Cboe Global Markets (CBOE) risk factors: FY2025 10-K

Item 1A of the 10-K for the period ending 2025-12-31, filed 2026-02-20. 35 risk factor headings as filed. Read Item 1A in full · The whole 10-K · What changed since FY2024

1new since FY2024
4reworded
3removed
30unchanged

Headings mentioning a theme: Tariffs 1 · AI 0 · Cybersecurity 0 · China 0 · Interest rates 0. Compare across the S&P 500.

Risks Relating to Our Business

21
  1. Loss of our right to exclusively list and trade certain index options and futures could have a material adverse effect on our financial performance.
  2. General economic conditions and other factors beyond our control could significantly reduce demand for our products and services and harm our business.
  3. Our business may be adversely affected by price competition.
  4. A significant portion of our operating revenues is generated by our transaction and clearing-based businesses. If the amount of trading volume on our markets or clearing volume decreases, or the product mix shifts to lower revenue products, our revenues from transaction and clearing fees will most likely decrease.
  5. Revenues from our market data fees and access and capacity fees may be reduced due to declines in our market share, trading volumes or regulatory changes.
  6. The technology upon which we rely, including that of our service providers, may be susceptible to security vulnerabilities or breaches that could harm our business and our role in the global marketplace puts us at heightened risk relative to other public companies.
  7. If we fail to attract or retain highly skilled management and other employees our business may be harmed.
  8. Intense competition could materially adversely affect our market share and financial performance.
  9. Our business and operations are dependent upon a number of third parties. An interruption, significant increase in fees or cessation or impairment of the services provided by or activities performed by any such third-party could have a material adverse effect on our business, financial condition, and operating results.reworded
  10. If an index provider from which we have a license or a service provider with respect to proprietary products fails to maintain the quality and integrity of their indices or fails to perform under our agreements with them, if we fail to maintain the quality and integrity of our proprietary indices or indices and other values that we calculate or disseminate for customers, or if customer preferences change, the revenues that are generated from the trading of proprietary products or the calculation and dissemination of index values may suffer.reworded
  11. We may not effectively manage our growth, which could materially harm our business, financial condition, and operating results.
  12. Our global operations are complex and subject us to increased business and economic risks that could adversely affect our financial results.
  13. Global trade policies, including the assessment of tariffs and other impositions on imported goods, may have a material adverse impact on our business.newTariffs
  14. We and our licensors may not be able to protect our respective intellectual property rights.
  15. Our clearinghouse operations expose us to associated risks, including credit, liquidity, market and other risks related to the defaults of clearing members and other counterparties, and risks related to investing of collateral.reworded
  16. Computer and communications systems failures and capacity constraints could harm our reputation and our business.
  17. Damage to our reputation could have a material adverse effect on our business, financial condition, and operating results.
  18. A limited number of customers comprise a material portion of our revenues, and the loss of key customers or a significant reduction in trading or clearing volumes by key customers could adversely affect our operating results.
  19. Financial or other problems experienced by third parties could have an adverse effect on our business.
  20. We may be required to assume ownership of a position in securities in connection with our order routing service, which could subject us to trading losses when our broker-dealer disposes of that position.
  21. We selectively explore acquisition opportunities, strategic alliances and divestitures relating to businesses, products, or technologies. We may not be successful in divesting or integrating businesses, products, or technologies. Any such transaction also may not produce the results we anticipate, which could materially adversely affect our business, financial condition, and operating results.reworded

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Risks Relating to Legal and Regulatory Matters

9
  1. We operate in a highly regulated industry and may be subject to censures, fines, and other legal proceedings if we fail to comply with legal and regulatory obligations.
  2. Legislative or regulatory changes affecting our markets could have a material adverse effect on our business, financial condition, and operating results.
  3. Any infringement by us on intellectual property rights of others could result in litigation and could have a material adverse effect on our operations.
  4. Misconduct by our TPHs, members, participants or others could harm us.
  5. Managing our business interests and our regulatory responsibilities may adversely affect our business.
  6. If our risk management and compliance methods are not effective, we may suffer adverse consequences, such as investigations and enforcement actions from regulators, our business, financial condition, and operating results may be adversely affected.
  7. Our ability to implement or amend rules could be limited or delayed by required regulatory review processes, which could negatively affect our ability to implement needed changes.
  8. Changes in the tax laws and regulations affecting us, our offerings and our market participants could have a material adverse effect on our business.
  9. We are subject to litigation risks and other liabilities.

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Risks Related to Our Common Stock and Indebtedness

5
  1. If our goodwill, long-lived assets, investments in non-consolidated subsidiaries, and intangible assets become impaired, the resulting charge to earnings may be significant.
  2. We have outstanding indebtedness and commitments, which may decrease our business flexibility and adversely affect our business, financial condition, and operating results.
  3. Deterioration in our credit profile may increase our costs of borrowing money.
  4. Any decision to pay dividends on our common stock is at the discretion of our Board of Directors and depends upon the earnings and cash flow of our operating subsidiaries. Accordingly, there can be no guarantee that we will pay dividends to our stockholders.
  5. Certain provisions in our organizational documents and governing law could prevent or delay a change of control.

Read these in Item 1A · See the changes

No longer in Item 1A

3

Headings in the FY2024 10-K with no match this year.

  1. Our decision to wind down the Cboe Digital spot crypto market may negatively impact our digital asset business.
  2. 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.
  3. BIDS Trading’s ability to operate under its current regulatory framework is dependent upon the sufficiency of a novel operational and governance framework we have developed to govern our relationship with BIDS Trading and our ability to comply with such framework and if we fail to adhere to such framework or the BIDS Trading ATS is otherwise deemed a “facility” of our registered national securities exchanges, our business, financial condition, and operating results may be adversely affected.

Headings are the lines of Item 1A set wholly in bold or italics, as the parser reads them, without the introductory paragraph that opens the section. A heading is new when no heading in the prior 10-K matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. Source: the filing on sec.gov.