New independent directors join MarketAxess (NASDAQ: MKTX) board

Rhea-AI Filing Summary

MarketAxess Holdings Inc. reported changes to its Board of Directors. The Board elected Douglas A. Cifu and Kenneth T. Schiciano to serve as directors, effective March 1, 2026. The Board determined that both are independent under Nasdaq listing rules and the company’s corporate governance guidelines.

The Board plans to assign them to one or more Board committees later, and those initial committee assignments will be disclosed in a future amendment. There were no special arrangements leading to their elections and no related-party transactions over $120,000 involving either director. They will receive the same compensation structure as other non-employee directors, as previously described in the company’s April 23, 2025 proxy statement. The company also issued a press release about these appointments, furnished as Exhibit 99.1.

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

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 22, 2026

MARKETAXESS HOLDINGS INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-34091	52-2230784
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
55 Hudson Yards 15th Floor
New York, New York				10001
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (212) 813-6000

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.003 par value		MKTX		Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(d) Election of Directors

On January 22, 2026, the Board of Directors (the “Board”) of MarketAxess Holdings Inc. (the “Company”) elected Douglas A. Cifu and Kenneth T. Schiciano to serve on the Company’s Board of Directors, effective March 1, 2026. The Board determined that each of Messrs. Cifu and Schiciano is independent under applicable NASDAQ listing rules and pursuant to the Company’s Corporate Governance Guidelines. The Board expects to appoint each of Messrs. Cifu and Schiciano to serve on one or more Board committees at a later date. Initial committee assignments, once determined, will be disclosed by the Company in an amendment to this Current Report on Form 8-K.

There were no arrangements or understandings pursuant to which either of Messrs. Cifu and Schiciano were elected as directors of the Company. There have been no transactions since the beginning of the Company’s last fiscal year, and there are no currently proposed transactions, to which the Company or any of its subsidiaries was or is to be a participant, in which the amount involved exceeds $120,000 and in which either of Messrs. Cifu and Schiciano had, or will have, a direct or indirect material interest.

Messrs. Cifu and Schiciano will be eligible to receive the same compensation structure as other non-employee directors of the Company as described in the Company’s definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 23, 2025.

Item 7.01 Regulation FD Disclosure.

On January 26, 2026 the Company issued a press release announcing the election of Messrs. Cifu and Schiciano, which is attached hereto as exhibit 99.1 and is incorporated by reference into this Item 7.01.

The information included in this Current Report on Form 8-K (including Exhibit 99.1 hereto) that is furnished pursuant to this Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. In addition, the information included in this Current Report on Form 8-K (including Exhibit 99.1) that is furnished pursuant to this Item 7.01 shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference into such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

	99.1			Press Release issued by MarketAxess Holdings Inc. on January 26, 2026.
	104			Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			MARKETAXESS HOLDINGS INC.
Date:	January 26, 2026	By:	/s/ Scott Pintoff
			Name: Scott Pintoff Title: General Counsel & Corporate Secretary

FAQ

What did MarketAxess (MKTX) announce in this 8-K filing?

MarketAxess Holdings Inc. announced that its Board elected Douglas A. Cifu and Kenneth T. Schiciano to the Board of Directors, with their service effective March 1, 2026. The company also furnished a press release as Exhibit 99.1 describing these appointments.

When do the new MarketAxess (MKTX) directors take office?

Douglas A. Cifu and Kenneth T. Schiciano are scheduled to begin serving on the MarketAxess Board of Directors effective March 1, 2026, according to the filing.

Are the new MarketAxess (MKTX) directors considered independent?

Yes. The Board determined that both Douglas A. Cifu and Kenneth T. Schiciano are independent under applicable Nasdaq listing rules and the company’s Corporate Governance Guidelines.

Will the new MarketAxess (MKTX) directors serve on Board committees?

The Board expects to appoint each of Douglas A. Cifu and Kenneth T. Schiciano to one or more Board committees at a later date. Those initial committee assignments will be disclosed in a future amendment.

Do the new MarketAxess (MKTX) directors have related-party transactions with the company?

The filing states there have been no transactions since the beginning of the last fiscal year, and no currently proposed transactions, in which MarketAxess or its subsidiaries participated, the amount involved exceeded $120,000, and either new director had a direct or indirect material interest.

How will the new MarketAxess (MKTX) directors be compensated?

Douglas A. Cifu and Kenneth T. Schiciano will be eligible for the same compensation structure as other non-employee directors of MarketAxess, as described in the definitive proxy statement filed on April 23, 2025.

What disclosure did MarketAxess (MKTX) make under Regulation FD?

Under Item 7.01, MarketAxess noted that it issued a press release on January 26, 2026 announcing the election of the new directors. This release is attached as Exhibit 99.1 and is furnished, not filed, for purposes of certain securities law liability provisions.