Cboe Global Markets (CBOE) 10-K risk factor changes: FY2025 vs FY2024

- economic, [removed: political] [added: political,] and market conditions;

- price [added: and new products and services] competition and consolidation in our industry;

- our [added: business and operational] dependence on and exposure to risk from third parties;

- our ability to manage our global operations, growth, and strategic [removed: acquisitions] [added: acquisitions, wind downs, divestitures,] or alliances effectively;

- our ability to minimize the risks, including our credit, [removed: counterparty,] [added: liquidity, market,] investment, [added: counterparty,] and default risks, associated with operating our clearinghouses;

In [removed: 2024,] [added: 2025,] approximately [removed: 67%] [added: 68%] of our total revenues less cost of revenues were generated by the options and futures segments, the majority of which was generated by products based on exclusively licensed indices (e.g., SPX options) and products based on our proprietary VIX methodology (e.g., VIX options and futures).

[removed: These regulations and other potential emerging] [added: Emerging or changing] regulatory regimes around the world may impact international customers’ interest in or ability to trade index-based products listed on our U.S. exchanges, as well as impact our expansion into foreign trading of our index-based products and our ability to license proprietary indices for use outside of the U.S.

Furthermore, our competitors may succeed in developing, offering and providing a market for the trading of [removed: index-based] [added: financial] or [removed: volatility] [added: investment] products, such as new options products on indices or [removed: ETFs,] [added: ETFs or certain event prediction market products,] that are economically similar to those that we offer and they may become successful and take away volume from our products.

It is also possible that a [removed: third party] [added: third-party] may offer trading in index-based products that are the same as those that are the subject of one of our exclusive licenses, but in a jurisdiction in which the index owner cannot require a license or in a manner otherwise not limited by our exclusive license.

The volume of trading and clearing transactions and the demand for our products and services are directly affected by [removed: economic, political] [added: macroeconomic] and [removed: market] [added: other] conditions in the U.S., Europe and elsewhere in the world that are beyond our control, including:

- economic, [removed: political] [added: political,] and geopolitical market conditions;

- the perceived attractiveness of the U.S., European, Canadian, [removed: Australian] or [removed: Japanese] [added: Australian] capital markets;

- the availability or perceived attractiveness of [removed: indices,] [added: the indices that we offer proprietary products on,] such as the S&P 500 index, or alternative investment [added: or trading] opportunities;

- unforeseen market closures, suspensions of open outcry [removed: trading] [added: trading, disruptions at other market infrastructure providers] or [added: exchanges including upon which we rely for data or connectivity, or] other disruptions in trading and clearing; and

- disruptions due to terrorism, war, extreme weather events, [removed: pandemics] [added: pandemics,] or other catastrophes.

We also compete against certain [added: event prediction market or] multi-listed options products, such as SPY options, which offer some of the features of our proprietary products, such as SPX options.

Further, regulatory and legal developments, including the equity market structure proposals and the Volume Based Proposal, if adopted as-is, could also adversely [removed: impact, as applicable,] [added: impact] our ability to adjust our equities transaction fee schedules to respond to actions by new or existing competitors, our ability to incentivize on-exchange liquidity provision, as well as our ability to offer members volume-based pricing.

In [removed: 2024,] [added: 2025,] approximately [removed: 73%] [added: 74%] of our revenues less cost of revenues were generated by our transaction and clearing-based [removed: business and is heavily oriented towards U.S. index and equity options.][added: business.]

If the amount of trading volume on our Exchanges, [removed: Cboe Digital Exchange,] CFE, BIDS Trading, Cboe Canada Inc., notional value traded on Cboe FX, Cboe SEF, Cboe Europe Equities and Derivatives, [removed: Cboe Australia,] and Cboe [removed: Japan] [added: Australia] or clearing volumes at Cboe Clear Europe or Cboe Clear U.S. decrease, we are likely to see a decrease in fees.

These actions, including MiFID II, MiFIR, [removed: a recent] OCC margin [removed: requirement proposal, and] [added: requirements,] the equity market structure rules and [removed: proposals,] [added: proposals and potential changes to Rule 611 of Regulation NMS (the Order Protection Rule),] may incentivize trading away from our markets or cause market participants to reduce trading activity on or routing to our markets.

As discussed above, the implementation of [removed: MDIR or] [added: MDIR,] the equity market structure rules and [removed: proposals] [added: proposals, or potential changes to Rule 611 of Regulation NMS (the Order Protection Rule)] could cause Cboe’s equities exchanges, BZX, BYX, EDGX, and EDGA, to require additional resources to comply with the new rules, and may have a material impact on our business, financial condition, and operating results, including if, for example, there are lower SIP plan revenues or we must reduce the fees or access fee caps we charge.

Further, [removed: we have asked a court to review] [added: following] the SEC’s disapproval of our 2024 proposed rule change to adopt a rule providing that our order and execution management systems [removed: (“OEMSs")] [added: (“OEMS")] that operate independently from our registered national securities exchanges are not “facilities” of those [removed: exchanges.][added: exchanges, we are seeking exemptive relief for our OEMSs from certain exchange regulations, such as rule filing requirements.]

Being required to continue to follow exchange regulations could reduce our OEMSs’ competitiveness, could result in a reduction of the value of OEMSs to us, and is likely to increase our compliance [removed: and challenge] costs.

The secure and reliable operation of our technology, including our computer systems and communications networks, and those of our service providers, market participants, investments, and other third parties, is a critical element of our operations or our business, financial [removed: condition] [added: condition,] or operating results.

These systems and networks may be subject to various cybersecurity incidents such as improper or inadvertent access to or disclosure of confidential, commercially sensitive, or personally identifiable information, data theft, corruption or destruction, ransomware, supply chain attack, denial of service attack, [removed: malware] [added: malware,] and other security problems, as well as acts of terrorism, attacks by threat actors including criminal groups, [removed: political activist groups and nation-state actors, attacks in connection with geopolitical activity such as the conflicts in Eastern Europe and the Middle East, criminal insider activity, employee error, and service provider, market participant or]

Our hybrid work environment, usage of mobile, AI and cloud-based [removed: technologies] [added: technologies,] and [removed: amount of newly acquired companies] [added: ongoing divestitures] and [removed: related integrations] [added: wind downs] may increase our risk for a cybersecurity incident.

While [added: we, and the third parties with which] we [added: interact,] have experienced in the past, and we expect to continue to experience, cybersecurity threats and events of varying degrees, including events impacting personally identifiable information, we are not aware of any of these threats or events having a material impact on our business, financial [removed: condition] [added: condition,] or operating results to date, however we cannot assure you that [added: we, or the third parties with which] we [added: interact,] will not experience future threats or events that may be material.

We maintain policies, [removed: procedures] [added: procedures,] and controls designed to safeguard against cybersecurity incidents and unauthorized access by protecting the confidentiality, integrity, [removed: availability] [added: availability,] and reliability of our systems, [removed: networks] [added: networks,] and information.

These policies, [removed: procedures] [added: procedures,] and controls are subject to monitoring, auditing, and evaluation practices, pursuant to our Enterprise Risk Management program, which is supported by a three lines of defense approach, and our other governance practices.

Collectively, these safeguards and measures or those of our third-party providers, including any [removed: cloud] [added: cloud-based] technologies, may prove inadequate to prevent the attendant risk posed by cybersecurity incidents, subjecting us to contractual restrictions, liability and damages, loss of business, penalties, unfavorable publicity, increased scrutiny by our regulators, and [added: may] materially [removed: impacting] [added: impact] our business, financial condition, and operating results.

We are not aware of any of these vulnerabilities having a material impact on our business, financial [removed: condition] [added: condition,] or operating results to date.

Additionally, as threats continue to evolve and increase, as we continue to expand ongoing risk management and related assurance activities, and as the domestic and international regulatory environment related to [removed: cyber security] [added: cybersecurity] and data protection becomes increasingly rigorous, we may be required to devote significant additional resources to modify and enhance our security controls and to identify and remediate any security vulnerabilities.

The roles and responsibilities of departing executive officers and employees will need to be filled either by existing or new officers and employees, which may require us to devote time and resources to identifying, [removed: hiring] [added: hiring,] and integrating replacements for the departed executives and employees that could otherwise be used to pursue business opportunities, which could have a material adverse effect on our overall business, financial condition, and operating results.

There is substantial competition for qualified and capable [removed: personnel, particularly in the technology space,] [added: personnel] which may make it difficult for us to retain and recruit qualified employees in sufficient numbers.

We have previously faced and may in the future face increased challenges in retaining and attracting qualified employees, including as we implement a return to office [removed: plan.][added: plan and our business review actions.]

If we fail to retain our current employees, it would be difficult and costly to identify, [removed: recruit] [added: recruit,] and train replacements needed to continue to conduct and expand our business.

Failure to ensure effective transfer of knowledge and smooth transitions involving our management team and key employees, including the [removed: 2023 leadership] [added: recent] transitions [removed: and the potential transition] of our Chief Executive Officer, [added: our Chief Operating Officer, and our other leaders,] could hinder our strategic planning and execution.

The market for trade execution services, [removed: clearing] [added: clearing,] and products is intensely competitive in the asset classes and geographies in which we operate.

Increased competition may result in a decline in our share of trading activity and a decline [added: in our revenues from transaction and clearing fees and market data fees, thereby materially adversely affecting our operating results.]

We compete with a number of entities and markets on several different fronts, including the cost, [removed: quality] [added: quality,] and speed of our trade execution, functionality and ease of use of our trading and clearing platforms, range of our products and services, our technological innovation and adaptation and our reputation.

- increases in the cost of the products and services we use;

- decline in the number of public company listings or an increase in delistings, acquisitions, privatizations, or bankruptcies;

which is heavily oriented towards U.S. index and equity options.

- significant market disruptions or system failures.

political activist groups and nation-state actors, attacks in connection with geopolitical activity, criminal insider activity, employee error, and service provider, market participant or third-party disruptions or security breaches.

Emerging technologies, alternative settlement mechanisms, and 24-hour trading may also affect our traditional business models.

For example, the adoption of tokenization or other emerging settlement technologies that enable self-clearing may reduce demand for traditional clearing services.

New or existing competitors may also develop products or technologies that provide similar economic exposure or functionality to our existing offerings through different mechanisms, which may reduce demand for our products.

Our business and operations are dependent upon a number of third parties.

- Trading in certain of our products is dependent on the operational availability of markets operated by third parties.

These intermarket dependencies can necessitate coordinated responses to disruptions across multiple market participants and may impact our ability to maintain orderly markets in dependent products.

For example, in November 2025, trading of futures and options on the Chicago Mercantile Exchange was halted by a data-center fault, resulting in disruptions to markets across equities, foreign exchange, bonds, and commodities.

Extended outages or disruptions at these third parties (whether due to technology failures, data center infrastructure issues, such as the cooling system malfunctions that occurred at a third-party exchange in 2025, cyberattacks, or other causes) could impair our ability to calculate indices, provide market data products, or maintain trading operations.

unlicensed uses of the indices and uses of the indices that infringe on our licenses.

- general economic, social, and political conditions, including increased political tensions and disagreements, including as a result of tariffs and trade policies, and geopolitical activity;

Global trade policies, including the assessment of tariffs and other impositions on imported goods, may have a material adverse impact on our business.

Countries have announced new or increased tariffs on imported goods and that additional tariffs or increases in tariffs could be assessed in the future.

If any such tariffs were to increase the costs of the products and services we use in our business, in particular the technology, communications, cloud, computer, and networking products and services that we use, and we were unable to mitigate the impacts of any such increased costs, it could have a material adverse impact on our business and our results of operations.

We are subject to risks related to operating our European clearinghouse, Cboe Clear Europe, and our U.S. clearinghouse, Cboe Clear U.S. Cboe Clear U.S. facilitates the clearing of financially-settled and continuous Bitcoin and Ether futures listed on CFE and may facilitate the clearing of other product classifications in the future.

Cboe Clear Europe clears transactions executed on third-party exchanges and Cboe Clear U.S. may similarly clear transactions executed on third-party exchanges in the future.

Substantial amounts of the collateral, and any

Additionally, a default of this facility may allow lenders, under certain circumstances, to accelerate any related drawn amounts and may result in the acceleration of the Company’s other outstanding debt to which a cross-acceleration or cross-default provision applies, which may limit the Company’s liquidity, business, and financing activities.

Although our clearinghouses have rules, policies, and procedures that are reasonably designed to help protect them from the aforementioned risks, such policies and procedures may not succeed in preventing losses after a member's or counterparty’s default.

In addition, although we believe that we have carefully analyzed the process for setting margins and our financial safeguards, it is a complex process and there is no guarantee that our procedures will adequately protect us from the risks related to operating our clearinghouses.

For example, we have previously identified and addressed potential procedure enhancement opportunities.

However, we cannot assure you that our

or no warning and without penalty.

OCC also acts as a central counterparty for transactions in CFE products that are cleared by OCC.

As such, OCC guarantees clearance and settlement of all of our touched options and all of our matched futures and options on futures trades in CFE products cleared by OCC.

Therefore, Cboe FX and Cboe SEF may have risk that is

In addition, disruptions at third parties may necessitate coordinated responses across multiple market participants and may impact our ability to maintain orderly markets in dependent products.

In addition to risks associated with acquisitions and integrations, we may also face risks in executing strategic exits, divestitures, or wind downs of businesses.

For example, we have announced the wind down of our Japan equities business, initiated sale processes for our Australia and Canada equities businesses and, subsequent to December 31, 2025, announced the wind down of CEDX.

These actions may involve transitional disruptions, regulatory complexities, loss of customer relationships, reputational impacts, or challenges in retaining key personnel during the transition.

If we are unable to effectively manage these exits or realize the anticipated cost savings and strategic benefits, our business, financial condition, and operating results could be materially adversely affected.

Cboe Fixed Income is a registered broker-dealer also subject to comprehensive regulation by the SEC and a member of FINRA.

The Tick Size/Access Fee Cap rule is also likely to result in increased technology

In June 2025, the SEC withdrew the Regulation Best Execution and Order Competition proposals.

Additionally, in 2025, the SEC held a roundtable to examine potential amendments to Rule 611 (the Order Protection Rule) under Regulation NMS.

While no formal proposal has been released, potential changes to Rule 611 could have serious implications for market structure, order routing practices, and the competitive dynamics among trading venues, which could materially impact our business, financial condition, and operating results.

- our ability to maintain BIDS Trading as an independently managed and operated trading venue, separate from and not integrated with our registered national securities exchanges;

[Table](#i2fbe324f89c5407385ae8e7fa6d49100_7) [o](#i2fbe324f89c5407385ae8e7fa6d49100_7)[f Contents](#i2fbe324f89c5407385ae8e7fa6d49100_7)

In 2018, the EU implemented the EU Benchmark Regulation, which regulates users, data providers and calculators of benchmarks (“administrators”) in the EU, and among other things (subsequent to the transitional period applicable to third country benchmark administrators) currently prohibits use of benchmarks provided by administrators outside the EU in connection with EU financial instruments unless the administrator is deemed to be subject to an EU equivalent regulatory regime or the benchmark is endorsed or recognized in the EU.

- significant market disruptions.

This disapproval required our OEMSs to continue to follow exchange regulations, such as rule filing requirements.

third-party disruptions or security breaches.

in our revenues from transaction and clearing fees and market data fees, thereby materially adversely affecting our operating results.

We depend on third-party service providers for certain services that are important to our business.

- We rely on third party routing and clearing firms to clear trades in U.S. listed equity securities routed by us to other markets, and to execute trades in options that we route to other markets.

OCC has proposed to establish a margin add-on charge (“Intraday Risk Charge”) for all clearing member accounts to help mitigate the risks arising from intraday and overnight trading activity.

If the Intraday Risk Charge is applied as currently proposed by OCC, clearing members’ costs associated with clearing our products, including SPX options, through OCC may increase, which may result in lower trading volumes on our exchanges and could have a material adverse impact on our business, financial condition, and operating results.

provider, and increased exposure to third party claims and related litigation expenses, which could have a material adverse effect on our business, financial condition, and operating results.

