ibkr_8k-20190422



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):  April 18,  2019

INTERACTIVE BROKERS GROUP, INC.

(Exact Name of Registrant as Specified in its Charter)



 

 

Delaware

001-33440

30-0390693

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(I.R.S. Employer Identification Number)



 

 

One Pickwick Plaza, Greenwich, CT 06830

(Address of Principal Executive Offices) (Zip Code)

(203) 618-5800

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(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))



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 5.07 Submission of Matters to a Vote of Security Holders.



The annual meeting of stockholders of Interactive Brokers Group, Inc. (the "Company") was held on April 18,  2019.



The stockholders voted on proposals to elect directors to the Company's Board of Directors (the "Board"),  to approve, on an advisory non-binding basis, executive compensation, and to ratify the appointment of Deloitte & Touche LLP as independent auditor.



All nominees for election to the Board were elected for a one year term expiring at the annual meeting of stockholders in the following year.  Each director will hold office until his successor has been elected and qualified or until the director's earlier resignation or removal.



The number of votes cast for or against and the number of abstentions with respect to each proposal is set forth below.  The Company's independent inspector of election reported the vote of the stockholders as follows:







 

 

 

 

 

 

 

 

Election of Directors (Percentages shown are of the votes cast)

 

 

 

 



 

 

 

 

 

 

 

Broker



 

For

 

Against

 

Abstain

 

Non-Vote

Thomas Peterffy

 

 369,126,169 

 

 23,709,551 

 

 48,784 

 

 15,026,039 



 

 93.96% 

 

 6.03% 

 

 0.01% 

 

 

Earl H. Nemser

 

 363,397,453 

 

 29,436,400 

 

 50,651 

 

 15,026,039 



 

 92.50% 

 

 7.49% 

 

 0.01% 

 

 

Milan Galik

 

 376,252,564 

 

 16,583,071 

 

 48,869 

 

 15,026,039 



 

 95.77% 

 

 4.22% 

 

 0.01% 

 

 

Paul J. Brody

 

 374,900,238 

 

 17,933,972 

 

 50,294 

 

 15,026,039 



 

 95.43% 

 

 4.56% 

 

 0.01% 

 

 

Lawrence E. Harris

 

 381,270,009 

 

 11,373,523 

 

 240,972 

 

 15,026,039 



 

 97.05% 

 

 2.89% 

 

 0.06% 

 

 

Gary Katz

 

 392,341,901 

 

 479,688 

 

 62,915 

 

 15,026,039 



 

 99.86% 

 

 0.12% 

 

 0.02% 

 

 

John M. Damgard

 

 392,405,315 

 

 424,889 

 

 54,300 

 

 15,026,039 



 

 99.88% 

 

 0.11% 

 

 0.01% 

 

 

Philip Uhde

 

 392,605,566 

 

 228,873 

 

 50,065 

 

 15,026,039 



 

 99.93% 

 

 0.06% 

 

 0.01% 

 

 



Stockholders approved, on an advisory non-binding basis, executive compensation levels, by a vote of 387,691,100 for; 5,087,583 against; 105,821 abstentions; and 15,026,039 broker non-votes.



Stockholders approved the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2019, by a vote of 407,045,759 for; 634,479 against; and 230,305 abstentions.





 

SIGNATURE

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.

Dated: April 23,  2019



 

 



INTERACTIVE BROKERS GROUP, INC.



 

 



 

 



By:

/s/ Paul J. Brody



Name:

Paul J. Brody



Title:

Chief Financial Officer, Treasurer
and Secretary