[Form 4] CME GROUP INC. Insider Trading Activity

Rhea-AI Filing Summary

Michael G. Dennis, Global Head of Fixed Income at CME Group (CME), reported changes to his beneficial ownership in the company. On 09/15/2025 he acquired 2,608 Class A common shares at $258.83 each, bringing his direct holdings to 8,927.3766 shares. On 09/16/2025 he disposed of 289 shares at $259.83, leaving 8,638.3766 direct shares. The filing notes that the shares were surrendered to the company to satisfy tax withholding obligations upon the vesting of restricted stock on 09/16/2025. An additional 40.81 shares are held indirectly by his spouse.

Insights

Financial Analyst

TL;DR: Insider reported routine restricted-stock vesting and tax withholding; net beneficial ownership modestly adjusted, no clear material signal for valuation.

The 2,608-share acquisition reflects restricted stock vesting rather than a market purchase, and the subsequent 289-share disposition was a surrender to cover tax withholding. Net direct holdings remain sizable at 8,638.3766 shares. This pattern is consistent with executive compensation settlement and does not by itself indicate a change in the executive's outlook on company fundamentals.

Corporate Governance Expert

TL;DR: Transaction appears procedural: vesting-driven acquisition and tax-related share surrender; governance implications are routine.

The filing documents routine management compensation mechanics: restricted stock vested and shares were surrendered to satisfy tax obligations. The disclosure is timely and complete for Section 16 reporting. Indirect ownership via spouse (40.81 shares) is disclosed, which is appropriate for transparency. No departures from standard governance or reporting practices are evident.

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

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

1. Name and Address of Reporting Person^*

Dennis Michael G.

(Last) (First) (Middle)

20 S. WACKER DRIVE

(Street)

CHICAGO IL 60606

(City) (State) (Zip)

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)
	Global Head of Fixed Income

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock Class A	09/15/2025		A		2,608	A	$258.83	8,927.3766	D
Common Stock Class A	09/16/2025		F		289(1)	D	$259.83	8,638.3766	D
Common Stock Class A								40.81	I	by Spouse

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Mr. Dennis surrendered shares to the Company in order to fulfill tax withholding obligations upon the vesting of restricted stock on September 16, 2025.

Remarks:

	By: Margaret Austin Wright For: Michael G. Dennis	09/17/2025
	** 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.

FAQ

What transactions did Michael G. Dennis report on Form 4 for CME (CME)?

He reported an acquisition of 2,608 Class A shares at $258.83 on 09/15/2025 and a disposition of 289 shares at $259.83 on 09/16/2025.

Why were shares disposed of in the Form 4 filing for CME?

The filing states shares were surrendered to the company to satisfy tax withholding obligations upon the vesting of restricted stock on 09/16/2025.

How many CME shares does Michael G. Dennis beneficially own after the reported transactions?

He beneficially owns 8,638.3766 Class A shares directly, plus 40.81 shares indirectly via his spouse.

What is Michael G. Dennis’s role at CME as listed on the Form 4?

He is listed as Global Head of Fixed Income and an officer of CME Group.

When was the Form 4 signed and filed for Michael G. Dennis?

The signature block shows the filing executed by Margaret Austin Wright on behalf of Michael G. Dennis on 09/17/2025.