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General Information About the Meeting
(Continued)
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WHO PAYS FOR THE SOLICITATION OF PROXIES?
The solicitation is being conducted by CME Group, which pays for the cost of soliciting proxies. Proxies will be solicited on behalf of the board of directors. This
solicitation is being made by mail and over the Internet, but also may be made by telephone or in person. We have hired D.F. King for $14,000, plus
out-of-pocket
expenses, to assist in the solicitation. We will reimburse brokerage firms and other custodians, nominees and fiduciaries for their
out-of-pocket
expenses for sending
proxy materials to shareholders and obtaining their vote. Additionally, nominees for Class B director may make solicitations to our shareholders. Such nominees are responsible for the costs incurred in connection with their individual
solicitation efforts.
WHEN ARE SHAREHOLDER PROPOSALS DUE FOR THE 2020 ANNUAL MEETING?
To be considered for inclusion in the 2020 proxy statement, shareholder proposals must be received in writing at our principal executive offices no later than
November 20, 2019. You should be aware that your proposal must comply with the SEC regulations regarding inclusion of shareholder proposals in company-sponsored proxy materials.
Similarly, in order for you to raise a proposal from the floor during next years meeting, we must have timely received written notice of the proposal. In accordance
with our bylaws, to be timely, a shareholders notice must be delivered to our Corporate Secretary not earlier than the close of business on January 8, 2020 (the 120
th
day) and not later
than the close of business on February 7, 2020 (the 90
th
day) prior to the anniversary of the 2019 annual meeting; provided, however, in the event that the date of the 2020 annual meeting is
more than 30 days before or more than 60 days after May 8, 2019, to be timely, notice must be delivered not earlier than the open of business on the 120
th
day prior to the actual date of the
2020 annual meeting and not later than the close of business on the later of the 90
th
day prior to the actual date of the 2020 annual meeting or, if the first public announcement of the date of
the 2019 annual meeting is less than 100 days prior to the date of the meeting, the 10
th
day following the day on which public announcement of the date of the 2020 annual meeting is first made by
CME Group. Your notice of the proposal must contain the information required under our bylaws in order to be considered.
In addition, to be considered at the 2020
annual meeting, proxy access nominations of Equity directors must comply with the requirements and conditions of our proxy access bylaw, including the delivery of proper notice to our Corporate Secretary not earlier than the open of business on
October 21, 2019 (the 150th day) and not later than the close of business on November 20, 2019 (the 120th day) prior to the first anniversary of the date we first distributed this proxy statement to shareholders.
Shareholder proposals and proxy access nominations should be sent by mail directed to the Corporate Secretary (Kathleen M. Cronin), CME Group Inc., 20 South
Wacker Drive, Chicago, Illinois 60606 or by fax to her attention at 312.930.4556.
ARE THERE ANY MATTERS TO BE VOTED ON AT THE MEETING THAT
ARE NOT INCLUDED IN THE PROXY STATEMENT?
At the time this proxy statement went to press, we knew of no matters to be addressed at the annual meeting
beyond those described in this proxy statement. If any other matter is presented at the annual meeting, your proxies will vote in accordance with their best judgment.
WHERE CAN I FIND THE VOTING RESULTS OF THE ANNUAL MEETING?
We intend to announce preliminary voting results by press release following the annual meeting and will file the final results in a current report on Form
8-K
within four business days of the meeting as required by SEC regulations.
IF I RECEIVED PAPER COPIES
OF MATERIALS, CAN I RECEIVE FUTURE PROXY MATERIALS ONLINE?
Yes. If you chose this option, you will not receive paper copies of the proxy materials in the
mail. Choosing this option will save us printing and mailing costs and may benefit the environment.
If you hold shares in your name (instead of through a broker or
other nominee), you can choose this option by following the instructions provided when you vote over the Internet at
www.proxyvote.com
and, when prompted, indicate that you agree to receive or access shareholder communications electronically.
If you hold your shares through a broker or other nominee, you should follow the instructions regarding electronic delivery, if any, provided by your broker or other nominee.
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8
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Notice of Annual Meeting of Shareholders
and 2019 Proxy Statement
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