- general economic, social, and political conditions, including the conflicts in Eastern Europe and the Middle East;

otherwise obtaining and using, our intellectual property without authorization, listing our proprietary or exclusively-licensed index products without licenses or otherwise infringing on our rights.

settlement obligations of buyers and sellers and takes on the risk of the performance of the transactions that it clears.

With respect to trades in digital asset futures occurring on Cboe Digital Exchange, we deliver matched trades of our customers to Cboe Clear U.S., which acts as a central counterparty on all transactions occurring on Cboe Digital Exchange and, as such, guarantees clearance and settlement of all of those matched futures trades.

Cboe Trading maintains counterparty credit risk exposure from routing brokers with respect to rebates earned until completion of the routing brokers next invoice cycle following the execution.

With respect to U.S. listed equity and exchange traded product options, Cboe Trading is subject to counterparty credit risk exposure with respect to rebates earned from routing brokers until completion of the routing brokers’ next invoice cycle following the execution.

For example, in

May 2024, we halted trading on the Cboe Digital spot market, our spot digital asset trading platform, in-line with our plans to wind down the spot digital asset trading market and refocus the digital asset business to leverage Cboe’s core strengths in derivatives, technology and product innovation.

Our decision to wind down the Cboe Digital spot crypto market may negatively impact our digital asset business.

In April 2024, we announced plans to wind down the spot crypto market offered by Cboe Digital and transition the cash-settled margin Bitcoin and Ether futures contracts currently listed on Cboe Digital Exchange to CFE, pending regulatory review.

On May 31, 2024, we halted all trading on the Cboe Digital spot market.

The Cboe Digital spot market is closed for all participant and trading purposes.

The Company expects to maintain the derivatives clearing services currently operated by Cboe Clear U.S., integrating these functions and teams into the existing organizational structure.

The Company has brought Cboe Clear U.S. under unified leadership with the Global Head of Clearing.

In connection with shutting down the spot crypto exchange, the Company also determined to unwind the minority ownership structure in Cboe Digital.

Our decision to wind down the Cboe Digital spot crypto market may adversely impact our ability to develop new products based on digital assets, including the development and distribution of digital asset indices for potential use in exchange traded products and other derivative product opportunities.

The wind down could impact our reputation within the digital asset industry and negatively impact the demand for our Bitcoin and Ether futures contracts.

We expect competition to increase as existing and new competitors introduce new products or enhance existing products and the wind down of the spot crypto market may impact how market participants perceive us.

In addition, we may not be able to successfully transition Cboe Digital Exchange’s cash-settled margin Bitcoin and Ether futures contracts to CFE and integrate the clearing services currently operated by Cboe Clear U.S. into the existing organizational structure.

Cboe Digital’s clearinghouse operations are exposed to risks, including credit, liquidity, market and other risks related to the potential defaults of clearing members and other counterparties.

Cboe Digital is subject to risks related to operating its clearinghouse, Cboe Clear U.S., which is a derivatives clearing organization (“DCO”) registered with the CFTC.

Risks associated with the operation of Cboe Clear U.S. include failing to meet strict business continuity and financial resources requirements and regulatory oversight, risks of default by clearing members and counterparties due to bankruptcy, lack of liquidity, operational failure or other reasons.

The President of BIDS Trading leads BIDS Trading as an independent business within Cboe, reporting into an independent committee of the Board of Directors of Cboe Global Markets.

The Cboe Digital futures exchange (Cboe Digital Exchange) and clearinghouse (Cboe Clear U.S.) are regulated by

the CFTC and subject to comprehensive regulation by the CFTC.

Cboe Clear U.S. has surrendered or is in the process of surrendering its money transmitter licenses in the states where such licenses or equivalent were required to conduct business in connection with the Cboe Digital spot market, which closed on May 31, 2024.

In addition, Cboe Clear U.S. has surrendered its BitLicense from the NYDFS.

The SEC has yet to take any additional action on Regulation Best Execution and Order Competition, but if adopted as-is, these proposals could result in market technology changes and additional compliance costs to Cboe, and have a material impact on our business, financial condition, and operating results.

*A detailed comparison of the Company’s [removed: 2023] [added: 2024] operating results to its [removed: 2022] [added: 2023] operating results can be found in the Management’s Discussion and Analysis of Financial Condition and Results of Operations section in the Company’s [removed: 2023] [added: 2024] Annual Report on Form 10-K filed February [removed: 16, 2024] [added: 21, 2025] at www.sec.gov.*

- Executive Summary – Includes an overview of the Company’s business; a description of notable recent developments, current economic, [removed: competitive] [added: competitive,] and regulatory trends relevant to our business; the Company’s current business strategy; and the Company’s primary sources of operating and non-operating revenues and expenses.

- Results of Operations – Includes an analysis of the Company’s [removed: 2024] [added: 2025] and [removed: 2023] [added: 2024] financial results and a discussion of any known events or trends which are likely to impact future results.

Cboe Global Markets, Inc., the world's leading derivatives and securities exchange network, delivers cutting-edge trading, [removed: clearing] [added: clearing,] and investment solutions to people around the world.

Cboe’s subsidiaries include the largest options exchange and the third largest equities exchange operator in the U.S. In addition, the Company operates Cboe [removed: Europe,] [added: Europe Equities (Cboe Europe and Cboe NL equities exchanges),] one of the largest equities exchanges by value traded in Europe, and owns Cboe Clear Europe, a leading pan-European [removed: equities and derivatives] clearinghouse, BIDS Holdings, which owns a leading block-trading ATS by volume in the U.S., and provides block-trading services with Cboe market operators in [removed: Europe, Canada, Australia,] [added: Europe] and [removed: Japan,] [added: Canada,] Cboe Australia, an operator of [removed: trading venues] [added: a regulated stock exchange] in Australia, Cboe [removed: Japan, an operator of trading venues in Japan, Cboe] Clear U.S., an operator of a regulated clearinghouse, and Cboe [removed: Canada Inc.,] [added: Canada,] a recognized Canadian securities exchange.

[removed: On] [added: Effective] May 31, 2024, the [removed: Company halted trading on the] Cboe Digital spot market [removed: (“Cboe Digital spot market”).][added: closed for all participant and trading purposes.]

[removed: In addition,] [added: As of January 1, 2025,] the Company [removed: plans] [added: prospectively reorganized the Digital operating segment results into the Futures reporting segment as the Company expected] to transition [removed: the] [added: its] cash-settled margin Bitcoin and Ether futures contracts, [removed: currently] [added: formerly] available for trading on [added: the] Cboe Digital [removed: Exchange, LLC's Digital] Exchange [removed: ("Cboe Digital Exchange"),] to [removed: CFE in the first half of 2025, pending regulatory review.][added: CFE, which was completed on June 9, 2025.]

The Company has brought Cboe Clear U.S. [removed: (formerly, Cboe Clear Digital)] under unified leadership with the Global Head of [removed: Clearing,] [added: Clearing] and [removed: expects to continue] [added: continues] to facilitate the clearing of cash-settled margin Bitcoin and Ether futures contracts.

[removed: The] [added: As of January 1, 2025, the] Company operates [removed: six] [added: five] reportable business segments: Options, North American Equities, Europe and Asia Pacific, Futures, [added: and] Global FX, [removed: and Digital,] which is reflective of how the Company's chief operating decision maker ("CODM") reviews and operates the business, as discussed in Note 1 ("Nature of Operations").

[removed: C2 Options, BZX Options, and] EDGX Options are all-electronic options exchanges, and typically operate with different market models and fee structures than Cboe Options.

North American Equities. The North American Equities segment includes U.S. equities and ETP transaction services that occur on fully electronic exchanges owned and operated by BZX, BYX, EDGX, and EDGA, equities transactions that occur on the BIDS Trading platform in the U.S. and [removed: Canada,] [added: the Cboe BIDS Canada platform,] and Canadian equities and other transaction services that occur on or through Cboe [removed: Canada Inc.’s] [added: Canada’s] order books.

The North American Equities segment also includes corporate listing services on Cboe [removed: Canada Inc.,] [added: Canada,] ETP listings on BZX, the Cboe Global Markets, Inc. common stock listing, and applicable market data fees revenues generated from the consolidated tape plans, the licensing of proprietary equities market data, routing services, and access and capacity services.

Europe and Asia Pacific. The Europe and Asia Pacific segment includes the pan-European [removed: listed equities and] derivatives transaction services, ETPs, including exchange traded funds, exchange traded notes, and exchange traded commodities, and international depository receipts that are hosted on MTFs operated by Cboe Europe Equities (Cboe Europe and Cboe NL equities exchanges) and [removed: Cboe Europe Derivatives (“CEDX”).][added: CEDX.]

It also includes the ETP listings business on RMs and clearing activities of Cboe Clear Europe, as well as the equities [removed: transaction] services of Cboe [removed: Australia and Cboe Japan, operators] [added: Australia, an operator] of [added: a] trading [removed: venues in Australia and Japan, respectively, along with equities transactions that occur on the BIDS Trading platform] [added: venue] in [removed: Australia and Japan.][added: Australia.]

Cboe Europe operates lit and dark books, a periodic auctions book, a closing cross book, and two BIDS [removed: orderbooks;] [added: order books;] a Large-in-Scale (“LIS”) trading negotiation facility and [removed: - predominantly for UK and Swiss symbols -] a volume-weighted average price (“VWAP”) trajectory crossing facility.

[added: Cboe NL, based in Amsterdam,] operates similar business functionality to that offered by Cboe Europe (with [added: the] exception of Trajectory Crossing), and provides for trading only in European Economic Area (“EEA”) symbols.

[added: Subsequent to December 31, 2025,] Cboe [removed: Europe Derivatives, a] [added: initiated the wind down of CEDX, its] pan-European derivatives [removed: platform, offers] [added: platform that offered] futures and options based on Cboe Europe equity indices, [added: FLEX options,] and single stock options.

Cboe Clear Europe offers the clearing of equity and equity-like instruments for Cboe-operated and other regulated trading [removed: venues, the clearing of derivative transactions executed on CEDX,] [added: venues] and [removed: has recently introduced a service to clear Securities Financing Transactions.][added: clearing SFTs.]

This segment also includes Cboe Europe, Cboe NL, [removed: CEDX, Cboe Australia] and Cboe [removed: Japan] [added: Australia] revenue generated from the licensing of proprietary market data and from access and capacity services.

The segment [added: also] includes transaction services for U.S. government securities executed on the Cboe Fixed Income fully electronic trading platform.

[removed: Digital. The Digital] [added: As of January 1, 2025, the Futures] segment [added: prospectively] includes [added: all Digital operating activity, which includes Cboe Digital Exchange,] a regulated futures [removed: exchange (Cboe Digital Exchange)] [added: exchange,] and [added: Cboe Clear U.S.,] a regulated [removed: clearinghouse (Cboe Clear U.S.),] [added: clearinghouse,] as well as revenue generated from the licensing of proprietary market data and from access and capacity services.

In broad terms, our business performance is impacted by a number of drivers, including macroeconomic events affecting the risk and return of financial assets, investor sentiment, the regulatory environment for capital markets, geopolitical events, tax policies, central bank [removed: policies] [added: policies,] and changing technology, particularly in the financial services industry.

- significant fluctuations in foreign currency translation rates or weakened value of currencies; [removed: and]

A number of significant structural, political, monetary, and global conflicts continue to confront the global economy, and instability could continue, resulting in an increased or subdued level [removed: of:] [added: of] inflation, market volatility, potential recession, supply chain constraints and costs, trading volumes, uncertainty, expenses, and [removed: increased] costs [removed: and uncertainties related to CAT and the ability] [added: due] to [removed: collect on the promissory notes related] [added: potential new tariffs or changes] to [removed: the funding of CAT, may have an adverse effect on our financial results.][added: existing tariffs.]

Revenue aggregated into cash and spot markets includes associated transaction and clearing fees, the portion of market data fees relating to associated U.S. tape plan market data fees, associated regulatory fees, and associated other revenue from the Company’s North American Equities, Europe and Asia Pacific, [removed: Global FX,] and [removed: Digital] [added: Global FX] segments.

Revenue aggregated into Data Vantage includes access and capacity fees, proprietary market data fees, and associated other revenue across the Company’s [removed: six] [added: five] segments.

Revenue aggregated into derivatives markets includes associated transaction and clearing fees, the portion of market data fees relating to associated U.S. tape plan market data fees, associated regulatory fees, and associated other fees from the Company’s Options, Futures, [added: and] Europe and Asia [removed: Pacific, and Digital] [added: Pacific] segments.

Liquidity payments are primarily correlated to the [removed: volume of securities traded] [added: trading volumes] on our markets.

As stated above, we record the liquidity rebates paid to market participants providing liquidity, in the case of Cboe Options, C2, BZX, EDGX, Cboe Europe Equities and Derivatives, [removed: CFE, and] Cboe [removed: Digital,] [added: Clear U.S., Cboe Digital Exchange, and CFE,] as cost of revenue.

BYX offers an inverted pricing model where we rebate liquidity takers for executing against an order resting on our book, which is also recorded as a cost of [removed: revenues.][added: revenue.]

Also included within routing and clearing are the Order Management System ("OMS") and Execution Management System (“EMS”) fees incurred for U.S. Equities Off-Exchange order execution, as well as settlement costs incurred for the settlement [removed: process] [added: processes] executed by Cboe Clear Europe and Cboe Clear U.S.

Exchanges under the authority of the SEC (Cboe Options, C2, BZX, BYX, EDGX, and EDGA as well as CFE to the extent that CFE offers trading in security futures products) are assessed fees [added: under Section 31] pursuant to the Exchange Act designed to recover the costs to the U.S. government of supervision and regulation of securities markets and securities professionals.

Cboe Trading, Cboe Europe, Cboe NL, BIDS, Cboe FX, Cboe Australia, Cboe [removed: Japan,] [added: Clear U.S.,] Cboe [removed: Digital,] [added: Canada,] and [added: (formerly)] Cboe [removed: Canada Inc.] [added: Japan] are not U.S. national securities exchanges, [removed: and accordingly] [added: and, accordingly,] are not charged Section 31 fees.

Royalty fees primarily consist of license fees paid by us for the use of underlying indices in our proprietary [removed: products] [added: products,] usually based on contracts traded.

The Company has licenses with the owners of the S&P 500 Index, S&P 100 Index and certain other S&P indices, FTSE Russell indices, the DJIA, [removed: MSCI,] and certain other index products.

This category also includes fees related to the dissemination of market data related to S&P indices and other products through [removed: Cboe Global Indices Feed (“CGIF”).][added: CGIF.]

Other cost of revenues primarily consists of interest expense from clearing operations, electronic access permit [removed: fees] [added: fees,] and other miscellaneous costs associated with other revenue.

Technology support services [removed: consists] [added: consist] primarily of costs related to the maintenance of computer equipment supporting our system architecture, circuits supporting our wide area network, support for production software, operating system license and support fees, fees paid to information vendors for displaying data and off-site system hosting fees.

Travel and promotional expenses primarily consist of advertising, costs for [added: marketing related] special events, sponsorship of industry conferences, options education seminars, and travel-related expenses.

Impairment of [removed: goodwill] [added: assets] consists of charges to impair [removed: goodwill of our reporting units] [added: indefinite or long-lived assets] if the carrying value exceeds the [removed: implied] fair value.

In 2025, following a comprehensive strategic review of its global business operations, Cboe initiated the wind down of its Japanese equities business, including the cessation of operations of its Cboe Japan proprietary trading system and Cboe BIDS Japan block trading platform, initiated a sales process for its Cboe Australia and Cboe Canada businesses, discontinued its U.S. and European Corporate Listings efforts, and reduced costs associated with its U.S. and European ETP Listings businesses, Cboe Europe Derivatives ("CEDX"), and several of Cboe’s smaller Risk and Market Analytics businesses.

Subsequent to the year ended December 31, 2025, after further review of its global business operations, Cboe initiated the wind down of CEDX.

Executive Transitions

On May 1, 2025, the Company announced that its Board of Directors appointed longtime global financial markets executive, Craig S.

