39 unchanged sentences
Uncertain Tax Positions
−Removed: Description of the Matter As discussed in Note 9 to the consolidated financial statements, the Company had unrecognized income tax benefits of $264.1 million related to uncertain tax positions as of December 31, 2023.
+Added: Description of the Matter
+Added: As discussed in Note 9 to the consolidated financial statements, the Company had unrecognized income tax benefits of $251.6 million related to uncertain tax positions as of December 31, 2024.
Uncertainty in a tax position may arise due to the application of complex tax regulations.
48 unchanged sentences
You may also obtain a copy of our codes of conduct and our Corporate Governance Principles by following the instructions in the section of this Annual Report on Form 10-K entitled "Item 1 - Business - Available Information."
+Added: We have adopted an insider trading policy governing the purchase, sale and other dispositions of the Company's securities by the Company's directors, officers and employees, as well as by the Company itself.
+Added: We believe our insider trading policy is reasonably designed to promote compliance with insider trading laws, rules and regulations, and listing standards applicable to the Company.
+Added: Our insider trading policy is filed as Exhibit 19.1 to this Form 10-K.
Certain of the information called for by this item is hereby incorporated herein by reference to the relevant portions of CME Group’s definitive proxy statement for the Annual Meeting of Shareholders to be held on May 8, 2025, to be filed by CME Group with the SEC pursuant to Regulation 14A within 120 days after December 31, 2024 (Proxy Statement).
56 unchanged sentences
(1) Includes write-offs of doubtful accounts, foreign currency and write-offs of fully reserved deferred tax assets.
−Removed: Other activity for the allowance for doubtful accounts also includes the impact of the adoption of new guidance on credit losses in 2020.
All other schedules have been omitted because the information required to be set forth in those schedules is not applicable or is shown on the consolidated financial statements or notes thereto.
25 unchanged sentences
10.1(1) CME Group Inc.
−Removed: Third Amended and Restated Omnibus Stock Plan, amended and restated as of May 4, 2022 (incorporated by reference to Exhibit 10.1 to CME Group Inc.'s Form 10-Q, filed with the SEC on August 3, 2022).
+Added: Fourth Amended and Restated Omnibus Stock Plan, amended and restated as of March 1, 2024 (incorporated by reference to Exhibit 10.1 to CME Group Inc.’s Form 8-K, filed with the SEC on March 7, 2024).
10.2(1) CME Group Inc.
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7 (incorporated by reference to Exhibit 10.1 to CME Group Inc.’s Current Report on Form 8-K, filed with the SEC on April 28, 2023).
+Added: 10.14 Amendment No.
+Added: 8 to Credit Agreement, dated as of April 24, 2024, among Chicago Mercantile Exchange Inc., Bank of America, N.A., in its capacity as administrative agent, Citibank, N.A., in its capacity as collateral agent and collateral monitoring agent, and the banks party thereto.
+Added: The Amended Credit Agreement, as amended through Amendment No.
+Added: 8, among Chicago Mercantile Exchange Inc., each of the banks party thereto, Bank of America, N.A., in its capacity as administrative agent, and Citibank, N.A., in its capacity as collateral agent and collateral monitoring agent, is attached as Annex A to Amendment No.
+Added: 8 (incorporated by reference to Exhibit 10.1 to CME Group Inc.’s Current Report on Form 8-K, filed with the SEC on April 25, 2024).
10.15(1) Form of Equity Grant Letter for Restricted Shares (incorporated by reference to Exhibit 10.1 to CME Group Inc.'s Form 10-Q, filed with the SEC on November 3, 2021).
10.16(1) Form of Equity Grant Letter for Annual Grant of Performance Shares (incorporated by reference to Exhibit 10.1(1) to CME Group Inc.’s Form 10-Q, filed with the SEC on November 1, 2023)
+Added: Number Description of Exhibit
10.17 Credit Agreement, dated as of November 12, 2021, among CME Group Inc., certain lenders, agents, arrangers, bookrunners, and Bank of America, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to CME Group Inc.'s Current Report on Form 8-K, filed with the SEC on November 16, 2021).
1 unchanged sentence
(incorporated by reference to Exhibit 10.5 to CME Group Inc.'s Form 10-Q, filed with the SEC on August 3, 2022).
−Removed: Number Description of Exhibit
10.19(1) CME Group Inc.
Severance Plan, as amended and restated, effective March 7, 2023 (incorporated by reference to Exhibit 10.1 to CME Group Inc.’s Form 8-K, filed with the SEC on March 10, 2023).
−Removed: 10.19(1) Retirement Agreement, effective as of March 29, 2023, between Chicago Mercantile Exchange Inc.
−Removed: and Sean Tully (incorporated by reference to Exhibit 10.1 to CME Group Inc.’s Form 8-K, filed with the SEC on March 30, 2023).
−Removed: 10.20(1) Retirement Agreement, effective as of November 8, 2023, between Chicago Mercantile Exchange Inc.
−Removed: and John Pietrowicz (incorporated by reference to Exhibit 10.1 to CME Group Inc.’s Form 8-K, filed with the SEC on November 13, 2023).
10.20(1) CME Group Inc.
Annual Incentive Plan, as amended and restated effective as of October 2, 2023 (incorporated by reference to Exhibit 10.2 to CME Group Inc.’s Form 8-K, filed with the SEC on November 13, 2023).
−Removed: 10.22(1) Amended and Restated Agreement, effective as of December 6, 2023, between CME Group Inc.
+Added: 10.22(1) Amended and Restated Agreement, effective as of November 6, 2024, between CME Group Inc.
and Terrence A.
−Removed: Duffy (incorporated by reference to Exhibit 10.1 to CME Group Inc.’s Form 8-K, filed with the SEC on December 6, 2023).
+Added: Duffy (incorporated by reference to Exhibit 10.1 to CME Group Inc.’s Form 8-K, filed with the SEC on November 7, 2024).
+Added: 19.1(2)* CME Group Inc.
+Added: Personal Trading Policy.
21.1* List of Subsidiaries of CME Group Inc.
1 unchanged sentence
31.1* Section 302—Certification of Terrence A.
−Removed: 31.2* Section 302—Certification of Lynne Fit z patrick .
+Added: 31.2* Section 302—Certification of Lynne Fitzpatrick.
32.1* Certification Pursuant to 18 U.S.C.
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Lynne Fitzpatrick
−Removed: Senior Managing Director and Chief Financial Officer
+Added: Senior Managing Director, President and Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated, in the City of Chicago and State of Illinois on the 27th day of February, 2025.
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/ S / LYNNE FITZPATRICK
−Removed: Senior Managing Director and Chief Financial Officer
+Added: Senior Managing Director, President and Chief Financial Officer
Lynne Fitzpatrick
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/ S / ELIZABETH A.
−Removed: / S / MICHAEL G.
/ S / BRYAN T.
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.