Current Report Filing (8-k)
02 December 2017 - 4:06AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): November 30, 2017
CME Group Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-31553
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36-4459170
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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20 South Wacker Drive, Chicago,
Illinois
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60606
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
312-930-1000
Not Applicable
Former name or former address, if changed since last report
Check the appropriate box below if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of
the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) of this
chapter or
Rule 12b-2 of
the Securities Exchange Act of
1934 (§240.12b-2 of
this chapter).
Emerging growth company
☐
If an emerging growth company,
indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On November 30, 2017, Kimberly S. Taylor announced that she is retiring from CME Group
Inc. (the Company). Ms. Taylor served as President, Clearing and Post-Trade Services of CME Group since 2016. Previously, she served as President, Global Operations, Technology & Risk of CME Group since 2014 and as
President, CME Clearing since 2004.
In connection with Ms. Taylors retirement, the Company and Ms. Taylor entered into a Retirement
Agreement. Under the terms of the Retirement Agreement, Ms. Taylor will remain employed with the Company through December 31, 2017 (the Retirement Date). Under the Retirement Agreement, Ms. Taylor will receive her base
salary through the Retirement Date, payment of accrued and unused vacation, a payment of $100,000 upon the signing of the Retirement Agreement and a severance payment of $1,750,000. Ms. Taylors outstanding restricted stock grants that
would have otherwise vested if she had remained employed through the eighteen-month period immediately following the Retirement Date will become vested and she will continue to be eligible to vest in any performance-vesting equity awards during such
eighteen-month period based on actual performance. During, the eighteen-month period, the Company will provide paid healthcare coverage. The severance payment, continued healthcare and the vesting of Ms. Taylors equity awards, both time-
and performance- vesting, are subject to Ms. Taylors execution of a release of claims in favor of the Company.
The foregoing is only a summary
of the key terms of the Retirement Agreement and is qualified in its entirety by the complete text of the agreement itself. A copy of the Retirement Agreement is attached to this Current Report as Exhibit 10.1 and is incorporated herein by reference
as though fully set forth herein.
Item 9.01
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Financial Statements and Exhibits.
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d)
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Exhibits: See Exhibit List
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Exhibit List
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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CME Group Inc.
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December 1, 2017
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By:
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/s/ Kathleen M. Cronin
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Name:
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Kathleen M. Cronin
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Title:
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Senior Managing Director, General Counsel & Assistant Corporate Secretary
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