Donohue, as the Company's new Chief Executive Officer and a member of the Board, effective May 7, 2025.

Mr. Donohue succeeded Fredric J.

Tomczyk who, as previously announced, has stepped down as Chief Executive Officer and will remain on the Board.

On May 28, 2025, the Company announced that Dave Howson, Executive Vice President and Global President, resigned from the Company, with his employment terminating at the end of the day on August 1, 2025.

In connection with Mr. Howson's resignation, the Board appointed Mr. Donohue, Chief Executive Officer of the Company, as President of the Company, effective following August 1, 2025.

On August 18, 2025, the Company announced the appointment of Prashant A.

Bhatia as Executive Vice President, Head of Enterprise Strategy & Corporate Development, effective September 2, 2025.

Mr. Bhatia has advised the Company since December 2023 and previously led enterprise strategy and corporate development at TD Ameritrade for 11 years.

On September 30, 2025, the Company announced the appointment of two industry veterans to lead its Derivatives and Data Vantage businesses.

Effective October 1, 2025, Robert A.

Hocking rejoined as Executive Vice President, Global Head of Derivatives, and Brian McElligott joined as Senior Vice President, Global Head of Cboe Data Vantage.

Mr. Hocking succeeded Cathy Clay who departed the Company in October 2025.

Subsequent to December 31, 2025, on January 26, 2026, the Company announced the planned appointments of Scott Johnston as Executive Vice President, Chief Operating Officer, and Heidi Fischer as Executive Vice President, Global Head of Equities and Spot Markets.

Mr. Johnston will take over chief operating duties from Chris Isaacson, Executive Vice President and Chief Operating Officer, who is retiring from his role effective March 6, 2026.

Ms. Fischer will assume oversight of Cboe’s global cash equities and spot markets, which Mr. Isaacson also oversaw.

Mr. Isaacson will continue to serve as an advisor to Cboe through the end of 2026.

The Company previously operated as six reportable business segments as of December 31, 2024.

The Company's reportable business segments represent strategic business units that offer different products and services across different geographic areas.

The Company's CODM is the chief executive officer.

The CODM function is supported by business segment management and executive leadership personnel who lead the day-to-day operations of each reportable business segment.

The CODM uses segment operating income (loss) to allocate resources, including but not limited to employees, financial, and capital resources.

The Company's CODM primarily reviews operating expenses at the consolidated level for purposes of evaluating actual results versus budgets.

The Company retained and presented Digital as a reportable segment through December 31, 2024.

Cboe Digital Exchange no longer lists or trades any products.

Comparative-period results have been presented for historical purposes but have not been recast as the historical results of the Digital segment were not material, nor do they materially impact the financial results, trends, or forecasts of the Futures segment.

As a result, for the year ended December 31, 2025, operating results included within the Digital operating segment are presented within the Futures reporting segment.

C2 Options, BZX Options, and

Prior to the wind down, CEDX contributed derivatives transaction services and market data revenues to this segment.

Prior to the CEDX wind down, Cboe Clear Europe also provided clearing services for derivative transactions executed on CEDX.

On June 9, 2025, Cboe successfully completed the migration of cash-settled Bitcoin and Ether futures contracts from Cboe Digital Exchange to CFE.

There are no products currently listed for trading on the Cboe Digital Exchange.

Comparative-period results for the Digital segment have been presented for historical purposes but have not been recast as the historical results of the Digital segment were not material, nor do they materially impact the financial results, trends, or forecasts of the Futures segment.

As a result, for the year ended December 31, 2025, operating results included within the Digital operating segment are presented within the Futures reporting segment.

See Note 16 (“Segment Reporting”) for more information.

- the potential introduction of new or competing financial products or services by competitors in the industry, including those enabled by new technologies;

- implementation of the SEC's reduced equity access fee cap and other potential market structure changes may lead to decreased exchange trading, and reduced transaction fee revenue;

The Cboe Digital spot market is closed for all participant and trading purposes.

[Table](#i2fbe324f89c5407385ae8e7fa6d49100_7) [o](#i2fbe324f89c5407385ae8e7fa6d49100_7)[f Contents](#i2fbe324f89c5407385ae8e7fa6d49100_7)

Recent Developments

*Pyth Tokens Unlocking*

In October 2022, the Company, through its wholly-owned subsidiary, Cboe Netherlands Services Company B.V., entered into a Data Provider Agreement with Pyth Data Association (“Pyth”) to create a data feed and begin publishing limited derived equities market data for certain symbols from one of its four U.S. equities exchanges on the Pyth Network, a decentralized financial market data distribution platform for aggregated data.

In exchange, Pyth granted Cboe Netherlands Services Company B.V. 16,666,666 restricted PYTH tokens which unlock annually over a four-year period in equal tranches; the first 25% tranche of PYTH tokens unlocked in May 2024.

The PYTH tokens, which are included within intangible assets, net in the consolidated balance sheets, are carried at their historical value of $0.06 per token and are reviewed each reporting period for potential impairment.

In May 2024, the Company recorded $1.0 million in market data fees revenue on the consolidated statements of income, which represents the historical value of the grant of 16,666,666 restricted PYTH tokens earned for satisfying the performance obligations outlined in the Data Provider Agreement.

The Company has earned additional PYTH tokens by continuing to provide data to the Pyth Network through various Pyth Reward Programs.

Through December 31, 2024, the Company earned an additional 725,000 PYTH tokens via the Pyth Reward Programs.

The Company recorded additional intangible assets and revenue based on the token fair value when earned.

*Securities Financing Transactions*

On November 25, 2024, Cboe Clear Europe announced that it received regulatory approval to clear European SFT.

The service supports key regulatory initiatives such as the European Market Infrastructure Regulation, Central Securities Depository Regulation, and the Securities Financing Transactions Regulation, thereby promoting transparency, market integrity, and competition in European capital markets.

As of December 31, 2024, no SFT trades had occurred on the Cboe Clear Europe platform.

The primary measure of segment performance used by the CODM in assessing segment-level performance and the allocation of resources is operating income (loss).

Cboe NL, based in Amsterdam,

On April 25, 2024, the Company announced plans to transition the cash-settled margin Bitcoin and Ether futures contracts, currently available for trading on the Cboe Digital Exchange, to CFE in the first half of 2025, pending regulatory review.

Prior to May 31, 2024, the Digital segment also included a U.S.-based spot digital asset trading market (“Cboe Digital spot market”).

As of May 31, 2024, the Cboe Digital spot market is closed for all participant and trading purposes.

In addition, the Company plans to transition the cash-settled margin Bitcoin and Ether futures contracts, currently available for trading on the Cboe Digital Exchange, to CFE in the first half of 2025, pending regulatory review.

The Company expects that Digital will cease to be a distinct reportable business segment in the first quarter of 2025.

Effective November 1, 2024, EDGA transitioned from an inverted fee model to a maker-taker fee model.

Section 31 Fees

Impairment of Goodwill

Impairment of intangible assets consists of charges to impair intangible assets if the carrying value exceeds the fair value.

held minority investments, income earned related to the Company’s minority investments, equity earnings or losses from our investments in other business ventures, impairment of the Company’s investments, investment establishment costs associated with new business ventures, and gains and losses relating to the dissolution of the Cboe Digital syndication.

We believe our presentation of these measures provides investors with greater transparency into financial measures used by management and is useful to investors for period-to-period comparisons of our ongoing operating performance.

| EBITDA (1) | | | $ | 1,237.1 | | | | | $ | 1,252.1 | | | | | $ | (15.0) | | | | | (1) | | % |

________________________________________________________

* Not meaningful

Adjusted EBITDA is defined as EBITDA before acquisition-related costs, change in contingent consideration, loss on minority investments, gain on sale of property held for sale, contra-revenue associated with the Cboe Digital syndication wind down, gain on Cboe Digital non-recourse notes and warrants wind down, impairment of intangible assets, costs related to the Cboe Digital wind down, and income from minority investment.

EBITDA and adjusted EBITDA do not represent, and should not be considered as, alternatives to net income as determined in accordance with GAAP.

Other companies may calculate EBITDA and adjusted EBITDA differently than we do.

(4)Adjusted earnings is defined as net income adjusted for acquisition-related costs, amortization of acquired intangible assets, gain on Cboe Digital non-recourse notes and warrants wind down, contra-revenue associated with the Cboe Digital syndication wind down, change in contingent consideration, impairment of intangible assets, income from minority investment, loss on minority investments, costs related to the Cboe Digital wind down, gain on sale of property held for sale, certain tax reserve changes, and net income or loss allocated to participating securities, net of the income tax effects of these adjustments.

Adjusted earnings does not represent, and should not be considered as, an alternative to net income or loss, as determined in accordance with GAAP.

Other companies may calculate adjusted earnings differently than we do.

Adjusted earnings has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP.

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Loss on investments | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 31.4 | | | | | | 31.4 | | |

For the year ended December 31, [removed: 2024,] [added: 2025,] our exposure to foreign-denominated revenues less cost of revenues and expenses is presented by primary foreign currency in the following table (in millions, except percentages):

| | | | Year Ended December 31, [removed: 2024] [added: 2025] | | | | | | | | | | | | | | |

| Revenues less cost of revenues | | | [removed: 5.7] [added: 6.6] | | % | | | | [removed: 2.9] [added: 3.1] | | % | | | | 1.4 | | % |

| Operating expenses | | | [removed: 7.1] [added: 8.4] | | % | | | | [removed: 8.4] [added: 9.6] | | % | | | | [removed: 3.8] [added: 4.8] | | % |

The assets and liabilities of our Asia Pacific businesses are denominated in Australian dollars, Japanese [removed: Yen,] [added: yen,] Singapore dollars, [added: Philippine pesos, or] Hong Kong [removed: dollars, or Philippine Pesos.][added: dollars.]

Our primary exposure to this equity risk as of December 31, [removed: 2024] [added: 2025] is presented by foreign currency in the following table (in millions):

| Impact on consolidated equity of a 10% adverse currency fluctuation | | | [removed: 19.8] [added: 22.2] | | | | | | [removed: 63.6] [added: 59.6] | | | | | | [removed: 52.2] [added: 21.5] | | |

(1)Converted to U.S. dollars using the foreign exchange rate of Euros per U.S. dollar, British pounds per U.S. dollar, and Canadian dollars per U.S. dollar, respectively, as of December 31, [removed: 2024.][added: 2025.]

The Company maintains cash [added: and cash equivalents and financial investments] at various regulated financial institutions and brokerage firms which, at times, may be in excess of the depository insurance limits.

With respect to listed equities, we deliver matched trades of our customers to the NSCC without taking on [removed: counterparty risk for those trades.]

Similarly, with respect to U.S. listed equity options and futures, we deliver [removed: matched] [added: touched] trades of our customers to the OCC, which acts as a central counterparty on all transactions occurring on Cboe Options, C2, BZX, [removed: EDGX] and [added: EDGX, and on transactions in] CFE [added: futures products cleared by OCC] and, as such, guarantees clearance and settlement of [removed: all of our] [added: those] matched options and futures trades.

With respect to U.S. government securities transactions, we [added: use ABN and/or Mirae to] deliver matched trades to FICC GSD without taking on counterparty risk for those trades.

With respect to Canadian equities, we deliver matched trades of our customers to The Canadian Depository for Securities, which acts as a central counterparty on all transactions occurring on [removed: MATCHNow] [added: Cboe Canada] and, as such, guarantees clearance and settlement of all of our matched Canadian equities trades.

BOA guarantees the trade until the trade has been submitted to and validated by the NSCC, after which time NSCC [added: provides a guarantee until the trade settles.]

Thus, BIDS Trading is potentially exposed to credit risk [removed: to] [added: from] the counterparty to an equity trade routed to another market center until the trade [removed: as] [added: has] been processed and validated by the NSCC on the trade date.

With respect to Japanese equities, we [removed: deliver] [added: formerly delivered] matched trades of our customers to the Japanese Securities Clearing Corporation, which [removed: acts] [added: acted] as a central counterparty on all transactions [added: formerly] occurring on Cboe Japan and, as such, [removed: guarantees] [added: guaranteed] clearance and settlement on all of our matched trades in Japan.

With respect to orders Cboe Trading routes to other markets for execution on behalf of our [removed: customers,] [added: Exchanges,] Cboe Trading is exposed to some counterparty credit risk in the case of failure to perform on the part of our [added: routing and] clearing [removed: firms,] [added: firms that are involved in processing equities and options transactions on our behalf: Wedbush,] Morgan [removed: Stanley or Wedbush.][added: Stanley, Goldman Sachs, Wolverine, and BOA, as well as failure on the part of such brokers to pass back any transactional rebates.]

Thus, Cboe Trading is potentially exposed to credit risk [removed: to] [added: from] the counterparty to a trade routed to another market center until the trade has been processed and validated by the NSCC in the event that Morgan Stanley or Wedbush [removed: fails.][added: fails to perform.]

We believe that any potential requirement for us to make payments under these guarantees is remote [removed: and] [added: and,] accordingly, have not recorded any liability in the consolidated financial statements for these guarantees.

Cboe Clear Europe holds material amounts of clearing [removed: participant] [added: member] collateral, both cash and non-cash deposits, which are held or invested primarily to provide security of capital while minimizing credit risk as well as liquidity and market risks.

- *Credit Risk* [removed: -] [added: –] The credit risk is predominantly in the event a clearing [removed: participant] [added: member] fails to meet a financial or contractual obligation and [removed: related] [added: relates] to custodians and settlement banks.

Cboe Clear Europe attempts to mitigate this risk through minimum participant requirements for [added: existing] clearing [removed: participants] [added: members] and [added: SFT's special clearing members and] monitoring their financial health.

To cover potential loss to Cboe Clear Europe in the event of a clearing [removed: participant] [added: member] default, collateral is required from clearing [removed: participants.][added: members.]

Besides potential defaults of clearing [removed: participants,] [added: members,] the main credit risk faced by the clearinghouse is exposure to clearing [removed: participants] [added: members] when a trade fails to settle.

[removed: Cboe Clear U.S. sets minimum] financial requirements on [removed: custodian institutions] [added: settlement banks] and any clearing member that may expose the clearinghouse to credit risk.

The financial strength of [removed: custodians] [added: settlement banks] and such clearing members [removed: are] [added: is] monitored routinely.

Furthermore, Cboe Clear U.S. requires clearing members to post [removed: collateral (full] [added: full] or [removed: margined,] [added: margined collateral,] depending on the product eligible for [removed: clearing) or other forms of financial guarantee] [added: clearing,] and their trading activities are subject to pre-trade checks [removed: enforced by Cboe Digital Exchange and administered by Cboe Clear U.S. On June 5, 2023, the CFTC approved an amended order of registration for Cboe Clear U.S. (formerly, Cboe Clear Digital) to clear digital asset futures] on [removed: a margined basis for futures commission merchants.][added: CFE.]

As of December 31, [removed: 2024,] [added: 2025,] Cboe [removed: Digital] [added: Clear U.S.] does not expect a material loss concerning credit risk on any [added: clearing] member [removed: participant, custodian,] or settlement bank.

- *Liquidity Risk* [removed: -] [added: –] Liquidity risk is the risk Cboe Clear Europe may not be able to meet its payment obligations in the right currency, in the right place and at the right time.

To help mitigate this risk, Cboe Clear Europe monitors its liquidity requirements closely and maintains funds and assets in a manner which [removed: attempt] [added: attempts] to minimize the risk of loss or delay in the access by the clearinghouse to such funds and assets.

[added: Liquidity is] mainly required for securities settlement.

The payment and settlement obligations generally stem from the function of Cboe Clear Europe as a cash equity clearinghouse: shares are bought and sold by clearing [removed: participants] [added: members] on a trading platform or OTC, and netted to settle two days later.

During the settlement the actual payment for and delivery of the shares take [removed: place,] [added: place;] this process requires intraday liquidity.

Cboe Clear U.S. monitors its liquidity requirements closely and maintains funds and assets in a manner which [removed: attempt] [added: attempts] to minimize the risk of loss or delay in the access by the clearinghouse to such funds and assets.

