MKTX MarketAxess

Filed: 10 Jun 21, 4:34pm





Washington, D.C. 20549






Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 9, 2021



MarketAxess Holdings Inc.

(Exact Name of Registrant as Specified in its Charter)




Delaware 001-34091 52-2230784

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

55 Hudson Yards

New York, New York 10001

(Address of principal executive offices, including zip code)

(212) 813-6000

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class





Name of each exchange

on which registered

Common Stock, par value $0.003 per share MKTX NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐




Item 5.07

Submission of Matters to a Vote of Security Holders

On June 9, 2021, MarketAxess Holdings Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders (the “2021 Annual Meeting”). A total of 34,308,505 shares of common stock were present or represented by proxy at the 2021 Annual Meeting, representing 91.22% of the issued and outstanding shares entitled to vote at the meeting. The proposals voted upon and the final results of the vote were as follows:

Proposal 1 — Election of Directors. The results were as follows:



  For  Against  Abstain  Broker

Richard M. McVey

  32,006,489  949,434  316,409  1,036,173

Nancy Altobello

  33,128,295  139,244  4,793  1,036,173

Steven L. Begleiter

  32,819,903  447,354  5,075  1,036,173

Stephen P. Casper

  32,095,170  1,164,217  12,945  1,036,173

Jane Chwick

  32,988,112  279,218  5,002  1,036,173

Christopher R. Concannon

  32,974,353  284,760  13,219  1,036,173

William F. Cruger

  31,576,367  1,691,269  4,696  1,036,173

Kourtney Gibson

  33,239,279  28,134  4,919  1,036,173

Justin G. Gmelich

  33,173,853  93,178  5,301  1,036,173

Richard G. Ketchum

  33,238,964  28,637  4,731  1,036,173

Emily H. Portney

  33,112,723  29,473  130,136  1,036,173

Richard L. Prager

  33,239,220  28,499  4,613  1,036,173

Proposal 2 — Ratification of the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021. The results were as follows:



  Against  Abstain


  1,148,939  77,282

Proposal 3 — Advisory vote on the compensation of the Company’s named executive officers as disclosed in the proxy statement pursuant to the SEC’s compensation disclosure rules (referred to as the “say-on-pay” proposal). The results were as follows:



  Against  Abstain  Broker Non-Votes


  1,264,305  9,528  1,036,173

For more information on the 2021 Annual Meeting and the foregoing proposals, see the Company’s 2021 Proxy Statement.




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.


Date: June 10, 2021 By: 

/s/ Scott Pintoff

 Name: Scott Pintoff
 Title: General Counsel and Secretary