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Published: 2022-02-17 10:30:59 ET
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8-K
0001156375false 0001156375 2022-02-16 2022-02-16
 
 
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) February 16, 2022
 
 
CME GROUP INC.
(Exact Name of Registrant as Specified in its Charter)
 
 
 
Delaware
  
001-31553
  
36-4459170
(State or Other Jurisdiction
of Incorporation)
  
(Commission
File No.)
  
(IRS Employer
Identification No.)
 
20 South Wacker Drive
  
Chicago
  
Illinois
  
60606
(Address of Principal Executive Offices)
      
(Zip Code)
Registrant’s telephone number, including area code:
(312) 930-1000
N/A
(Former Name or Former Address, if Changed Since Last Report)
 
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
  
Trading
symbol
  
Name of each exchange
on which registered
Class A Common Stock
  
CME
  
Nasdaq
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 (
see
General Instruction A.2. below):
 
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐
Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
 
☐
Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
 
☐
Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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. ☐
 
 
 
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
As described in the attached press release, the Board of Directors of CME Group Inc. (“CME Group” or the “Company”) approved changes to its management team structure to position the Company for long-term success.
In connection with these changes, John W. Pietrowicz, 57, who has served as our Chief Financial Officer since 2014, has announced his plans to retire in 2023. Lynne Fitzpatrick, 43, has been promoted to Deputy Chief Financial Officer and upon Mr. Pietrowicz’s retirement will assume the role of Chief Financial Officer. Ms. Fitzpatrick has served as our Managing Director, Treasurer & Head of Corporate Development since 2017.
Additionally, Sunil Cutinho, 50, who has served as our President of CME Clearing since 2014, has been appointed as Chief Information Officer as the successor to Kevin Kometer who will retire from the Company in
mid-2022.
Mr. Kometer, 57, has served as our Chief Information Officer since 2008. Julie Holzrichter, 53, who has served as our Chief Operating Officer since 2014 will assume an expanded role to oversee both our Global Operations and CME Clearing.
Additional changes to the management team structure are discussed in the attached press release.
 
Item 9.01
Financial Statements and Exhibits.
 
Exhibit

Number
   
Description
99.1    Press Release dated February 17, 2022.
104    The cover page from CME Group Inc.’s Current Report on Form
8-K,
formatted in Inline XBRL.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
   
CME Group Inc.
    Registrant
Date: February 16, 2022     By:  
/s/ Terrence A. Duffy
   
Name:
Title:
  
Terrence A. Duffy
Chairman and Chief Executive Officer and
Duly Authorized Officer