For example, only allowing highly liquid USD denominated assets to be posted as [removed: collateral.][added: collateral, or other highly liquid USD denominated assets as the clearinghouse may approve.]

Cboe Clear Europe entered into a [removed: €1.20] [added: €1.2] billion committed syndicated multicurrency revolving and swingline credit facility that is available to be drawn by Cboe Clear Europe towards (a) financing unsettled amounts in connection with the settlement of transactions in securities and other items processed through Cboe Clear Europe’s clearing system and (b) financing any other liability or liquidity requirement of Cboe Clear Europe incurred in the operation of its clearing system, however we can give no assurance that this facility will be sufficient to meet all such obligations or sufficiently mitigate Cboe Clear Europe’s liquidity risk to meet its payment obligations when due.

- *Market Risk* [removed: -] [added: –] Cboe Clear Europe is also exposed to market risk in the event that a clearing [removed: participant] [added: member] defaults and the market prices of the securities in its open positions have moved adversely so the clearinghouse can only close out the participant’s obligations at a loss.

To help mitigate market risk, Cboe Clear Europe collects collateral on an end of day and intraday basis from clearing [removed: participants] [added: members] to cover for the probable loss during normal market conditions, together with contributions to the clearing fund to cover losses if a default occurred during extreme but plausible market conditions.

Cboe Clear U.S. is also exposed to market risk in the event that a clearing [removed: participant] [added: member] defaults and the market prices of its open positions have moved adversely so the clearinghouse can only close out the [removed: participant’s] [added: member's] obligations at a loss or the clearing [removed: participant] [added: member] has already realized trading losses in excess of the collateral at the time of default or the combination of the two.

Cboe Clear U.S. collects collateral on an end of day and intraday basis from clearing [removed: participants] [added: members] that are clearing margin eligible futures contracts.

| Revenues less cost of revenues | | | $ | 16.0 | | | | | $ | 7.6 | | | | | $ | 3.3 | |

| Operating expenses | | | 8.1 | | | | | | 9.3 | | | | | | 4.6 | | |

____________________________________________________________________

| Net equity investment, by foreign currency | | | $ | 222.5 | | | | | $ | 596.3 | | | | | $ | 214.7 | |

____________________________________________________________________

counterparty risk for those trades.

Additionally, for CFE futures products cleared by Cboe Clear U.S., we deliver matched trades of our customers to Cboe Clear U.S., which acts as a central counterparty to these transactions.

Cboe Clear U.S. holds amounts of clearing member collateral in the form of cash.

Cboe Clear U.S. sets minimum

As of December 31, 2025, Cboe Clear U.S. only clears margined products.

[Table](#i2fbe324f89c5407385ae8e7fa6d49100_7) [o](#i2fbe324f89c5407385ae8e7fa6d49100_7)[f Contents](#i2fbe324f89c5407385ae8e7fa6d49100_7)

| Revenues less cost of revenues | | | $ | 11.9 | | | | | $ | 6.1 | | | | | $ | 3.0 | |

| Operating expenses | | | 6.9 | | | | | | 8.2 | | | | | | 3.7 | | |

________________________________________________________

| Net equity investment in Cboe Europe equities and derivatives, Cboe Clear Europe, and Cboe Canada Inc. | | | $ | 198.3 | | | | | $ | 636.4 | | | | | $ | 521.8 | |

provides a guarantee until the trade settles.

Cboe Digital holds amounts of clearing participant collateral including cash and digital assets, which are held primarily to provide security of capital while minimizing credit risk as well as custody, valuation and market risks.

The new products launched January 11, 2024.

Liquidity is

- *Custody Risk* – Cboe Digital has no reason to believe it will incur any expense associated with potential liability in connection with storage of digital assets because it liquidated all digital assets held on behalf of customers as of September 30, 2024 and no longer holds customer digital clearing assets through accounts with third-party custodians or through self-custody.

- *Valuation Risk* - Cboe Digital was previously exposed to risk with respect to digital asset prices and valuations which were largely based on the supply and demand for those digital assets in financial markets; however, the Company is no longer exposed to material digital asset valuation risk due to the liquidation of digital assets held by Cboe Digital as of September 30, 2024.

Effective August 14, 2023, Cboe Clear Europe enacted changes in its rules, and is able to invest the cash collateral received in the form of interoperability fund deposits from clearing participants in certain investments, typically securities issued by pre-approved sovereign issuers and reverse repurchase agreements with overnight maturities.

When investments are made in accordance with the policy, Cboe Clear Europe receives the amount of investment earnings and pays the clearing participants those earnings minus a set basis point cost of collateral.

Cboe Clear Europe is able to direct the investment of the cash interoperability fund deposits received from the clearing participants within the program parameters and receive an economic benefit from those investments.

See Note 14 ("Clearing Operations") for more information.

*The following description of the business should be read in conjunction with the information included elsewhere in this Annual Report on Form 10-K for the year ended December 31, [removed: 2024.][added: 2025.]

Cboe Global Markets, Inc., the world's leading derivatives and securities exchange network, delivers cutting-edge trading, [removed: clearing] [added: clearing,] and investment solutions to people around the world.

Cboe’s subsidiaries include the largest options exchange and the third largest equities exchange operator in the U.S. In addition, the Company operates Cboe [removed: Europe,] [added: Europe Equities (Cboe Europe and Cboe NL equities exchanges),] one of the largest equities exchanges by value traded in Europe, and owns Cboe Clear Europe, a leading pan-European equities and derivatives clearinghouse, BIDS Holdings, which owns a leading block-trading ATS by volume in the U.S., and provides block-trading services with Cboe market operators in [removed: Europe, Canada, Australia,] [added: Europe] and [removed: Japan,] [added: Canada,] Cboe Australia, an operator of [removed: trading venues] [added: a regulated stock exchange] in Australia, Cboe [removed: Japan, an operator of trading venues in Japan, Cboe] Clear U.S., an operator of a regulated clearinghouse, and Cboe [removed: Canada Inc.,] [added: Canada,] a recognized Canadian securities exchange.

Cboe reports on the following [removed: six] [added: five] business segments:

- North American Equities. The North American Equities segment includes U.S. equities and ETP transaction services that occur on fully electronic exchanges owned and operated by BZX, BYX, EDGX, and EDGA, equities transactions that occur on the BIDS Trading platform in the U.S. and [removed: Canada,] [added: the Cboe BIDS Canada platform,] and Canadian equities and other transaction services that occur on or through Cboe [removed: Canada Inc.’s] [added: Canada’s] order books.

The North American Equities segment also includes corporate listing services on Cboe [removed: Canada Inc.,] [added: Canada,] ETP listings on BZX, the Cboe Global Markets, Inc. common stock listing, and applicable market data fees revenues generated from the consolidated tape plans, the licensing of proprietary equities market data, routing services, and access and capacity services.

- Europe and Asia Pacific. The Europe and Asia Pacific segment includes the pan-European [removed: listed equities and] derivatives transaction services, ETPs, including exchange traded funds, exchange traded notes, and exchange traded commodities, and international depository receipts that are hosted on MTFs operated by Cboe Europe Equities (Cboe Europe and Cboe NL equities exchanges) and [removed: Cboe Europe Derivatives (“CEDX”).][added: CEDX.]

It also includes the ETP listings business on RMs and clearing activities of Cboe Clear Europe, as well as the equities [removed: transaction] services of Cboe [removed: Australia and Cboe Japan, operators] [added: Australia, an operator] of [added: a] trading [removed: venues in Australia and Japan, respectively, along with equities transactions that occur on the BIDS Trading platform] [added: venue] in [removed: Australia and Japan.][added: Australia.]

[removed: Cboe Europe operates lit and dark books, a periodic auctions book, a closing cross book, and] two BIDS [removed: orderbooks;] [added: order books;] a Large-in-Scale (“LIS”) trading negotiation facility and [removed: - predominantly for UK and Swiss symbols -] a volume-weighted average price (“VWAP”) trajectory crossing facility.

Cboe NL, based in Amsterdam, operates similar business functionality to that offered by Cboe Europe (with [added: the] exception of Trajectory Crossing), and provides for trading only in European Economic Area (“EEA”) symbols.

[added: Subsequent to December 31, 2025,] Cboe [removed: Europe Derivatives, a] [added: initiated the wind down of CEDX, its] pan-European derivatives [removed: platform, offers] [added: platform that offered] futures and options based on Cboe Europe equity indices, [added: FLEX options,] and single stock options.

Cboe Clear Europe offers the clearing of equity and equity-like instruments for Cboe-operated and other regulated trading [removed: venues, the clearing of derivative transactions executed on CEDX,] [added: venues] and [removed: has recently introduced a service to clear Securities Financing Transactions.][added: clearing SFTs.]

This segment also includes Cboe Europe, Cboe NL, [removed: CEDX, Cboe Australia] and Cboe [removed: Japan] [added: Australia] revenue generated from the licensing of proprietary market data and from access and capacity services.

The segment [added: also] includes transaction services for U.S. government securities executed on the Cboe Fixed Income fully electronic trading platform.

[removed: - Digital. The Digital] [added: As of January 1, 2025, the Futures] segment [added: prospectively] includes [added: all Digital operating activity, which includes Cboe Digital Exchange,] a regulated futures [removed: exchange (Cboe Digital Exchange)] [added: exchange,] and [added: Cboe Clear U.S.,] a regulated [removed: clearinghouse (Cboe Clear U.S.),] [added: clearinghouse,] as well as revenue generated from the licensing of proprietary market data and from access and capacity services.

Cboe also presents three financial statement revenue captions [added: within the consolidated statements of income] that reflect the Company’s diversified products, expansive geographical reach, and overall business strategy.

Below is a summary of Cboe’s financial statement revenue [removed: caption businesses:][added: captions:]

- [removed: Cash] [added: Cash] and spot markets. This includes associated transaction and clearing fees on our equities and FX markets and clearing business, the portion of market data fees relating to associated U.S. tape plan market data fees, associated regulatory fees, and associated other revenue from Cboe’s North American Equities, Europe and Asia Pacific, [removed: Global FX,] and [removed: Digital] [added: Global FX] segments.

- Cboe Data [removed: Vantage (f/k/a Data and Access Solutions, subsequently referred to as Data Vantage).] [added: Vantage.] The Cboe Data Vantage business includes access and capacity fees to our markets, proprietary market data fees from various licensing agreements and proprietary indices, and associated other revenue across Cboe’s [removed: six] [added: five] segments.

- Derivatives markets. This includes associated transaction and clearing fees, the portion of market data fees relating to associated U.S. tape plan market data fees, associated regulatory fees, and associated other revenue from Cboe’s Options, Futures, [added: and] Europe and Asia [removed: Pacific, and Digital] [added: Pacific] segments.

See “Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations”,] [added: Operations,"] Note 4 ("Revenue Recognition"), and Note 16 ("Segment Reporting") in the notes to our consolidated financial statements for discussion of revenues and certain operational and financial metrics, and operating income (or loss) by business segment.

Cboe delivers cutting-edge trading, [removed: clearing] [added: clearing,] and investment solutions across the globe through a comprehensive ecosystem that helps drive innovation and growth.

The following is a brief summary of our key [removed: 2024] [added: 2025] business highlights:

We are one of the largest U.S. derivatives market operators, operating four options markets, Cboe Options, BZX Options, EDGX Options and C2 Options, [removed: operating] [added: and] a futures market, [removed: CFE, as well as operating a pan-European derivatives market, Cboe Europe Derivatives (“CEDX”).][added: CFE.]

For multi-listed products, depending on the product, we utilize public customer priority, market turner, participation [removed: rights] [added: rights,] and pro-rata allocation market models, as well as the “classic” pricing model (known as payment for order flow).

Our other three options markets, BZX, EDGX and C2, are fully electronic and utilize a mix of price-time, customer priority, participation rights, pro-rata allocation, [removed: maker-taker] [added: maker-taker,] and classic pricing market models.

These volatility-based proprietary products are built through Cboe Labs, a dedicated team centered on the creation, development, and implementation of new ideas and our strategic relationships and license agreements with index providers, [removed: which are both described below in further detail.][added: including S&P Dow Jones Indices (“S&P”) and the Frank Russell Company and FTSE International Limited (together “FTSE Russell”).]

Because of the S&P 500 Index’s status as a bellwether, SPX options are used in many different trading strategies by customers with different goals, including pension funds hedging their equity exposure by buying put options, asset managers seeking enhanced returns by selling covered call [removed: options] [added: options,] and hedge funds using risk-managed strategies to capture so-called “risk premia” embedded in option prices.

We also offer zero days to expiry (0-DTE) products, Long Term Equity AnticiPation Securities (LEAPs), Mini- and [removed: Nano-SPX] [added: NANO-SPX] options, FLEX- and FLEX micro-SPX options, and SPX Weeklys options, which have settlements on Mondays, Tuesdays, Wednesdays, Thursdays, [removed: Fridays] [added: Fridays,] and on the last trading day of each month and [added: nearly] 24x5 trading in SPX options.

The VIX [removed: Index (as defined below),] [added: Index,] although not directly tradable, is based on the mid-point of real-time quotes of SPX options and is designed to reflect investors’ consensus view of future 30-day expected stock market volatility.

The SOQ calculation uses opening trade prices of selected [removed: options;] [added: options] unless there is no opening price, in which case the opening price used in the SOQ calculation is the midpoint of the highest bid and lowest offer at the time of the opening.

To help investors better manage market volatility, we also offer the [removed: 1-Day Volatility Index (VIX1D),] [added: VIX1D,] the U.S. Treasury Market Volatility Index (VIXTLT), VIX Weeklys options and futures, mini VIX futures, nearly 24x5 trading in VIX options and futures, Cboe S&P 500 Variance Futures, and Options on VIX futures.

These proprietary indices are built through our in-house Cboe Labs research and development and Cboe Data Vantage business teams, often in connection with our strategic relationships and license agreements with index [removed: providers, which are both described below in further detail.][added: providers.]

- volatility indices based on broad-based market indices, such as the S&P 500 and the Russell [removed: 2000,][added: 2000;]

- volatility indices based on [removed: ETFs,][added: ETFs;]

- indices based on Bitcoin [removed: ETFs, and][added: ETFs;]

- options strategy benchmark indices, such as the Cboe BuyWrite, PutWrite, and Collar indices based on the S&P 500 and Russell [removed: 2000, BuyWrite and PutWrite indices based on MSCI EAFE and MSCI Emerging Markets indices,] [added: 2000] and BuyWrite indices based on other broad-based market indices.

In addition to any transaction fee revenue generated from trading of products based on these indices on Cboe exchanges, we distribute these indices through the Cboe Global [removed: Index] [added: Indices] Feed [removed: index] [added: (“CGIF”)] data subscription service [added: and a third-party cloud-native data platform] and, together with index providers with whom we have strategic relationships, we license proprietary indices for third parties to use to create third-party indices and products.

Our license [removed: from] [added: with] S&P [removed: is] [added: extends] through December 31, 2033, with [removed: an] exclusive [removed: license] [added: rights] to trade [removed: options on the] S&P 500 Index [added: options] through December 31, 2032.

We use the market data from the trading of options on the S&P 500 [removed: Index and] [added: Index,] S&P 100 [added: Index, the Russell 2000] Index [added: and other indices] for the creation of [added: proprietary] Cboe volatility indices, [removed: such as the Cboe Volatility Index (“VIX Index”), and to create tradable products on those volatility indices.][added: variance]

In 2025, following a comprehensive strategic review of its global business operations, Cboe initiated the wind down of its Japanese equities business, including the cessation of operations of its Cboe Japan proprietary trading system and Cboe BIDS Japan block trading platform, initiated a sales process for its Cboe Australia and Cboe Canada businesses, discontinued its U.S. and European Corporate Listings efforts, and reduced costs associated with its U.S. and European ETP Listings businesses, Cboe Europe Derivatives ("CEDX"), and several of Cboe’s smaller Risk and Market Analytics businesses.

Subsequent to December 31, 2025, after further review of its global business operations, Cboe initiated the wind down of CEDX.

Cboe Europe operates lit and dark books, a periodic auctions book, a closing cross book, and

Prior to the wind down, CEDX contributed derivatives transaction services and market data revenues to this segment.

