CME Group GC granted 784 restricted shares

Q: What insider equity award did CME (CME) report for John Clifford Marchese?

CME reported that John Clifford Marchese received a grant of 784 shares of Class A common stock on September 15, 2026 as restricted stock under the CME Group Omnibus Stock Plan, vesting in four equal annual installments, subject to continued service.

Q: Were any CME (CME) shares sold on the open market in this Form 4?

No. The Form 4 reports 241 shares of Class A common stock surrendered to CME Group to cover tax withholding obligations upon vesting of previously granted restricted stock, not open market sales.

Q: How many CME (CME) shares were surrendered for tax withholding and at what prices?

A total of 241 shares of CME Class A common stock were surrendered for tax withholding: 44 shares at $272.46 per share on September 16, 2026 and several blocks totaling 197 shares at $275.09 per share on September 15, 2026.

Q: Was a Rule 10b5-1 trading plan used for these CME (CME) transactions?

No. The filing indicates no Rule 10b5-1 plan for these transactions; the box affirming transactions under a trading plan is not checked, and the footnotes do not describe any such plan.

CME’s general counsel received a new 784-share restricted stock grant, with 241 shares surrendered to cover tax withholding from vesting of prior awards.

Filing Impact

(Moderate)

Filing Sentiment

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Form Type

Rhea-AI Filing Summary

CME GROUP INC. (CME) reported that Senior Managing Director and General Counsel John Clifford Marchese received an award of 784 shares of Class A common stock on September 15, 2026 under the CME Group Omnibus Stock Plan, vesting in four equal annual installments, subject to continued service. On September 15 and 16, 2026, a total of 241 shares were surrendered back to CME Group at prices around $272–$275 per share to satisfy tax withholding obligations related to the vesting of previously granted restricted stock. No Rule 10b5-1 trading plan is reported, and the filing notes that a separate promotion-related equity grant is expected in March 2027 and would be reported in a later Form 4.

Insider Trade Summary

6 transactions reported

Mixed 6 txns

Insider Marchese John Clifford

Role Sr MD, General Counsel

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock Class A ^F2	44	$272.46	$12K
Grant/Award	Common Stock Class A ^F1	784	$275.09	$216K
Tax Withholding	Common Stock Class A ^F2	43	$275.09	$12K
Tax Withholding	Common Stock Class A ^F2	47	$275.09	$13K
Tax Withholding	Common Stock Class A ^F2	57	$275.09	$16K
Tax Withholding	Common Stock Class A ^F2	50	$275.09	$14K

Holdings After Transaction: Common Stock Class A — 3,598 shares (Direct)

Footnotes (2)

F1. Represents a grant of restricted stock under the CME Group Omnibus Stock Plan, vesting in four equal annual installments, subject to continued service. This grant was determined based on the Reporting Person's role as of September 1, 2026 and prior to the effective date of his promotion to Senior Managing Director and General Counsel on September 11, 2026. Under CME Group's compensation program, the Reporting Person is entitled to a promotion-related equity grant in March 2027, which would be reported on a subsequent Form 4.
F2. Represents shares surrendered to the Issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock previously granted to the Reporting Person.

Key Figures

Restricted stock grant: 784 shares Grant reference price: $275.09 per share Shares surrendered for tax withholding: 241 shares +3 more

6 metrics

Restricted stock grant 784 shares Grant of Class A common stock on September 15, 2026 under CME Group Omnibus Stock Plan

Grant reference price $275.09 per share Price field for the 784-share restricted stock grant on September 15, 2026

Shares surrendered for tax withholding 241 shares Total of code F transactions reported as payment of tax liability by delivering or withholding securities

Tax-withholding price (Sept 15, 2026) $275.09 per share Price for 43, 47, 57, and 50-share tax-withholding surrenders on September 15, 2026

Tax-withholding price (Sept 16, 2026) $272.46 per share Price for 44-share tax-withholding surrender on September 16, 2026

Vesting schedule 4 equal annual installments Restricted stock grant vests in four equal annual installments, subject to continued service

Key Terms

restricted stock, CME Group Omnibus Stock Plan, tax withholding obligations, promotion-related equity grant

4 terms

restricted stock financial

"Represents a grant of restricted stock under the CME Group Omnibus Stock Plan"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

CME Group Omnibus Stock Plan financial

"Represents a grant of restricted stock under the CME Group Omnibus Stock Plan"

tax withholding obligations financial

"satisfy tax withholding obligations in connection with the vesting of restricted stock"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider equity award did CME (CME) report for John Clifford Marchese?

CME reported that John Clifford Marchese received a grant of 784 shares of Class A common stock on September 15, 2026 as restricted stock under the CME Group Omnibus Stock Plan, vesting in four equal annual installments, subject to continued service.

Were any CME (CME) shares sold on the open market in this Form 4?

No. The Form 4 reports 241 shares of Class A common stock surrendered to CME Group to cover tax withholding obligations upon vesting of previously granted restricted stock, not open market sales.

How many CME (CME) shares were surrendered for tax withholding and at what prices?

A total of 241 shares of CME Class A common stock were surrendered for tax withholding: 44 shares at $272.46 per share on September 16, 2026 and several blocks totaling 197 shares at $275.09 per share on September 15, 2026.

Is the CME (CME) equity grant to John Clifford Marchese tied to his promotion?

The 784-share restricted stock grant was determined based on his role as of September 1, 2026, before his promotion to Senior Managing Director and General Counsel on September 11, 2026. The filing states he is entitled to a promotion-related equity grant in March 2027 to be reported later.

Was a Rule 10b5-1 trading plan used for these CME (CME) transactions?

No. The filing indicates no Rule 10b5-1 plan for these transactions; the box affirming transactions under a trading plan is not checked, and the footnotes do not describe any such plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/17/2026 - 04:24 PM Accepted by SEC EDGAR 09/17/2026 - 04:23 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Marchese John Clifford

(Last)

(First)

(Middle)

20 S. WACKER DRIVE

(Street)

CHICAGO

ILLINOIS

60606

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CME GROUP INC. [ CME ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Sr MD, General Counsel

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock Class A	09/15/2026		A⁽¹⁾		784	A	$275.09	3,839	D
Common Stock Class A	09/15/2026		F⁽²⁾		43	D	$275.09	3,796	D
Common Stock Class A	09/15/2026		F⁽²⁾		47	D	$275.09	3,749	D
Common Stock Class A	09/15/2026		F⁽²⁾		57	D	$275.09	3,692	D
Common Stock Class A	09/15/2026		F⁽²⁾		50	D	$275.09	3,642	D
Common Stock Class A	09/16/2026		F⁽²⁾		44	D	$272.46	3,598	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents a grant of restricted stock under the CME Group Omnibus Stock Plan, vesting in four equal annual installments, subject to continued service. This grant was determined based on the Reporting Person's role as of September 1, 2026 and prior to the effective date of his promotion to Senior Managing Director and General Counsel on September 11, 2026. Under CME Group's compensation program, the Reporting Person is entitled to a promotion-related equity grant in March 2027, which would be reported on a subsequent Form 4.

2. Represents shares surrendered to the Issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock previously granted to the Reporting Person.

Remarks:

	/s/ Elizabeth Hensen, as Attorney-in-Fact for John Clifford Marchese	09/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR