Welcome to our dedicated page for Miami Intl Hldg SEC filings (Ticker: MIAX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings of Miami International Holdings, Inc. (NYSE: MIAX) provide detailed information about its capital markets activity, segment reporting and regulatory disclosures as an exchange operator. Through documents such as Form S-1 and Form 8-K, the company describes its business structure, operating segments and equity transactions.
In its Form S-1 registration statement, Miami International Holdings identifies operating segments associated with options, equities, futures and international markets, along with a corporate/non-segment category. The filing references revenue categories including transaction and clearing fees, access fees, market data fees and other products and services, giving investors insight into how the company characterizes its exchange-related activities.
Recent Form 8-K filings highlight specific events. An 8-K dated December 15, 2025 discloses unregistered sales of equity securities, including common stock issued upon conversion of a convertible promissory note and upon warrant exercises, and notes that aggregate unregistered issuances exceeded a threshold relative to shares outstanding as of a prior date. The same filing also describes the completion of a public secondary offering in which existing stockholders sold shares of common stock, with the company stating that it did not sell shares or receive proceeds.
Other 8-K reports address topics such as quarterly financial results, changes in the board of directors and the announcement of an agreement to sell a majority stake in MIAX Derivatives Exchange (MIAXdx) to Robinhood Markets, Inc. in partnership with Susquehanna International Group. These filings illustrate how the company uses current reports to communicate material events, corporate governance changes and strategic transactions.
On Stock Titan’s MIAX filings page, users can review these SEC documents as they are made available through EDGAR. AI-powered tools can help summarize lengthy forms such as S-1 and 8-K, highlight key segment and revenue disclosures, and surface notable equity issuance and offering details, making it easier to understand the regulatory information Miami International Holdings provides.
MIAMI INTERNATIONAL HOLDINGS, INC. executive Douglas M. Schafer Jr., EVP and CIO, reported a tax-related share disposition. On February 10, 2026, 108,550 shares of common stock at $41.33 per share were surrendered to the company to cover tax withholding for restricted stock awards and are explicitly described as not a sale by the reporting person.
After this transaction, Schafer directly beneficially owned 429,246 common shares of the company.
Miami International Holdings, Inc. Chairman and CEO Thomas P. Gallagher, also a director, reported a Form 4 transaction involving company common stock. On February 10, 2026, 50,100 shares were disposed of at $41.33 per share in a transaction coded “F.”
According to the footnote, these shares were surrendered back to the company to satisfy tax withholding and remittance obligations related to the net settlement of restricted stock awards and do not represent an open-market sale. After this tax-withholding disposition, Gallagher directly beneficially owned 535,863 shares of common stock.
Miami International Holdings, Inc. reported that between December 15, 2025 and February 9, 2026 it issued a total of 3,973,663 shares of common stock. These shares were not registered under the Securities Act.
The issuances came from converting semi‑annually accrued but unpaid interest under a promissory note with a principal amount of $1,518,559 and from warrant exercises. Warrant holders provided $462,976 in cash and surrendered 72,135 existing shares through cashless exercises, increasing the overall share count while reducing some debt and bringing in cash.
Miami International Holdings, Inc. reported that it has closed the previously announced transaction to sell 90% of the issued and outstanding equity of MIAX Derivatives Exchange (MIAXdx), a wholly owned subsidiary, to a joint venture established by Robinhood Markets, Inc. in partnership with Susquehanna International Group. The Company has retained the remaining 10% equity interest in MIAXdx, so it continues to participate in the derivatives exchange while transferring majority ownership to the joint venture.
The transaction was effective as of January 20, 2026, and Miami International Holdings issued a press release on January 21, 2026, providing further details. That press release is included as Exhibit 99.1 to this report.
Miami International Holdings, Inc. chairman and CEO reported a transfer of shares to a family member. On 12/23/2025, he made a bona fide gift of 2,000 shares of common stock to his son. The shares given are subject to a lock-up agreement that he entered into on December 11, 2025, and the son has agreed to be bound by that agreement.
After this gift, he beneficially owns 585,963 shares of Miami International Holdings common stock. This total includes 12,000 shares held jointly with his spouse with right of survival. The transaction is reported as a gift, so no price is associated with the transfer.
Miami International Holdings, Inc. executive leadership reported multiple stock option exercises that increased direct ownership of the company’s common stock. The reporting person is an officer serving as EVP and Chief Strategy Officer.
On 12/16/2025, the officer exercised incentive stock options at an exercise price of $12 per share in three separate transactions for 16,666, 8,333, and 8,333 shares of common stock. Following these transactions, the officer beneficially owned 345,031 shares of common stock directly. The derivative securities table shows the related incentive stock option positions reduced to 0 derivative securities beneficially owned after the exercises, and the options are described as fully vested.
Miami International Holdings, Inc. reported that its EVP and CFO completed several incentive stock option exercises in company stock. On December 16, 2025, the executive exercised options to acquire 22,221 common shares at $13.50, 6,195 shares at $16.14, and 5,040 shares at $19.84.
After these transactions, the executive directly beneficially owned 127,612 shares of common stock. The filing also shows an incentive stock option with an exercise price of $19.84 for 5,040 shares expiring on March 28, 2033, and notes that 5,040 additional shares subject to this option are scheduled to vest on March 29, 2026, if the executive continues in service with the company or its subsidiaries.
Miami International Holdings, Inc. reported that between September 30 and December 15, 2025 it issued 4,006,946 unregistered shares of common stock, more than five percent of shares outstanding as of September 30, 2025. These shares came from converting a $5,000,000 convertible promissory note and accrued interest and from warrant exercises that generated $2,419,500 in cash plus the surrender of 733,923 shares through cashless exercises.
The company also disclosed that on December 15, 2025 certain existing stockholders completed a public secondary offering of 6,750,000 shares of common stock at $41.00 per share, and underwriters fully exercised an option to buy an additional 1,012,500 shares at the same price. Miami International Holdings did not sell shares in this offering and will not receive proceeds from these secondary sales.
Miami International Holdings, Inc.
The report also lists fully vested stock options held directly by the insider for 7,500, 10,000, 14,331 and 2,500 underlying shares at exercise prices between $16.14 and $25.98, as well as several currently vested warrants held indirectly through Horizon Kinetics Asset Management LLC for 24,878, 27,561, 21,290 and 38,927 underlying shares. Murray Stahl, who leads Horizon Kinetics Asset Management LLC, disclaims beneficial ownership except for any pecuniary interest.
Miami International Holdings, Inc., a Delaware-based company headquartered in Princeton, New Jersey, has filed a Form S-1 registration statement with the U.S. Securities and Exchange Commission for a proposed public offering of its securities. The company plans to begin sales "as soon as practicable" after the registration statement becomes effective, indicating an intention to access the public capital markets through an initial public offering process. The filing identifies Miami International Holdings’ chairman and chief executive officer, Thomas P. Gallagher, as the primary contact, and lists outside counsel from Reed Smith LLP and Ropes & Gray LLP, underscoring a formal step toward becoming a publicly traded company. The prospectus is currently preliminary, meaning the securities cannot be sold until the SEC declares the registration statement effective.