Prior to the CEDX wind down, Cboe Clear Europe also provided clearing services for derivative transactions executed on CEDX.

On June 9, 2025, Cboe successfully completed the migration of cash-settled Bitcoin and Ether futures contracts from Cboe Digital Exchange to CFE.

There are no products currently listed for trading on the Cboe Digital Exchange.

Comparative-period results for the Digital segment have been presented for historical purposes but have not been recast as the historical results of the Digital segment were not material, nor do they materially impact the financial results, trends, or forecasts of the Futures segment.

As a result, for the year ended December 31, 2025, operating results included within the Digital operating segment are presented within the Futures reporting segment.

Our strategic direction is focused on leveraging our core areas of strength and the strong secular growth trends supporting them.

This approach aims to unlock growth and earnings potential while reinforcing our competitive position through:

- Rationalizing our business portfolio to optimize return on invested capital and potential growth trajectory;

- Optimizing our core businesses of Index Options, Multi-Listed Options, Futures, U.S. Equities, European Equities, and Global FX, while expanding Data Vantage offerings that draw upon these businesses;

- Capitalizing on emerging industry trends that align with our core strengths and potentially unlock new opportunities to create value for our clients; and

- Maintaining a disciplined and financially rigorous approach to capital allocation.

- Conducted a comprehensive review of our global business operations, resulting in a strategic realignment of our business portfolio and an enhanced focus on core strengths and emerging growth opportunities.

- Expanded our derivatives product suite, including the launch of cash-settled futures and options on a new index tracking 10 U.S.-listed large-cap stocks of technology and growth-oriented companies (the “Cboe Magnificent 10 Index”), continuous Bitcoin and Ether futures, Cboe FTSE Bitcoin Index Futures, and options on the S&P 500 Equal Weight Index.

- Expanded retail access with the launch of a Pan-European Best Bid and Offer trading solution.

- Expanded dedicated cores technology offering internationally, enhancing order processing performance and reliability for participants across our global markets.

- Advanced cloud-based data access with the launch of index datasets.

- Completed key migrations, including the transition of Cboe Digital Exchange futures to CFE and the migration of Cboe Canada’s technology platform.

- Unveiled a new brand for our exchange technology platform, Cboe Titanium.

We hold exclusive U.S. rights to list options on the S&P 500 Index, S&P 100 Index, S&P 500 ESG Index, and S&P Select Sector Indices.

- the Cboe Magnificent 10 Index; and

- Risk and Market Analytics. Services include analytics and historical data with a focus on data and market analytics, front-end platforms, including Cboe Silexx, LiveVol Pro, FT Options and Trade Alert, and connectivity services, including FIX Order Routing, Trade Drop Copy Network, CAT reporting, and broker connectivity.

Cboe Fixed Income operates an electronic trading platform for U.S. government securities, utilizing a price-firmness-time priority market model.

Additionally, Cboe Clear Europe clears SFTs in cash equities and ETFs.

Our Cboe Fixed Income customers include SEC-registered broker-dealers that are members of the Depository Trust and Clearing Corporation’s (“DTCC”) Fixed Income Clearing Corporation (“FICC”), participating in the institutional inter-dealer market for U.S. government securities.

- new product development;

- offering a variety of new products and services and focusing on product innovation;

The Company anticipates that two additional U.S. options exchanges will come to market in the first half of 2026.

Using common protocols and features, Cboe’s unified Cboe Titanium technology platform is a high-performance, globally consistent, and locally optimized exchange platform designed to support Cboe’s trading operations across options, futures, and equities markets worldwide.

OCC also provides clearing for a number of CFE products, including VIX futures.

Prior to the wind down of CEDX in 2026, Cboe NL relied on Cboe Clear Europe to clear both index and single stock derivative contracts traded on CEDX.

FICC GSD acts as a central counterparty on all transactions occurring on Cboe Fixed Income and, as such, guarantees clearance and settlement of all of those matched trades.

Cboe Clear U.S. provides clearing for a number of CFE products, including financially settled and continuous futures on Bitcoin and Ether.

Rule 605 is expected to be implemented in August 2026 while the Tick Size/Access Fee Cap proposals are expected to be implemented in November 2026.

The SEC withdrew its Regulation Best Execution and Order Competition proposals on June 12, 2025.

To support EMIR 3.0, approximately sixteen non-legislative acts and guidance are being developed for adoption before coming into force in the next twelve to eighteen months and which may have a material adverse effect on our business, financial condition, and operating results.

These provisions have been implemented through a number of Level 2 measures developed by ESMA, including the selection of consolidated tape providers.

The graphic below provides a brief overview of Cboe’s history:


[Table](#i2fbe324f89c5407385ae8e7fa6d49100_7) [o](#i2fbe324f89c5407385ae8e7fa6d49100_7)[f Contents](#i2fbe324f89c5407385ae8e7fa6d49100_7)

On April 25, 2024, the Company announced plans to transition the cash-settled margin Bitcoin and Ether futures contracts, currently available for trading on the Cboe Digital Exchange, to CFE in the first half of 2025, pending regulatory review.

Prior to May 31, 2024, the Digital segment also included a U.S.-based spot digital asset trading market (“Cboe Digital spot market”).

As of May 31, 2024, the Cboe Digital spot market is closed for all participant and trading purposes.

In addition, the Company plans to transition the cash-settled margin Bitcoin and Ether futures contracts, currently available for trading on the Cboe Digital Exchange, to CFE in the first half of 2025, pending regulatory review.

The Company expects that Digital will cease to be a distinct reportable business segment in the first quarter of 2025.


Our strategy is to build one of the world’s largest global derivatives and securities networks to create value and drive growth by:

- Investing in the continued growth of our core business in Global Derivatives;

- Enhancing recurring revenue opportunities through Cboe Data Vantage (f/k/a Data and Access Solutions);

- Harnessing our global network to expand product reach & access;

- Capitalizing on the demand for access to the U.S. capital markets;

- Leveraging our superior technology to drive innovations; and

- Allocating capital and resources to areas where we expect to see the strongest long-term returns for shareholders.

- Launched new products and indices such as cash-settled margin Bitcoin and Ether Futures, Options on VIX Futures, Cboe S&P 500 Variance Futures, Cboe Bitcoin U.S. ETF Index and options thereon, and U.S. Treasury Market Volatility Index.

- Enhanced existing collaborations with S&P Dow Jones Indices with plans to launch the Cboe S&P 500 Constituent Volatility Index.

- Drove FTSE Russell innovation in digital asset derivatives and with MSCI to offer new index options and volatility indices.

- Worked to expand retail access to index options.

- Introduced dedicated cores in our equities markets.

- Built out our technology offerings in each of the U.S. and our international markets.

- Introduced a central counterparty clearing service for European SFT.

- Continued to expand our geographic footprint with a minority stake in Japannext Co., Ltd.

- Reallocated technology resources from integration efforts to organic revenue opportunities.

- Realigned the digital asset business to leverage our core strengths in derivatives, technology and product innovation.

CEDX, which is fully electronic, utilizes a pro-rata allocation market model.

Index Provider Relationships

The Company has long-term business relationships with several providers of market indices.

We license their indices, including on an exclusive basis, as the foundation for indices, index options and other products.

The Company also has agreements in place to work jointly with key providers to develop new indices and products and services that are expected to capitalize on our core competencies and diversify our sources of revenue.

Of particular note are the following:

- S&P Dow Jones Indices (“S&P”). We have the following licensing arrangements with S&P:

◦S&P Indices. We have the exclusive right to offer exchange-listed options contracts in the United States on the S&P 500 Index, the S&P 100 Index, the S&P 500 ESG Index, and the S&P Select Sector Indices as a result of a licensing arrangement with S&P.

◦Markit Indices. We have a worldwide license through August 22, 2025 to offer futures, options, and options on futures on indices designed to reflect values of investment grade and high-yield U.S. corporate bonds.

Unless either party elects otherwise, this agreement auto-renews for successive two-year periods.

Pursuant to our license, we offer futures and options on futures on high yield and investment grade corporate bond indices.

◦Dow Jones Indices. We have the exclusive right during standard U.S. trading hours to offer listed options contracts in the United States on the Dow Jones Industrial Average and Dow 10 Index, and non-exclusive rights to offer listed options on several other Dow Jones indices including the Dow Jones Utilities Average and Dow Jones Transportation Average.

This licensing arrangement extends through December 31, 2033.

- FTSE Russell. Under our license agreement with the London Stock Exchange Group’s (“LSEG”) leading global index franchises, Frank Russell Company and FTSE International Limited (together “FTSE Russell”), we have the exclusive or first right in the United States to offer listed options on more than two dozen FTSE Russell indices, which represent a diverse group of domestic and global equities with international appeal.

On February 13, 2024, Cboe [removed: Exchange, Inc. (“Cboe”)] [added: Options] filed a proposal to adopt a new rule regarding [removed: order and execution management systems (“OEMS”).][added: OEMS.]

The proposed new rule provided that an exchange-affiliated OEMS that satisfies criteria (designed to ensure the OEMS is acting independently from the exchange) is not a facility of the exchange, and therefore not subject to the rule filing requirements of Section 19(b) of the [removed: Securities] Exchange [removed: Act of 1934.][added: Act.]

On October 31, 2024, the SEC issued an order disapproving [removed: Cboe’s] [added: Cboe Options’] proposal.

On December 26, 2024, Cboe [added: Options] filed a Petition for Review (“PFR”) of the SEC’s disapproval order in the Court of Appeals for the Seventh Circuit (the “7th Circuit”).

The briefing on the merits concluded on June 20, 2025, and oral argument was held on November 4, 2025.

On November 26, 2025, the parties filed a voluntary stipulation with the 7th Circuit to end the litigation.

*Equity Access Fees Cap Challenge*

In December 2022, the SEC released four equity market structure proposals, including one concerning Regulation NMS Amendments: Tick Size, Access Fees, and Transparency.

On October 8, 2024, the SEC promulgated Final Rules concerning Reg NMS to amend the minimum pricing increments for the quoting of certain NMS stocks, reduced the access fee caps and enhance the transparency of better priced orders (“Final Rules”).

Among other things, the Final Rules reduce the access fee cap from $0.30 per 100 shares to $0.10 per 100 shares.

On October 30, 2024, the Company and the Company’s equities exchanges, BZX, BYX, EDGX, and EDGA (collectively, the “Cboe equity exchanges”) and Nasdaq, Inc. filed a Petition for Review (“PFR”) in the Court of Appeals for the D.C. Circuit (the “D.C. Circuit”) appealing the Final Rules.

On December 3, 2024, the Cboe equity exchanges and Nasdaq, Inc. filed a request with the SEC for a stay to delay the initial implementation date of the Final Rules, which was scheduled to occur in November 2025.

On December 12, 2024, the SEC granted a stay of the challenged provision of the Final Rules until the litigation is resolved.

Merits briefing will conclude at the beginning of the second quarter of 2025.

The Final Rules, amongst other things, are expected to reduce access fee caps to a level that may inhibit our ability to incentivize liquidity on our U.S. equities exchanges, thereby resulting in a reduction in transaction fee revenue, as well as limit our ability to differentiate our fee schedule and compete with other national securities exchanges and off-exchange venues, which may have a material impact on our business, financial condition, and operating results.

The Company and the Cboe equity exchanges intend to litigate the matter vigorously.

The Company and Cboe intend to litigate the matter vigorously.

For the fiscal year ended December 31, [removed: 2024][added: 2025]

As of June 30, [removed: 2024,] [added: 2025,] the aggregate market value of the Registrant's outstanding voting common equity held by non-affiliates was approximately [removed: $17.8] [added: $24.4] billion based on the closing price of [removed: $170.06] [added: $233.21] per share of common stock.

The number of outstanding shares of the registrant's common stock as of February [removed: 14, 2025] [added: 13, 2026] was [removed: 104,701,695] [added: 104,667,696] shares of common stock.

Portions of Cboe Global [removed: Market’s] [added: Markets'] Definitive Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders, which will be filed no later than 120 days after December 31, [removed: 2024,] [added: 2025,] are incorporated by reference in Part III.

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- “Cboe [added: Canada” refers to Cboe] Canada [removed: Inc.” is] [added: Inc.,] a wholly-owned subsidiary of Cboe Global Markets, Inc. and a recognized Canadian securities exchange.

- “Cboe Clear Europe” refers to Cboe Clear Europe [removed: N.V. (formerly known as European Central Counterparty] N.V., [removed: formerly defined as “EuroCCP”),] a wholly-owned subsidiary of Cboe Global Markets, Inc.

- "Cboe Data Vantage" refers to the Company's Cboe Data Vantage business [removed: (formerly known as Data and Access Solutions, and subsequently] [added: (subsequently] referred to as Data Vantage throughout the remainder of this document).

- “Cboe NL” refers to Cboe Europe [removed: BV,] [added: B.V.,] a wholly-owned subsidiary of Cboe Global Markets, Inc., the Netherlands operator of our MTF, RM, and APA.

- “PTS” refers to [removed: a] proprietary trading system.

- “VIX [removed: futures,”] [added: futures”] or “VIX [removed: options,”] [added: options”] or "Options on VIX futures" refers, as applicable, to our Cboe Volatility Index exchange-traded options and futures products.

Cboe®, Cboe Global Markets®, Cboe Volatility Index®, Cboe Clear®, Cboe Datashop®, Cboe Futures Exchange®, [added: CFE®,] Cboe Digital®, Cboe Hanweck®, Cboe LIS®, Bats®, BIDS Trading®, BYX®, BZX®, [removed: CFE®,] EDGA®, EDGX®, Hybrid®, [added: Life is Better with Options®,] LiveVol®, MATCHNow®, NANO®, Options Institute®, Silexx®, [removed: The Exchange for the World Stage®,] VIX®, VIX1D®, and XSP® are registered trademarks, and Cboe BIDS EuropeSM, C2SM, Cboe Data VantageSM, Cboe TitaniumSM, Cboe TiSM, f(t)optionsSM, Trade AlertSM, [added: Mag 10SM] and [removed: VIXEQSM] [added: Magnificent 10SM] are service marks of Cboe Global Markets, Inc. and its subsidiaries.

You can identify these statements by forward-looking words such as "may," "might," "should," "expect," "plan," "anticipate," "believe," "estimate," "predict," [removed: "potential"] [added: "potential,"] or "continue," and the negative of these terms and other comparable terminology.

All statements that reflect our expectations, [removed: assumptions] [added: assumptions,] or projections about the future other than statements of historical fact are forward-looking statements, including statements in "Business" and "Management's Discussion and Analysis of Financial Condition and Results of Operations." These forward-looking statements, which are subject to known and unknown risks, uncertainties and assumptions about us, may include projections of our future financial performance based on our growth strategies and anticipated trends in our business.

There are important factors that could cause our actual results, level of activity, [removed: performance] [added: performance,] or achievements to differ materially from those expressed or implied by the forward-looking statements.

- economic, [removed: political] [added: political,] and market conditions;

- price [added: and new products and services] competition and consolidation in our industry;

- decreases in trading or clearing volumes, market data [removed: fees] [added: fees,] or a shift in the mix of products traded on our exchanges;

2025 FORM 10-K

| [PART I](#ic735b6ccda1a481fa4a1f9edfa4f3665_19) | | | | | | | | |

| [PART II](#ic735b6ccda1a481fa4a1f9edfa4f3665_49)[](#ic735b6ccda1a481fa4a1f9edfa4f3665_49) | | | | | | | | |

| [PART III](#ic735b6ccda1a481fa4a1f9edfa4f3665_199)[](#ic735b6ccda1a481fa4a1f9edfa4f3665_199) | | | | | | | | |

| [PART IV](#ic735b6ccda1a481fa4a1f9edfa4f3665_217)[](#ic735b6ccda1a481fa4a1f9edfa4f3665_217) | | | | | | | | |

- "BIDS Holdings" refers to BIDS Holdings L.P., a wholly-owned subsidiary of Cboe Global Markets, Inc.

- "CAT" refers to the Consolidated Audit Trail.

