ibkr_8k-20180424



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 19,  2018

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).

□

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 19,  2018.



The stockholders voted on proposals to elect directors to the Company's Board of Directors (the "Board"),  to extend the term of the Company’s 2007 Stock Incentive Plan for a ten-year period through April 24, 2027, 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

 

 368,932,635 

 

 23,979,309 

 

 220,182 

 

 13,908,826 



 

 93.84% 

 

 6.10% 

 

 0.06% 

 

 

Earl H. Nemser

 

 368,139,418 

 

 24,967,086 

 

 25,622 

 

 13,908,826 



 

 93.64% 

 

 6.35% 

 

 0.01% 

 

 

Milan Galik

 

 377,736,136 

 

 15,369,351 

 

 26,639 

 

 13,908,826 



 

 96.08% 

 

 3.91% 

 

 0.01% 

 

 

Paul J. Brody

 

 376,373,517 

 

 16,731,874 

 

 26,735 

 

 13,908,826 



 

 95.73% 

 

 4.26% 

 

 0.01% 

 

 

Lawrence E. Harris

 

 392,075,921 

 

 1,029,564 

 

 26,641 

 

 13,908,826 



 

 99.73% 

 

 0.26% 

 

 0.01% 

 

 

Richard Gates

 

 392,602,806 

 

 502,618 

 

 26,702 

 

 13,908,826 



 

 99.86% 

 

 0.13% 

 

 0.01% 

 

 

Gary Katz

 

 392,621,565 

 

 483,835 

 

 26,726 

 

 13,908,826 



 

 99.87% 

 

 0.12% 

 

 0.01% 

 

 

Kenneth J. Winston

 

 392,965,833 

 

 138,699 

 

 27,594 

 

 13,908,826 



 

 99.95% 

 

 0.04% 

 

 0.01% 

 

 



Stockholders approved the amended 2007 Stock Incentive Plan, extending its term for a ten-year period through April 24, 2027, by a vote of 369,512,215 for; 23,580,411 against; 39,500 abstentions; and 13,908,826 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, 2018, by a vote of 406,441,855 for; 498,976 against; and 100,121 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 24,  2018



 

 



INTERACTIVE BROKERS GROUP, INC.



 

 



 

 



By:

/s/ Paul J. Brody



Name:

Paul J. Brody



Title:

Chief Financial Officer, Treasurer
and Secretary