Miami International Holdings Announces Pricing of Secondary Public Offering of Common Stock

Rhea-AI Summary

Miami International Holdings (NYSE: MIAX) priced a secondary public offering of 6,750,000 common shares at $41.00 per share, comprised entirely of secondary shares (including shares from warrant exercises).

The offering is expected to close on December 15, 2025, subject to customary closing conditions, and underwriters have a 30-day option to buy up to an additional 1,012,500 shares. The company said it is not selling shares and will receive no proceeds from the offering. J.P. Morgan, Morgan Stanley and Piper Sandler acted as lead joint bookrunning managers.

Positive

• Offering priced at a firm public price of $41.00 per share
• Underwriters granted a 30-day option for up to 1,012,500 additional shares
• Lead managers include J.P. Morgan, Morgan Stanley, and Piper Sandler

Negative

• Company will receive no proceeds because the offering is entirely secondary
• Sale adds up to 6,750,000 shares (plus option), increasing share supply pressure

Key Figures

Secondary shares offered 6,750,000 shares Size of secondary public offering

Offering price $41.00 per share Price to the public for secondary offering

Underwriters’ option size 1,012,500 shares 30-day option for additional shares

Underwriters’ option period 30 days Duration of option to buy additional shares

Current price $41.78 Price before news; vs $41.00 offering price

24h price change -1.97% Move into offering pricing announcement

52-week range $28.63 – $51.375 Pre-news trading range

Relative volume 2.14x Today’s volume vs 20-day average

Market Reality Check

$41.78 Last Close

Volume Volume 1,203,270 is about 2.14x the 20-day average of 561,128, indicating elevated trading interest ahead of the secondary. high

Technical Shares at $41.78 are trading slightly above the 200-day MA of $41.37 while sitting 18.68% below the 52-week high.

Peers on Argus

MIAX fell 1.97% with higher volume, while peers showed mixed moves (e.g., CLSK +5.37%, CIFR +3.45%, ETOR -1.68%, MRX -1.45%), pointing to a stock-specific reaction to the secondary offering.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 09	Secondary offering launch	Neutral	+0.5%	Announced launch of 6.75M-share secondary offering with 30-day option.
Dec 05	Operating metrics update	Positive	-3.1%	Reported record market share and ADV growth across MIAX platforms.
Nov 20	Technology deployment	Positive	-4.1%	Launched real-time risk management system on MIAX Futures platform.
Nov 10	Management/strategy update	Positive	+1.1%	Expanded leadership roles to drive MIAX Futures and index product growth.
Nov 05	Earnings report	Positive	+3.4%	Q3 2025 results with strong revenue growth and higher adjusted EBITDA.

Pattern Detected

Recent news shows mixed reactions: strong fundamentals and strategic updates sometimes saw negative price moves, while offerings and earnings skewed toward positive or mild gains.

Recent Company History

Over the past months, MIAX progressed from its August IPO to strong Q3 2025 results with $109.5M net revenue and raised $396.8M in IPO proceeds, materially de-levering the balance sheet. Operationally, it reported record market share and volumes and deployed a real-time risk system on MIAX Futures, alongside leadership changes to support futures growth. The prior Dec 09 secondary offering launch, also entirely secondary with no proceeds to MIAX, produced a modest 0.53% gain, framing today’s pricing announcement as a follow-on step in that process.

Market Pulse Summary

This announcement priced a fully secondary offering of 6,750,000 shares at $41.00 per share, with a 30-day option for underwriters to buy up to 1,012,500 additional shares from selling stockholders. MIAX itself is not issuing shares and will not receive proceeds, so the key implications are supply dynamics and liquidity rather than direct balance sheet change. Investors may watch how trading behaves around the offering price and any future updates on ownership changes.

Key Terms

secondary public offering financial

"announced the pricing of a secondary public offering of 6,750,000 shares"

A secondary public offering is when a company sells additional shares to the public after its initial sale, often to raise more money or allow early investors to cash out. For investors, it can impact the stock's price by increasing the number of shares available, potentially making the stock more or less valuable depending on demand.

warrants financial

"including shares to be issued upon the exercise of warrants sold by certain selling"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

underwriters financial

"The underwriters will have a 30-day option to purchase up to an additional"

Underwriters are financial professionals or institutions that help companies raise money by selling new securities, such as stocks or bonds, to investors. They assess the risk and determine the price at which these securities should be sold, acting like a bridge between the company and the investors. Their role helps ensure that the company raises the needed funds while providing investors with options that reflect the level of risk involved.

registration statement regulatory

"A registration statement relating to these securities has been filed with the"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

prospectus regulatory

"The Offering was made only by means of a prospectus. Copies of the final"

A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

effective regulatory

"and was declared effective on December 11, 2025."