- "CEDX" refers to Cboe Europe Derivatives, the Company's fully electronic pan-European derivatives platform operated by Cboe NL.

- increases in the cost of the products and services we use;

[Table](#i2fbe324f89c5407385ae8e7fa6d49100_7) [o](#i2fbe324f89c5407385ae8e7fa6d49100_7)[f Contents](#i2fbe324f89c5407385ae8e7fa6d49100_7)

2024 FORM 10-K

| [PART I](#i2fbe324f89c5407385ae8e7fa6d49100_19) | | | | | | | | |

| [PART II](#i2fbe324f89c5407385ae8e7fa6d49100_43)[](#i2fbe324f89c5407385ae8e7fa6d49100_43) | | | | | | | | |

| [PART III](#i2fbe324f89c5407385ae8e7fa6d49100_193)[](#i2fbe324f89c5407385ae8e7fa6d49100_193) | | | | | | | | |

| [PART IV](#i2fbe324f89c5407385ae8e7fa6d49100_211)[](#i2fbe324f89c5407385ae8e7fa6d49100_211) | | | | | | | | |

- “Cboe Canada” refers to the former Aequitas Innovations, Inc. and Neo Exchange Inc. (commonly referred to as “NEO Exchange”), which were wholly-owned subsidiaries of Cboe Global Markets, Inc. As of January 1, 2024, the Cboe Canada and MATCHNow entities have been amalgamated into Cboe Canada Inc.

As of January 1, 2024, the Cboe Canada and MATCHNow entities have been amalgamated into Cboe Canada Inc.

MSCI and the MSCI index names are service marks of MSCI Inc. (“MSCI”) or its affiliates and have been licensed for use by us.

Any derivative indices and any financial products based on the derivative indices (“MCSI-Based Products”) are not sponsored, guaranteed or endorsed by MSCI, its affiliates or any other party involved in, or related to, making or compiling such MSCI index.

Neither MSCI, its affiliates nor any other party involved in, or related to, making or compiling any MSCI index makes any representations regarding the advisability of investing in such MSCI-Based Products; makes any warranty, express or implied; or bears any liability as to the results to be obtained by any person or any entity from the use of any such MSCI index or any data included therein.

No purchaser, seller or holder of any MSCI-Based Product, or any other person or entity, should use or refer to any MSCI trade name, trademark or service mark to sponsor, endorse, market or promote any security without first contacting MSCI to determine whether MSCI’s permission is required.

- our ability to maintain BIDS Trading as an independently managed and operated trading venue, separate from and not integrated with our registered national securities exchanges;

We maintain policies, procedures and controls designed to safeguard against cybersecurity incidents by protecting the confidentiality, integrity, [removed: availability] [added: availability,] and reliability of our systems, networks and information.

These policies, [removed: procedures] [added: procedures,] and controls are subject to monitoring, auditing, and evaluation practices, pursuant to our Enterprise Risk Management program, which is supported by a three-line defense strategy that [removed: includes,] [added: includes] the business lines, the Enterprise Risk Management Committee, the Risk Management and Information Security Department, the Compliance Department and the Internal Audit Department.

We engage assessors, consultants, [removed: auditors] [added: auditors,] and other third parties in connection with developing and evaluating our overall risk management framework.

These assessments include security questionnaires and reviews [removed: of Service Organization Controls (SOC) Reports, where applicable.]

Our Chief Information Security Officer has over a dozen years of experience leading information security programs [removed: including,] [added: including] experience in cybersecurity consulting, leading strategy and the implementation of cyber defenses for several of the top online retailers in the United States, as well as serving as Chief Information Security Officer for Cboe Digital Exchange and Cboe Clear U.S. Our Chief Information Security Officer is currently responsible for developing and executing the Company’s global security strategy and roadmap along with its long-range plan to meet industry and regional regulatory compliance requirements.

Our Chief Risk Officer’s tenure with Cboe spans [removed: 24] [added: 25] years, during which time he has held senior positions in information security and risk management.

More specifically, the Risk Committee receives recurring presentations from senior management on cybersecurity, including architecture and resiliency, incident management, business continuity and disaster recovery, significant information technology changes, data privacy, insider threats, physical security, information related to third-party cyber [removed: assessments] [added: assessments,] and risks associated with the use of [removed: third party] [added: third-party] service providers.

[added: The Risk Committee also] reviews and approves any changes to the related information security and privacy program charter.

Additionally, in [removed: 2024,] [added: 2025,] the Board, along with senior [removed: management and third-party advisors,] [added: management,] participated in a cybersecurity [removed: ransomware] tabletop exercise.

[removed: We] [added: We, and the third parties with which we interact,] have experienced in the past, and we expect to continue to experience, cybersecurity threats and events of varying degrees.

However, we are not aware of any of these threats or events having a material impact on our business or our business strategy, results of [removed: operations] [added: operations,] or financial condition [removed: results] to date.

We cannot assure you that [added: we, or the third parties with which] we [added: interact,] will not experience future threats or events that may be material.

of Service Organization Controls (SOC) Reports, where applicable.

The Risk Committee also

[Table](#i2fbe324f89c5407385ae8e7fa6d49100_7) [o](#i2fbe324f89c5407385ae8e7fa6d49100_7)[f Contents](#i2fbe324f89c5407385ae8e7fa6d49100_7)

The Company is headquartered in Chicago with a network of domestic and global offices across the Americas, Europe, [removed: Asia] [added: Asia,] and Australia, including main hubs in New York, London, Kansas City, and Amsterdam.

Our principal properties as of December 31, [removed: 2024] [added: 2025] are listed in the table below:

| 1 Farrer Place, Sydney 2000 Australia | | | | | | Office space | | | | | | Leased | | | | | | December 2026 and September 2031 | | | | | | [removed: 29,000] [added: 40,000] sq. ft. | | |

See Note [removed: 7 ("Property and Equipment, Net") of] [added: 24 ("Leases") to] the consolidated financial statements included herein for further information.

In Asia Pacific, our primary data [removed: centers are] [added: center is] in [removed: Tokyo, Japan and] Sydney, Australia and secondary data centers are located in Osaka [removed: City,] [added: City and Tokyo,] Japan and Sydney, Australia.

| 8050 Marshall Drive, Lenexa, Kansas | | | | | | Office space | | | | | | Leased | | | | | | September 2025 | | | | | | 62,000 sq. ft. | | |

The sale of the Company’s former headquarters, including the associated land, building, and certain furniture and equipment of the former headquarters location, was completed on June 28, 2024.

In May 2024, the Company entered into an agreement to amend its lease agreement for its Lenexa, Kansas office space.

Additionally, in September 2024, the Company signed a new lease to secure approximately 60,000 square feet of office space in Overland Park, Kansas.

See Note 24 ("Leases") of the consolidated financial statements included herein for further information.

[Table](#i2fbe324f89c5407385ae8e7fa6d49100_7) [o](#i2fbe324f89c5407385ae8e7fa6d49100_7)[f Contents](#i2fbe324f89c5407385ae8e7fa6d49100_7)

See Note 7 ("Property and Equipment, Net") and Note 24 ("Leases") to the consolidated financial statements included herein for further information.

[Table](#i2fbe324f89c5407385ae8e7fa6d49100_7) [o](#i2fbe324f89c5407385ae8e7fa6d49100_7)[f Contents](#i2fbe324f89c5407385ae8e7fa6d49100_7)

As of [removed: January 31, 2025,] [added: February 13, 2026,] there were approximately [removed: 108] [added: 98] holders of record of our common stock.

In 2011, the Board of Directors approved an initial authorization for the Company to repurchase shares of its outstanding common stock of $100 million and subsequently approved additional authorizations, for a total authorization of $2.3 billion as of December 31, [removed: 2024.][added: 2025.]

Under the program, for the year ended December 31, [removed: 2024,] [added: 2025,] the Company repurchased [removed: 1,148,295] [added: 305,317] shares of common stock at an average cost per share of [removed: $177.86,] [added: $213.74,] totaling [removed: $204.3] [added: $65.3] million.

Since inception of the program through December 31, [removed: 2024,] [added: 2025,] the Company has repurchased [removed: 20,758,383] [added: 21,063,700] shares of common stock at an average cost per share of [removed: $78.05,] [added: $80.02,] totaling [removed: $1.6] [added: $1.7] billion.

As of December 31, [removed: 2024,] [added: 2025,] the Company had [removed: $679.8] [added: $614.5] million of availability remaining under its existing share repurchase authorizations.

The Company did not repurchase shares under the Company's share repurchase program during the three months ended December 31, [removed: 2024.][added: 2025.]

During the fiscal quarter ended December 31, [removed: 2024,] [added: 2025,] we purchased shares from employees in connection with the settlement of employee tax withholding obligations arising from the vesting of restricted stock units.

The table below represents repurchases made by or on behalf of us or any “affiliated purchaser” of our common stock during the fiscal quarter ended December 31, [removed: 2024:][added: 2025:]

The following graph compares the cumulative total return provided to stockholders on our common stock since December 31, [removed: 2019] [added: 2020] against the return of the S&P 500 Index and a customized peer group that includes CME Group Inc., Intercontinental Exchange Inc., and Nasdaq, Inc.

An investment of $100, with reinvestment of all dividends, is assumed to have been made in our common stock, the index and the peer groups on December 31, [removed: 2019,] [added: 2020,] and its performance is tracked on an annual basis through December 31, [removed: 2024.][added: 2025.]

Company, Peer Groups, Industry [removed: Indices] [added: Indices,] and/or Broad Markets

[removed: ][added: ]

*$100 invested on [removed: 12/31/19] [added: 12/31/20] in stock or index, including reinvestment of dividends.

[removed: Date] [added: Data] Source: Yahoo Finance, Closing Price(s)

| October 1 to October 31, 2025 | | | | | | 6,564 | | | | | | $ | 244.71 | |

| November 1 to November 30, 2025 | | | | | | 461 | | | | | | 254.29 | | |

| December 1 to December 31, 2025 | | | | | | — | | | | | | — | | |

| Total | | | | | | 7,025 | | | | | | $ | 245.34 | |

| | | | 12/20 | | | | | | 12/21 | | | | | | 12/22 | | | | | | 12/23 | | | | | | 12/24 | | | | | | 12/25 | | |

| Cboe Global Markets, Inc. | | | $ | 100.00 | | | | | $ | 142.23 | | | | | $ | 139.15 | | | | | $ | 200.90 | | | | | $ | 222.49 | | | | | $ | 289.12 | |

| S&P 500 | | | 100.00 | | | | | | 128.71 | | | | | | 105.40 | | | | | | 133.10 | | | | | | 166.40 | | | | | | 196.16 | | |

| Peer Group | | | 100.00 | | | | | | 136.51 | | | | | | 111.10 | | | | | | 128.01 | | | | | | 157.42 | | | | | | 188.11 | | |

[Table](#i2fbe324f89c5407385ae8e7fa6d49100_7) [o](#i2fbe324f89c5407385ae8e7fa6d49100_7)[f Contents](#i2fbe324f89c5407385ae8e7fa6d49100_7)

| October 1 to October 31, 2024 | | | | | | 6,392 | | | | | | $ | 206.00 | |

| November 1 to November 30, 2024 | | | | | | 226 | | | | | | 204.98 | | |

| December 1 to December 31, 2024 | | | | | | 277 | | | | | | 211.18 | | |

| Total | | | | | | 6,895 | | | | | | $ | 206.17 | |

| | | | 12/19 | | | | | | 12/20 | | | | | | 12/21 | | | | | | 12/22 | | | | | | 12/23 | | | | | | 12/24 | | |

| Cboe Global Markets, Inc. | | | 100.00 | | | | | | 78.83 | | | | | | 112.12 | | | | | | 109.69 | | | | | | 158.37 | | | | | | 175.40 | | |

| S&P 500 | | | 100.00 | | | | | | 155.68 | | | | | | 200.37 | | | | | | 164.08 | | | | | | 207.21 | | | | | | 259.05 | | |

| Peer Group | | | 100.00 | | | | | | 115.32 | | | | | | 158.19 | | | | | | 129.34 | | | | | | 147.30 | | | | | | 182.20 | | |

| [Reports of Independent Registered Public Accounting [removed: Firm](#i2fbe324f89c5407385ae8e7fa6d49100_82)] [added: Firm](#ic735b6ccda1a481fa4a1f9edfa4f3665_88)] (PCAOB ID 185) | | | [removed: [92](#i2fbe324f89c5407385ae8e7fa6d49100_82)] [added: [87](#ic735b6ccda1a481fa4a1f9edfa4f3665_88)] | | |

| [Consolidated Financial [removed: Statements:](#i2fbe324f89c5407385ae8e7fa6d49100_85)] [added: Statements:](#ic735b6ccda1a481fa4a1f9edfa4f3665_91)] | | | | | |

| [Consolidated Balance [removed: Sheets](#i2fbe324f89c5407385ae8e7fa6d49100_88)] [added: Sheets](#ic735b6ccda1a481fa4a1f9edfa4f3665_94)] | | | [removed: [95](#i2fbe324f89c5407385ae8e7fa6d49100_88)] [added: [90](#ic735b6ccda1a481fa4a1f9edfa4f3665_94)] | | |

| [Consolidated Statements of [removed: Income](#i2fbe324f89c5407385ae8e7fa6d49100_91)] [added: Income](#ic735b6ccda1a481fa4a1f9edfa4f3665_97)] | | | [removed: [96](#i2fbe324f89c5407385ae8e7fa6d49100_91)] [added: [91](#ic735b6ccda1a481fa4a1f9edfa4f3665_97)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#i2fbe324f89c5407385ae8e7fa6d49100_94)] [added: Income](#ic735b6ccda1a481fa4a1f9edfa4f3665_100)] | | | [removed: [97](#i2fbe324f89c5407385ae8e7fa6d49100_94)] [added: [92](#ic735b6ccda1a481fa4a1f9edfa4f3665_100)] | | |

| [Consolidated Statements of Changes in Stockholders’ [removed: Equit](#i2fbe324f89c5407385ae8e7fa6d49100_97)y] [added: Equit](#ic735b6ccda1a481fa4a1f9edfa4f3665_103)y] | | | [removed: [98](#i2fbe324f89c5407385ae8e7fa6d49100_97)] [added: [93](#ic735b6ccda1a481fa4a1f9edfa4f3665_103)] | | |

| [Consolidated Statements of Cash [removed: Flows](#i2fbe324f89c5407385ae8e7fa6d49100_100)] [added: Flows](#ic735b6ccda1a481fa4a1f9edfa4f3665_106)] | | | [removed: [99](#i2fbe324f89c5407385ae8e7fa6d49100_100)] [added: [94](#ic735b6ccda1a481fa4a1f9edfa4f3665_106)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i2fbe324f89c5407385ae8e7fa6d49100_103)] [added: Statements](#ic735b6ccda1a481fa4a1f9edfa4f3665_109)] | | | [removed: [100](#i2fbe324f89c5407385ae8e7fa6d49100_103)] [added: [95](#ic735b6ccda1a481fa4a1f9edfa4f3665_109)] | | |

We have audited the accompanying consolidated balance sheets of Cboe Global Markets, Inc. and subsidiaries (the Company) as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of income, comprehensive income, changes in stockholders' equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2024,] [added: 2025,] and the related notes (collectively, the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, [removed: 2024,] [added: 2025,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control [removed: -] [added: —] Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February [removed: 21, 2025] [added: 20, 2026] expressed an unqualified opinion on the effectiveness of the Company's internal control over financial reporting.

- inspecting settlements [added: and communication] with applicable taxing authorities.

We have audited Cboe Global Markets, Inc. and subsidiaries' (the Company) internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control [removed: -] [added: —] Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control [removed: -] [added: —] Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of income, comprehensive income, changes in stockholders' equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2024,] [added: 2025,] and the related notes (collectively, the consolidated financial statements), and our report dated February [removed: 21, 2025] [added: 20, 2026] expressed an unqualified opinion on those consolidated financial statements.

