CME Group Form 4: Benesh Receives 532 Director Plan Shares

Rhea-AI Filing Summary

Form 4 overview: On 06/25/2025 CME Group Inc. (CME) director Kathryn Benesh reported an acquisition of Class A common stock.

The filing shows a single non-derivative transaction coded “A(1),” indicating a grant under the company’s amended and restated Director Stock Plan. Benesh received 532 shares at a reference value of $273.03 per share. Following the grant, her aggregate beneficial ownership increased to 2,106.948 shares, held directly.

No derivative securities were listed and the Form 4 contains no sales, option exercises, or 10b5-1 plan activity. The grant is routine annual director compensation rather than an open-market purchase, so cash outlay by the director is not implied. While the transaction modestly aligns director and shareholder interests, it represents an immaterial fraction of CME’s ~360 million Class A shares outstanding and therefore is unlikely to affect valuation or trading dynamics.

Insights

Corporate Governance Expert

TL;DR: Routine director stock grant; marginal governance signal, unlikely to move CME valuation.

The A(1) code confirms this is compensation under the Director Stock Plan, not a discretionary buy. It modestly increases board equity alignment but lacks the conviction signal of an open-market purchase. No red flags—timely filing, single insider, direct ownership, and no derivative complexity. Governance impact is therefore neutral.

Portfolio Manager

TL;DR: 532-share grant immaterial to CME’s float; negligible portfolio relevance.

At ~$273, the grant is worth about $145k—roughly 0.0006% of CME’s market cap. The absence of sales keeps insider sentiment neutral-positive, but size and nature of grant mean the event is not impactful for position sizing or risk models. I maintain existing exposure without adjustment.

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^*

Benesh Kathryn

(Last) (First) (Middle)

20 SOUTH WACKER DR.

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2025

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	06/25/2025		A(1)		532	A	$273.03	2,106.948	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Granted pursuant to the CME Group Director Stock Plan, as amended and restated.

Remarks:

	By: Jenelle Chalmers For: Kathryn Benesh	06/26/2025
	** 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

How many CME shares did director Kathryn Benesh acquire on 06/25/2025?

She received 532 Class A common shares according to the Form 4.

What was the transaction price reported in the CME Form 4?

The reference price listed for the grant is $273.03 per share.

What is Kathryn Benesh’s total CME share ownership after the transaction?

Her beneficial ownership increased to 2,106.948 shares, held directly.

Was the acquisition part of a 10b5-1 trading plan?

No. The filing does not check the 10b5-1 box; the shares were granted under the Director Stock Plan.

Did the Form 4 report any sales or option exercises by the director?

No. The filing lists no sales and no derivative transactions.