MarketAxess Holdings Inc. filed a Form 8-K on October 29, 2026, disclosing the voting results from a special meeting of stockholders held that same day to consider proposals related to its planned merger with Intercontinental Exchange, Inc.

Key Highlights

  • Merger Agreement approved: Stockholders voted 28,241,324 for, 34,133 against, and 38,825 abstaining on the proposal to adopt the Agreement and Plan of Merger with ICE.
  • Quorum reached: 28,314,282 shares, representing approximately 80.4% of outstanding voting power, were present virtually or by proxy at the Special Meeting.
  • Record date shares: As of September 16, 2026, there were 35,197,197 shares of MarketAxess Common Stock outstanding, each entitled to one vote.
  • Merger-Related Compensation Proposal: The non-binding, advisory compensation proposal passed with 28,011,448 votes for, 291,308 against, and 11,526 abstaining.
  • Adjournment Proposal: The adjournment proposal received 26,975,539 votes for, 1,308,994 against, and 29,749 abstaining.
  • Expected closing: According to the filing, the Merger is expected to close in the first quarter of 2027, subject to remaining customary closing conditions and regulatory approvals.

MarketAxess Special Meeting Results: ICE Merger Vote Details

According to the filing, MarketAxess Holdings Inc. (NASDAQ:MKTX) held a special meeting of stockholders on October 29, 2026, to consider proposals related to the Agreement and Plan of Merger dated July 29, 2026, among MarketAxess, Intercontinental Exchange, Inc. ("ICE"), and Igloo Merger Sub II, Inc. ("Merger Sub"). The Merger Agreement provides, among other things, that Merger Sub will merge with and into MarketAxess, with MarketAxess surviving as a wholly owned subsidiary of ICE.

The filing reports that the Merger Agreement Proposal received the requisite stockholder vote for approval, with 28,241,324 shares voting in favor, 34,133 against, and 38,825 abstaining. The non-binding, advisory Merger-Related Compensation Proposal, which covered compensation that may be paid or become payable to MarketAxess named executive officers in connection with the Merger, also passed. The Adjournment Proposal, which would have allowed the meeting to be postponed if necessary, likewise received majority support, though it was not needed given the primary proposal's approval.

The filing notes that the Merger "remains subject to the remaining customary closing conditions and approvals, including the receipt of other required regulatory approvals," and that the Merger "is expected to close in the first quarter of 2027." The filing also states that forward-looking statements, including the expected closing timeline, are subject to the company's cautionary language and a range of risks and uncertainties described therein. For additional information on the proposals, the filing directs readers to the definitive proxy statement filed with the SEC on September 18, 2026.

What Was Disclosed

MarketAxess disclosed the voting results from its October 29, 2026 special stockholder meeting, confirming approval of the merger agreement with ICE. The deal, signed July 29, 2026, would make MarketAxess a wholly owned ICE subsidiary, with closing expected in the first quarter of 2027.