December 31, [removed: 2024] [added: 2025] and [removed: 2023][added: 2024]

| | | | December 31, [removed: 2024] [added: 2025] | | | | | | December 31, [removed: 2023] [added: 2024] | | |

| Cash and cash equivalents | | | $ | [removed: 920.3] [added: 2,216.5] | | | | | $ | [removed: 543.2] [added: 920.3] | |

| Financial investments | | | [removed: 110.3] [added: 36.1] | | | | | | [removed: 57.5] [added: 110.3] | | |

| Accounts receivable, net of [removed: $6.6] [added: $6.8] allowance for credit losses at December 31, [removed: 2024] [added: 2025] and [removed: $4.5] [added: $6.6] at December 31, [removed: 2023] [added: 2024] | | | [removed: 444.6] [added: 391.4] | | | | | | [removed: 337.3] [added: 444.6] | | |

| Margin deposits, clearing funds, and interoperability funds | | | [removed: 845.5] [added: 1,618.2] | | | | | | [removed: 848.8] [added: 845.5] | | |

| Income taxes receivable | | | [removed: 73.8] [added: 67.9] | | | | | | [removed: 74.5] [added: 73.8] | | |

| Total current assets | | | [removed: 2,479.1] [added: 4,421.4] | | | | | | [removed: 1,979.3] [added: 2,479.1] | | |

| Investments | | | [removed: 383.7] [added: 32.4] | | | | | | [removed: 345.3] [added: 383.7] | | |

| Property and equipment, net | | | [removed: 118.0] [added: 133.1] | | | | | | [removed: 109.2] [added: 118.0] | | |

| [removed: Property] [added: Proceeds from sale of property] held for sale | | | — | | | | | | [removed: 8.7] [added: 3.3] | | | [added: | | | — | | |]

| Operating lease right of use assets | | | [removed: 124.5] [added: 111.0] | | | | | | [removed: 136.6] [added: 124.5] | | |

| Goodwill | | | [removed: 3,124.2] [added: 3,150.5] | | | | | | [removed: 3,140.6] [added: 3,124.2] | | |

| Intangible assets, net | | | [removed: 1,376.9] [added: 1,297.2] | | | | | | [removed: 1,561.5] [added: 1,376.9] | | |

| Other assets, net | | | [removed: 182.7] [added: 159.7] | | | | | | [removed: 206.3] [added: 182.7] | | |

| Total assets | | | $ | [removed: 7,789.1] [added: 9,305.3] | | | | | $ | [removed: 7,487.5] [added: 7,789.1] | |

| Accounts payable and accrued liabilities | | | $ | [removed: 359.7] [added: 686.9] | | | | | $ | [removed: 412.7] [added: 359.7] | |

| Section 31 fees payable | | | [removed: 182.0] [added: 0.2] | | | | | | [removed: 51.9] [added: 182.0] | | |

| Deferred revenue | | | [removed: 6.4] [added: 6.9] | | | | | | [removed: 5.9] [added: 6.4] | | |

| Income taxes payable | | | [removed: 1.6] [added: 50.1] | | | | | | [removed: 1.0] [added: 1.6] | | |

| Total current liabilities | | | [removed: 1,395.2] [added: 2,362.3] | | | | | | [removed: 1,383.4] [added: 1,395.2] | | |

| Long-term debt | | | [removed: 1,441.0] [added: 1,442.9] | | | | | | [removed: 1,439.2] [added: 1,441.0] | | |

| Non-current unrecognized tax benefits | | | [removed: 305.0] [added: 15.8] | | | | | | [removed: 243.8] [added: 305.0] | | |

| Deferred income taxes | | | [removed: 186.8] [added: 185.3] | | | | | | [removed: 217.8] [added: 186.8] | | |

| Non-current operating lease liabilities | | | [removed: 138.4] [added: 120.9] | | | | | | [removed: 150.8] [added: 138.4] | | |

February 20, 2026

February 20, 2026

| Other current assets (includes restricted cash of $34.1 at December 31, 2025 and $— at December 31, 2024) | | | 91.3 | | | | | | 84.6 | | |

| Margin deposits, clearing funds, and interoperability funds | | | 1,618.2 | | | | | | 845.5 | | |

| Regulatory fees cost of revenues | | | 238.7 | | | | | | 391.4 | | | | | | 185.7 | | |

Years Ended December 31, 2025, 2024, and 2023

Years Ended December 31, 2025, 2024, and 2023

| Other comprehensive income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 78.5 | | | | | | 78.5 | | |

| Balance at December 31, 2025 | | | $ | — | | | | | $ | 1.0 | | | | | $ | (1.5) | | | | | $ | 1,565.1 | | | | | $ | 3,543.6 | | | | | $ | 30.1 | | | | | $ | 5,138.3 | |

Years Ended December 31, 2025, 2024, and 2023

| | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

| Net income | | | $ | 1,100.0 | | | | | $ | 764.9 | | | | | $ | 761.4 | |

| Depreciation and amortization | | | 122.4 | | | | | | 133.0 | | | | | | 158.0 | | |

| Other loss (gain) adjustments, net | | | 2.2 | | | | | | (0.7) | | | | | | 4.0 | | |

Years Ended December 31, 2025, 2024, and 2023

In 2025, following a comprehensive strategic review of its global business operations, Cboe initiated the wind down of its Japanese equities business, including the cessation of operations of its Cboe Japan proprietary trading system and Cboe BIDS Japan block trading platform, initiated a sales process for its Cboe Australia and Cboe Canada businesses, discontinued its U.S. and European Corporate Listings efforts, and reduced costs associated with its U.S. and European ETP Listings businesses, Cboe Europe Derivatives ("CEDX"), and several of Cboe’s smaller Risk and Market Analytics businesses.

Subsequent to December 31, 2025, after further review of its global business operations, Cboe initiated the wind down of CEDX.

The Company previously operated six reportable business segments as of December 31, 2024.

If such impairment

Impairment charges concerning long-lived assets were made during the periods presented.

Impairment charges concerning intangible assets were made during the periods presented.

For PSUs, the Company uses a Monte Carlo valuation model to estimate the fair value of awards tied to total shareholder return applying a grant-date fair value approach, contingent on the achievement of performance conditions.

and the Company has an inability to exercise significant influence over the investment based upon the respective ownership interests held.

Restricted cash within other current assets represents cash not available for general corporate purposes and either i) outside of the sole control of the Company or ii) legally restricted as to its use and is included in other current assets in the consolidated balance sheets.

Additionally, SAB 122 was codified by the FASB in March 2025, under Accounting Standards Update ("ASU") 2025-02, Liabilities (405): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 122.

The Company adopted the guidance for the consolidated financial statements issued for the year ended December 31, 2025 and, therefore, no longer discloses safeguarded digital assets within Note 8 (“Goodwill, Intangible Assets, Net, and Digital Assets Held”), Note 13 (“Fair Value Measurement”), and the consolidated balance sheets.

The adoption had no material impact on the previously reported condensed consolidated financial statements as the Company liquidated all digital assets held on behalf of customers in the third quarter of 2024.

The Company adopted the update for the consolidated financial statements issued for the year ending December 31, 2025.

The Company elected to apply the standard retrospectively to enhance comparability across periods.

In September 2025, the FASB issued ASU 2025-06 – Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software.

ASU 2025-06 eliminates the traditional stages for internal use software (preliminary, development, post-implementation) used to determine when to capitalize costs.

Instead, capitalization begins when both management has authorized and committed funding for the project and it is probable the project will be completed and the software will be used as intended.

The amendments will be effective for all entities for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods.

Early adoption is permitted as of the beginning of an annual reporting period.

On February 11, 2025, the acting Chairman of the SEC directed the SEC staff to notify the court of changed circumstances and requested that the Court not schedule the case for argument.

On March 27, 2025, the SEC voted to end its defense of its Climate Disclosure Rules.

On April 24, 2025, the U.S. Court of Appeals for the Eighth Circuit (the “Court”) granted an order to hold in abeyance the cases regarding the validity of the SEC's final Climate Disclosure Rules.

On July 23, 2025, the SEC replied to the Court’s request for a status report.

The SEC informed the Court that it does not intend to review or reconsider the Climate Disclosure Rules at this time and requests that the Court decide the case as briefed.

On September 12, 2025, the Court issued an order continuing the abeyance until the SEC reconsiders the Climate Disclosure Rules via notice-and-comment or renews its defense of the Climate Disclosure Rules.

[Table](#i2fbe324f89c5407385ae8e7fa6d49100_7) [o](#i2fbe324f89c5407385ae8e7fa6d49100_7)[f Contents](#i2fbe324f89c5407385ae8e7fa6d49100_7)

February 21, 2025

| Digital assets - safeguarded assets | | | — | | | | | | 51.3 | | |

| Other current assets | | | 84.6 | | | | | | 66.7 | | |

| Digital assets - safeguarded liabilities | | | — | | | | | | 51.3 | | |

| Current portion of contingent consideration liabilities | | | — | | | | | | 11.8 | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Section 31 fees | | | 391.4 | | | | | | 185.7 | | | | | | 329.8 | | |

| Impairment of goodwill | | | — | | | | | | — | | | | | | 460.9 | | |

| Balance at December 31, 2021 | | | $ | — | | | | | $ | 1.1 | | | | | $ | (106.8) | | | | | $ | 1,509.4 | | | | | $ | 2,145.5 | | | | | $ | 55.6 | | | | | $ | 3,604.8 | |

| Other comprehensive loss | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (86.6) | | | | | | (86.6) | | |

| Provision for accounts receivable credit losses | | | 3.1 | | | | | | 4.0 | | | | | | 1.1 | | |

| Gain on investment | | | — | | | | | | — | | | | | | (7.5) | | |

| Other | | | (3.7) | | | | | | (2.6) | | | | | | 0.3 | | |

| Acquisitions, net of cash acquired | | | — | | | | | | — | | | | | | (708.3) | | |

| Proceeds from long-term debt | | | — | | | | | | — | | | | | | 663.6 | | |

| (Payments)/Proceeds related to Cboe Digital syndication | | | (6.0) | | | | | | — | | | | | | 1.5 | | |

| Accounts receivable acquired | | | $ | — | | | | | $ | — | | | | | $ | 4.4 | |

| Financial investments acquired | | | — | | | | | | — | | | | | | 1.5 | | |

| Other current assets acquired | | | — | | | | | | — | | | | | | 1.6 | | |

| Goodwill acquired | | | — | | | | | | — | | | | | | 593.5 | | |

| Data processing software and other assets acquired | | | — | | | | | | — | | | | | | 2.0 | | |

| Deferred revenue acquired | | | — | | | | | | — | | | | | | (0.6) | | |

| Contingent consideration related to acquisitions | | | — | | | | | | — | | | | | | (10.1) | | |

| Note receivable from property held for sale | | | 6.4 | | | | | | — | | | | | | — | | |

| Deferred income taxes acquired | | | — | | | | | | — | | | | | | (22.6) | | |

| Other non-current liabilities acquired | | | — | | | | | | — | | | | | | (0.4) | | |

| Paycheck Protection Program loan forgiveness | | | $ | — | | | | | $ | — | | | | | $ | 1.3 | |

On April 25, 2024, the Company announced plans to refocus the digital asset business to leverage its core strengths in derivatives, technology, and product innovation.

On May 31, 2024, the Company halted trading on the Cboe Digital spot market (“Cboe Digital spot market”).

The Cboe Digital spot market is closed for all participant and trading purposes.

In addition, the Company plans to transition the cash-settled margin Bitcoin and Ether futures contracts, currently available for trading on Cboe Digital Exchange, LLC's Digital Exchange ("Cboe Digital Exchange"), to CFE in the first half of 2025, pending regulatory review.

The Company has brought Cboe Clear U.S. (formerly, Cboe Clear Digital) under unified leadership with the Global Head of Clearing, and expects to continue to facilitate the clearing of cash-settled margin Bitcoin and Ether futures contracts.

determines whether an impairment has occurred through the use of an undiscounted cash flow analysis of the asset at the lowest level for which identifiable cash flows exist.

Interim impairment testing was performed during the quarter ended June 30, 2022 due to the acquisition of Cboe Digital, resulting in an impairment charge to goodwill.

During the quarter ended September 30, 2022 the Company concluded that the factors indicative of impairment were still relevant, resulting in the write-down of the remaining carrying value of goodwill to zero.

The annual impairment test is performed during the fourth quarter using October 1 carrying values, and if the fair value of the reporting unit is found to be less than the carrying value, an impairment loss is recorded.

The Company performed its 2024 annual goodwill impairment test and determined that no additional impairment existed.

Following the April 2024 announcement of the Cboe Digital spot market wind down and unwinding of the minority ownership structure in the holding company parent of the Cboe Digital entities, the Company performed an interim impairment test for the intangible assets recognized in the Digital reporting unit as the announcement was considered a potential indication of impairment, and recorded an impairment charge in the consolidated statements of income during the three months ended June 30, 2024.

The Company performed its 2024 annual intangible assets impairment test using October 1 carrying values and determined that no additional impairment existed.

Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2024.][added: 2025.]

No changes occurred in the Company’s internal control over financial reporting during the fourth quarter of [removed: 2024] [added: 2025] that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Based on its assessment of the Company’s internal control over financial reporting, management believes that, as of December 31, [removed: 2024,] [added: 2025,] internal control over financial reporting is effective.

The effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2024] [added: 2025] has been audited by KPMG LLP, an independent registered public accounting firm, as stated in their report on page [removed: [94](#ifb6ff76ddf244d0c862c825acd5aec6f_11862).][added: [89](#i4408e71d9c8c4fe5ab1b16531a3b4ccc_9909).]

None of our directors or executive officers adopted or terminated a Rule 10b5-1 trading agreement (as defined in Item 408(c) of Regulation S-K) during the quarter ended December 31, [removed: 2024.][added: 2025.]

[Table](#i2fbe324f89c5407385ae8e7fa6d49100_7) [o](#i2fbe324f89c5407385ae8e7fa6d49100_7)[f Contents](#i2fbe324f89c5407385ae8e7fa6d49100_7)

Information relating to our directors, including our audit committee and audit committee financial experts and the procedures by which stockholders can recommend director nominees, and our executive officers will be in our definitive Proxy Statement for our [removed: 2025] [added: 2026] Annual Meeting of Stockholders planned to be held on May [removed: 6, 2025,] [added: 14, 2026,] which will be filed within 120 days of the end of our fiscal year ended December 31, [removed: 2024 (“2025] [added: 2025 (“2026] Proxy Statement”) and is incorporated herein by reference.

Information relating to our executive officers is included on pages [removed: [26](#i8c12b691b231441a9bf5ab5f463748bc_9379)] [added: [23](#i4b7f1239ed37468fbc67bd6bf6d7ee81_9480)] and [removed: [27](#i8c12b691b231441a9bf5ab5f463748bc_9380)] [added: [24](#i4b7f1239ed37468fbc67bd6bf6d7ee81_9481)] of this Annual Report on Form 10-K.

Information relating to our executive officer and director compensation and the [removed: compensation committee] [added: Compensation and Human Capital Committee] of our Board of Directors will be in the [removed: 2025] [added: 2026] Proxy Statement and is incorporated herein by reference.

Information relating to security ownership of certain beneficial owners of our common stock, information relating to the security ownership of our management, and equity compensation plan information will be in the [removed: 2025] [added: 2026] Proxy Statement and is incorporated herein by reference.

Information regarding certain relationships and related transactions and director independence will be in the [removed: 2025] [added: 2026] Proxy Statement and is incorporated herein by reference.

Information regarding principal accountant fees and services will be in the [removed: 2025] [added: 2026] Proxy Statement and is incorporated herein by reference.

[Table](#i2fbe324f89c5407385ae8e7fa6d49100_7) [o](#i2fbe324f89c5407385ae8e7fa6d49100_7)[f Contents](#i2fbe324f89c5407385ae8e7fa6d49100_7)

Our consolidated financial statements and the related reports of management and our independent registered public accounting firm which are required to be filed as part of this report are included in this Annual Report on Form 10-K beginning at page [removed: [92](#ifb6ff76ddf244d0c862c825acd5aec6f_11863).][added: [87](#i4408e71d9c8c4fe5ab1b16531a3b4ccc_9908).]

