, 4,663,924 against). There were 8,397,063 broker non-votes on director matters.
  • Say-on-pay (non-binding): approved with 78,374,638 votes for, 6,486,027 against, and 627,007 abstentions; 8,397,063 broker non-votes.
  • Auditor ratification: KPMG LLP ratified with 93,489,963 votes for, 152,411 against, and 242,361 abstentions.
  • Shareholder proposal on written consent: rejected — 36,330,673 for, 48,652,350 against, 504,649 abstaining; 8,397,063 broker non-votes.

Why It Matters

  • Board continuity: the full slate of directors was elected, so existing governance leadership remains in place. Investors watch director vote totals for signs of shareholder support or dissent (e.g., larger protest votes against certain nominees).
  • Governance and oversight: approval of the auditor (KPMG) and ratification of executive compensation (say-on-pay) are routine but important checks on financial reporting and pay practices; both were approved by shareholders. The rejection of the written-consent proposal means Cboe’s shareholders will not gain that expedited mechanism to act outside of meetings.

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