Attached files
| file | filename |
|---|---|
| EX-99.1 - EX-99.1 - MARKETAXESS HOLDINGS INC | d337345dex991.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 2, 2017
MarketAxess Holdings Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-34091 | 52-2230784 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
299 Park Avenue
New York, New York 10171
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (212) 813-6000
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On February 2, 2017, the Board of Directors of MarketAxess Holdings Inc. (the “Company”) elected Richard G. Ketchum to serve on the Company’s Board of Directors, effective April 1, 2017. The Board of Directors has not determined which committees, if any, to which Mr. Ketchum will be appointed.
There were no arrangements or understandings pursuant to which Mr. Ketchum was elected as a director of the Company. There were no transactions since the beginning of the Company’s last fiscal year, or any currently proposed transaction, to which the Company or any of its subsidiaries was or is to be a participant, in which the amount involved exceeds $120,000 and in which Mr. Ketchum had, or will have, a direct or indirect material interest.
Mr. Ketchum will receive the same compensation as other non-employee directors of the Company as described in the Company’s Proxy Statement filed on April 25, 2016.
Item 7.01 Regulation FD Disclosure
On February 2, 2017 the Company issued a press release announcing Mr. Ketchum’s election, which is attached hereto as exhibit 99.1 and is incorporated by reference into this Item 7.01.
The information included in this Current Report on Form 8-K (including Exhibit 99.1 hereto) that is furnished pursuant to this Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. In addition, the information included in this Current Report on Form 8-K (including Exhibit 99.1 hereto) that is furnished pursuant to this Item 7.01 shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference into such filing.
Item 9.01 Financial Statements and Exhibits
| (d) | Exhibits: |
| 99.1 | Press Release entitled “Former FINRA Head Richard G. Ketchum to Join MarketAxess Board of Directors” issued by MarketAxess Holdings Inc. on February 2, 2017. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MARKETAXESS HOLDINGS INC. | ||||||||
| Date: February 2, 2017 | By: | /s/ Richard M. McVey | ||||||
| Name: | Richard M. McVey | |||||||
| Title: | Chief Executive Officer | |||||||
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EXHIBIT INDEX
| Exhibit | ||
| 99.1 | Press Release entitled “Former FINRA Head Richard G. Ketchum to Join MarketAxess Board of Directors” issued by MarketAxess Holdings Inc. on February 2, 2017. | |
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