- [Consolidated Balance [removed: Sheets](#i2fbe324f89c5407385ae8e7fa6d49100_88) [as of](#i2fbe324f89c5407385ae8e7fa6d49100_88)] [added: Sheets as of](#ic735b6ccda1a481fa4a1f9edfa4f3665_94)] December 31, [added: 2025 [and](#ic735b6ccda1a481fa4a1f9edfa4f3665_94)] 2024 [removed: [and](#i2fbe324f89c5407385ae8e7fa6d49100_88) 2023]

- [Consolidated Statements of Income for the [removed: y](#i2fbe324f89c5407385ae8e7fa6d49100_91)[ears ended](#i2fbe324f89c5407385ae8e7fa6d49100_91)] [added: years ended](#ic735b6ccda1a481fa4a1f9edfa4f3665_97)] December 31, [removed: 2024[,](#i2fbe324f89c5407385ae8e7fa6d49100_91) 2023, [and](#i2fbe324f89c5407385ae8e7fa6d49100_91) 2022][added: 2025[,](#ic735b6ccda1a481fa4a1f9edfa4f3665_97) 2024, [and](#ic735b6ccda1a481fa4a1f9edfa4f3665_97) 2023]

- [Consolidated Statements of Comprehensive Income for the years [removed: ended](#i2fbe324f89c5407385ae8e7fa6d49100_94)] [added: ended](#ic735b6ccda1a481fa4a1f9edfa4f3665_100)] December 31, [removed: 2024[,](#i2fbe324f89c5407385ae8e7fa6d49100_91) 2023, [and](#i2fbe324f89c5407385ae8e7fa6d49100_91) 2022][added: 2025[,](#ic735b6ccda1a481fa4a1f9edfa4f3665_97) 2024, [and](#ic735b6ccda1a481fa4a1f9edfa4f3665_97) 2023]

- [Consolidated Statements of Changes in Stockholders’ Equity for the years [removed: ended](#i2fbe324f89c5407385ae8e7fa6d49100_97)] [added: ended](#ic735b6ccda1a481fa4a1f9edfa4f3665_103)] December 31, [removed: 2024[,](#i2fbe324f89c5407385ae8e7fa6d49100_91) 2023, [and](#i2fbe324f89c5407385ae8e7fa6d49100_91) 2022][added: 2025[,](#ic735b6ccda1a481fa4a1f9edfa4f3665_97) 2024, [and](#ic735b6ccda1a481fa4a1f9edfa4f3665_97) 2023]

- [Consolidated Statements of Cash Flows for the years [removed: ended](#i2fbe324f89c5407385ae8e7fa6d49100_100)] [added: ended](#ic735b6ccda1a481fa4a1f9edfa4f3665_106)] December 31, [removed: 2024[,](#i2fbe324f89c5407385ae8e7fa6d49100_91) 2023, [and](#i2fbe324f89c5407385ae8e7fa6d49100_91) 2022][added: 2025[,](#ic735b6ccda1a481fa4a1f9edfa4f3665_97) 2024, [and](#ic735b6ccda1a481fa4a1f9edfa4f3665_97) 2023]

- [Notes to Consolidated Financial [removed: Statements](#i2fbe324f89c5407385ae8e7fa6d49100_103)][added: Statements](#ic735b6ccda1a481fa4a1f9edfa4f3665_109)]

| Exhibit No. | | | | | | [removed: | | |] Description of Exhibit | | |

| 3.1 | | | | | | [removed: | | |] [Third Amended and Restated Certificate of Incorporation, incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K (File No. 001-34774) filed on October 17, 2017.](https://www.sec.gov/Archives/edgar/data/1374310/000137431017000027/exhibit31-charter.htm) | | |

| 3.2 | | | | | | [removed: | | |] [Eighth](https://www.sec.gov/Archives/edgar/data/1374310/000162828024050040/cboe-20241126xperiodicxex31.htm) [Amended and Restated Bylaws, incorporated by reference to Exhibit 3.1 to the Company’s](https://www.sec.gov/Archives/edgar/data/1374310/000162828024050040/cboe-20241126xperiodicxex31.htm) [removed: [A](https://www.sec.gov/Archives/edgar/data/1374310/000162828024050040/cboe-20241126xperiodicxex31.htm)[mended](https://www.sec.gov/Archives/edgar/data/1374310/000162828024050040/cboe-20241126xperiodicxex31.htm)] [added: [Amended](https://www.sec.gov/Archives/edgar/data/1374310/000162828024050040/cboe-20241126xperiodicxex31.htm)] [Current Report on Form 8-K (File No. 001-34774) filed on](https://www.sec.gov/Archives/edgar/data/1374310/000162828024050040/cboe-20241126xperiodicxex31.htm) [December 5](https://www.sec.gov/Archives/edgar/data/1374310/000162828024050040/cboe-20241126xperiodicxex31.htm)[, 202](https://www.sec.gov/Archives/edgar/data/1374310/000162828024050040/cboe-20241126xperiodicxex31.htm)[4](https://www.sec.gov/Archives/edgar/data/1374310/000162828024050040/cboe-20241126xperiodicxex31.htm)[.](https://www.sec.gov/Archives/edgar/data/1374310/000162828024050040/cboe-20241126xperiodicxex31.htm) | | |

| 4.1 | | | | | | [removed: | | |] [Indenture, dated as of January 12, 2017, by and between the Cboe Global Markets, Inc. (f/k/a CBOE Holdings, Inc.) and Wells Fargo Bank National Association, as trustee, incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No. 001-34774) filed on January 12, 2017.](https://www.sec.gov/Archives/edgar/data/1374310/000110465917002136/a16-24004_5ex4d1.htm) | | |

| 4.2 | | | | | | [removed: | | |] [Officer’s Certificate, dated as of January 12, 2017, establishing the 3.650% Senior Notes due 2027 of Cboe Global Markets, Inc. (f/k/a CBOE Holdings, Inc.), incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K (File No. 001-34774) filed on January 12, 2017.](https://www.sec.gov/Archives/edgar/data/1374310/000110465917002136/a16-24004_5ex4d2.htm) | | |

| 4.3 | | | | | | [removed: | | |] [Form of 3.650% Senior Notes due 2027 (included in Exhibit 4.2 hereto).](https://www.sec.gov/Archives/edgar/data/1374310/000110465917002136/a16-24004_5ex4d2.htm) | | |

| 4.4 | | | | | | [removed: | | |] [Officer’s Certificate, dated as of December 15, 2020, establishing the 1.625% Senior Notes due 2030 of Cboe Global Markets, Inc., incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K (File No. 001-34774) filed on December 15, 2020.](https://www.sec.gov/Archives/edgar/data/1374310/000110465920135728/tm2038487d1_ex4-2.htm) | | |

| 4.5 | | | | | | [removed: | | |] [Form of 1.625% Senior Notes due 2030 (included in Exhibit 4.4 hereto).](https://www.sec.gov/Archives/edgar/data/1374310/000110465920135728/tm2038487d1_ex4-2.htm) | | |

| 4.6 | | | | | | [removed: | | |] [Officers’ Certificate, dated as of March 16, 2022, establishing the 3.000% Senior Notes due 2032 of Cboe Global Markets, Inc., incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K (File No. 001-34774) filed on March 16, 2022.](https://www.sec.gov/Archives/edgar/data/1374310/000110465922034520/tm229342d1_ex4-2.htm) | | |

| 4.7 | | | | | | [removed: | | |] [Form of 3.000% Senior Notes due 2032 (included in Exhibit 4.6 hereto).](https://www.sec.gov/Archives/edgar/data/1374310/000110465922034520/tm229342d1_ex4-2.htm) | | |

| 4.8 | | | | | | [removed: | | |] [Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of [removed: 1934](https://www.sec.gov/Archives/edgar/data/1374310/000162828025006984/cboe-20241231xex48.htm) [(filed herewith)](https://www.sec.gov/Archives/edgar/data/1374310/000162828025006984/cboe-20241231xex48.htm)[.](https://www.sec.gov/Archives/edgar/data/1374310/000162828025006984/cboe-20241231xex48.htm)] [added: 1934, incorporated by reference to Exhibit 4.8 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (File No. 001-34774) filed on February 21, 2025.](https://www.sec.gov/Archives/edgar/data/1374310/000162828025006984/cboe-20241231xex48.htm)] | | |

| 10.1 | | | | | | [removed: | | |] [Second Amended and Restated Credit Agreement, dated as of February 25, 2022, by and among Cboe Global Markets, Inc., with Bank of America, N.A., as administrative agent and as swing line lender, certain lenders named therein, BofA Securities, Inc., as sole lead arranger and sole bookrunner and certain syndication agents named therein, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-34774) filed on February 28, 2022.](https://www.sec.gov/Archives/edgar/data/1374310/000110465922028175/tm227719d2_ex10-1.htm) | | |

| 10.2 | | | | | | [removed: | | | [Facility Agreement, dated July 1, 2020,] [added: [Amendment and Restatement](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [Agreement, dated](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [June 24](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm)[,](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [2025](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm)[,] by and [removed: among European Central Counterparty N.V. as] [added: among](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [Cboe Clear Europe](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [N.V.](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm)[,](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [as] borrower, Cboe Global Markets, [removed: Inc. as] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm)[,](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [as] guarantor, Bank of [removed: America Merrill Lynch International Designated] [added: America](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [Europe](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [Designated] Activity Company, as [removed: co-ordinator, facility agent, lender, sole lead arranger and sole bookrunner,] [added: co-ordinator](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm)[and](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [facility agent](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [and] Citibank [removed: N.A.,] [added: N.A.](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm)[,](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [London Branch] as security [removed: agent,] [added: agent relating to a Facility Agreement originally dated July 1](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm)[,](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [2020, by] and [removed: certain lenders named therein (the “Facility Agreement”),] [added: among the same parties (as previously amended](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [and](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [restated by way of an amendment and restatement agreement dated July 1](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm)[,](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [2021, June 30](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm)[,](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [2022, June 29](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm)[,](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [2023,](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [and](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [June 25, 2024, respectively, and further amended and restated)](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm)[,] incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File [removed: No. 001-34774) filed on July 1, 2020.](https://www.sec.gov/Archives/edgar/data/1374310/000110465920079758/tm2023721d1_ex10-1.htm)] [added: No.](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [001-34771)](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [filed on](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [June 27](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm)[,](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm) [2025](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm)[.](https://www.sec.gov/Archives/edgar/data/1374310/000110465925063674/tm2519024d1_ex10-1.htm)] | | |

| [removed: 10.3 | | |] [added: 10.38] | | | | | | [removed: [Amendment and Restatement Agreement, dated July 1, 2021, by and among European Central Counterparty N.V., Cboe] [added: [Cboe] Global Markets, [removed: Inc., as guarantor, Bank of America Europe Designated Activity Company, as co-ordinator and facility agent and Citibank N.A., London Branch as security agent relating to the Facility Agreement (as amended and restated), incorporated] [added: Inc. Amended](https://www.sec.gov/Archives/edgar/data/1374310/000155837021000972/cboe-20210211xex10d1.htm) [and](https://www.sec.gov/Archives/edgar/data/1374310/000155837021000972/cboe-20210211xex10d1.htm) [Restated](https://www.sec.gov/Archives/edgar/data/1374310/000155837021000972/cboe-20210211xex10d1.htm) [Executive Severance Plan,](https://www.sec.gov/Archives/edgar/data/1374310/000155837021000972/cboe-20210211xex10d1.htm) [incorporated] by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-34774) filed [removed: on July 2, 2021.](https://www.sec.gov/Archives/edgar/data/1374310/000110465921088912/tm2120795d2_ex10-1.htm)] [added: on](https://www.sec.gov/Archives/edgar/data/1374310/000155837021000972/cboe-20210211xex10d1.htm) [February 12](https://www.sec.gov/Archives/edgar/data/1374310/000155837021000972/cboe-20210211xex10d1.htm)[,](https://www.sec.gov/Archives/edgar/data/1374310/000155837021000972/cboe-20210211xex10d1.htm) [2021.*](https://www.sec.gov/Archives/edgar/data/1374310/000155837021000972/cboe-20210211xex10d1.htm)] | | |

| [removed: 10.4 | | |] [added: 10.42] | | | | | | [removed: [Amendment and Restatement Agreement, dated June 30, 2022, by] [added: [Third Amended] and [removed: among European Central Counterparty N.V., as borrower, Cboe] [added: Restated](https://www.sec.gov/Archives/edgar/data/1374310/000110465925045577/tm2514232d1_ex10-1.htm) [Cboe] Global Markets, [removed: Inc., as guarantor, Bank of America Europe Designated Activity Company, as co-ordinator and facility agent and Citibank N.A., London Branch as security agent relating to the Facility Agreement (as amended and restated),] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1374310/000110465925045577/tm2514232d1_ex10-1.htm) [Long-Term Incentive](https://www.sec.gov/Archives/edgar/data/1374310/000110465925045577/tm2514232d1_ex10-1.htm) [Plan](https://www.sec.gov/Archives/edgar/data/1374310/000110465925045577/tm2514232d1_ex10-1.htm)[,] incorporated by reference to [removed: Exhibit 10.1 to the Company’s Current Report] [added: Exhibit](https://www.sec.gov/Archives/edgar/data/1374310/000110465925045577/tm2514232d1_ex10-1.htm) [10.1](https://www.sec.gov/Archives/edgar/data/1374310/000110465925045577/tm2514232d1_ex10-1.htm) [to the](https://www.sec.gov/Archives/edgar/data/1374310/000110465925045577/tm2514232d1_ex10-1.htm) [Company’s Current](https://www.sec.gov/Archives/edgar/data/1374310/000110465925045577/tm2514232d1_ex10-1.htm) [Report] on [removed: Form 8-K (File] [added: Form](https://www.sec.gov/Archives/edgar/data/1374310/000110465925045577/tm2514232d1_ex10-1.htm) [8-K](https://www.sec.gov/Archives/edgar/data/1374310/000110465925045577/tm2514232d1_ex10-1.htm) [(File] No. 001-34774) filed [removed: on July 5, 2022.](https://www.sec.gov/Archives/edgar/data/1374310/000110465922077405/tm2220319d1_ex10-1.htm)] [added: on](https://www.sec.gov/Archives/edgar/data/1374310/000110465925045577/tm2514232d1_ex10-1.htm) [May 7](https://www.sec.gov/Archives/edgar/data/1374310/000110465925045577/tm2514232d1_ex10-1.htm)[,](https://www.sec.gov/Archives/edgar/data/1374310/000110465925045577/tm2514232d1_ex10-1.htm) [2025.*](https://www.sec.gov/Archives/edgar/data/1374310/000110465925045577/tm2514232d1_ex10-1.htm)] | | |

| [removed: 10.7 | | |] [added: 10.3] | | | | | | [Restated [removed: License Agreement, dated November 1, 1994,] [added: License](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [Agreement, dated](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [November](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [1,](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [1994](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm)[,] by [removed: and between] [added: and](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [between] Standard & [removed: Poor's] [added: Poor’s] Financial Services LLC (as successor-in-interest to Standard & [removed: Poor's,] [added: Poor’s,] a division of [removed: McGraw-Hill, Inc.) and Cboe] [added: McGraw-Hill](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm)[,](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [Inc.)](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [and](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [Cboe] Exchange, [removed: Inc. (f/k/a] [added: Inc](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm)[.](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm)[(f/k/a] Chicago Board Options Exchange, Incorporated) (the [removed: "S&P] [added: “S&P] License [removed: Agreement"),] [added: Agreement”)](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm)[,] incorporated by reference to Exhibit 10.1 [removed: to Amendment] [added: to](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [Amendment] No. 6 [removed: to the Company's Registration Statement on Form S-4 (File No. 333-140574) filed on April 12, 2010.+](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm)] [added: to](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [the Company’s](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [Registration Statement](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [on Form](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [S-4](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [(File No.](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [333-140574)](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [filed on](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [April 12](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm)[,](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm) [2010.+](https://www.sec.gov/Archives/edgar/data/1374310/000104746910003628/a2197659zex-10_1.htm)] | | |