"Effective" describes how well something achieves its intended purpose or result. For investors, understanding whether a strategy, policy, or measure is effective helps determine if it is successfully producing the desired outcome, much like checking if a recipe results in a tasty dish. It matters because it indicates whether efforts are working and if investments are likely to meet their goals.

securities regulatory

"A registration statement relating to these securities has been filed with the"

Securities are financial investments that represent a claim on part of a company's assets or earnings, such as stocks or bonds. They are like certificates proving ownership or debt, which can be bought and sold in financial markets. Securities matter to investors because they offer opportunities to grow wealth, earn income, or manage risk through different types of investments.

selling stockholders financial

"sold by certain selling stockholders of MIAX. The Offering is expected to close"

Selling stockholders are existing owners of a company's shares who are offering some or all of their holdings for sale, often as part of a public offering or secondary transaction. For investors this matters because such sales increase the number of shares available to buy, can signal how confident current owners are about future prospects, and may put short-term pressure on the stock price similar to more tickets being released for a popular event.

AI-generated analysis. Not financial advice.

PRINCETON, N.J. and MIAMI, Dec. 11, 2025 /PRNewswire/ -- Miami International Holdings, Inc. ("MIAX" or the "Company") (NYSE: MIAX), a technology-driven leader in building and operating regulated financial markets across multiple asset classes, today announced the pricing of a secondary public offering of 6,750,000 shares of its common stock at a price to the public of $41.00 per share (the "Offering"). The Offering consisted entirely of secondary shares including shares to be issued upon the exercise of warrants sold by certain selling stockholders of MIAX. The Offering is expected to close on December 15, 2025, subject to the satisfaction of customary closing conditions.

The underwriters will have a 30-day option to purchase up to an additional 1,012,500 shares of common stock from the Selling Stockholders. The Company is not selling any shares of common stock in the Offering and will not receive any proceeds from the Offering.

J.P. Morgan, Morgan Stanley and Piper Sandler acted as lead joint bookrunning managers for the offering. Raymond James, Rosenblatt, William Blair, and Keefe, Bruyette & Woods, A Stifel Company, acted as joint bookrunning managers.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission ("SEC") and was declared effective on December 11, 2025. The Offering was made only by means of a prospectus. Copies of the final prospectus relating to the Offering may be obtained for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, copies of the prospectus may be obtained from: J.P. Morgan Securities LLC, Attention: c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com; Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014; or Piper Sandler & Co. at, 350 North 5th Street, Suite 1000, Minneapolis, MN 55401, Attention: Prospectus Department, 800 Nicollet Mall, J12S03, Minneapolis, MN 55402, by telephone at (800) 747-3924, or by email at prospectus@psc.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About MIAX
Miami International Holdings, Inc. (NYSE: MIAX) is a technology-driven leader in building and operating regulated financial markets across multiple asset classes and geographies. MIAX operates nine exchanges across options, futures, equities and international markets including MIAX^® Options, MIAX Pearl^®, MIAX Emerald^®, MIAX Sapphire^®, MIAX Pearl Equities™, MIAX Futures™, MIAXdx™, The Bermuda Stock Exchange (BSX) and The International Stock Exchange (TISE). MIAX also owns Dorman Trading, a full-service Futures Commission Merchant.

Disclaimer and Cautionary Note Regarding Forward-Looking Statements
This press release may contain forward-looking statements, including forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements describe future expectations, plans, results, or strategies and are generally preceded by words such as "may," "future," "plan" or "planned," "will" or "should," "expected," "anticipates," "draft," "eventually" or "projected." You are cautioned that such statements are based on management's current expectations and are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including the risks that actual results may differ materially from those projected in the forward-looking statements. Additional risks and uncertainties that may cause actual results to differ materially include the risks and uncertainties listed in Miami International Holdings, Inc.'s (together with its subsidiaries, the Company) public filings with the Securities and Exchange Commission. In providing forward-looking statements, the Company is not undertaking any duty or obligation to update these statements publicly as a result of new information, future events or otherwise.

All third-party trademarks (including logos and icons) referenced by the Company remain the property of their respective owners. Unless specifically identified as such, the Company's use of third-party trademarks does not indicate any relationship, sponsorship, or endorsement between the owners of these trademarks and the Company. Any references by the Company to third-party trademarks is to identify the corresponding third-party goods and/or services and shall be considered nominative fair use under the trademark law.

MIAX Contacts:

Investors
investor.relations@miaxglobal.com

Media
media@miaxglobal.com

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SOURCE MIAX

FAQ

What did MIAX announce about the December 2025 secondary offering?

MIAX priced a secondary offering of 6,750,000 shares at $41.00 per share, expected to close on December 15, 2025.

Will MIAX receive proceeds from the MIAX secondary offering (NYSE:MIAX)?

No; the company stated it is not selling any shares in the offering and will receive no proceeds.

How large is the underwriters' option for the MIAX offering?

Underwriters have a 30-day option to purchase up to an additional 1,012,500 shares from the selling stockholders.

When will the MIAX secondary offering close and what are conditions?

The offering is expected to close on December 15, 2025, subject to customary closing conditions.

Who are the lead managers for the MIAX secondary public offering?

J.P. Morgan, Morgan Stanley and Piper Sandler acted as lead joint bookrunning managers for the offering.