Business Context and Reporting Period
Tradeweb Markets Inc. filed this Form 8-K to report the results of its 2021 Annual Meeting of Stockholders, held on May 11, 2021. The report was signed and filed on May 17, 2021. The company’s Class A common stock trades on Nasdaq under the symbol TW.
Meeting Results
| Proposal | Result |
|---|---|
| Election of Paula Madoff, Thomas Pluta, and Brian West as Class II directors | All three elected to three-year terms expiring at the 2024 Annual Meeting, or until successors are elected and qualified. |
| Ratification of Deloitte & Touche LLP | Approved as the independent registered public accounting firm for the fiscal year ending December 31, 2021. |
| Advisory vote on executive compensation | Approved on a non-binding basis. |
| Advisory vote on frequency of executive-compensation votes | Three-year frequency received the most votes. |
Detailed Vote Totals
| Proposal or Nominee | For | Against or Withheld | Abstentions | Broker Non-Votes |
|---|---|---|---|---|
| Paula Madoff | 1,255,425,557 | 36,969,301 withheld | Not separately reported | 3,032,663 |
| Thomas Pluta | 1,260,377,619 | 32,017,239 withheld | Not separately reported | 3,032,663 |
| Brian West | 1,240,003,230 | 52,391,628 withheld | Not separately reported | 3,032,663 |
| Deloitte & Touche LLP | 1,295,393,998 | 29,830 | 3,693 | Not reported |
| Executive compensation | 1,278,118,972 | 14,107,879 | 168,007 | 3,032,663 |
| Compensation vote frequency: one year | 78,116,380 | Other results: two years 11,319; three years 1,210,409,628; abstentions 3,857,531; broker non-votes 3,032,663. |
Financial Metrics and Material Changes
This filing does not provide revenue, profit, cash flow, margins, debt, liquidity, operating guidance, or other financial metrics. It does not report a material change in the company’s financial condition or operating performance versus a prior period.
Guidance, Risks, and Unusual Items
The filing contains no management guidance, outlook, risk update, contingency disclosure, or unusual financial item. The three-year frequency received the most advisory votes; the filing does not state whether the board formally adopted that frequency.
Investor Verification Points
- Confirm the board’s formal determination regarding the frequency of future executive-compensation votes.
- Review the definitive proxy statement filed March 30, 2021 for director backgrounds, compensation details, and proposal context.
- Confirm the appointment and scope of Deloitte & Touche LLP’s audit engagement for fiscal 2021.
- Note that the director elections and executive-compensation vote results include broker non-votes, while the compensation-frequency vote was advisory and non-binding.