8-K 1 a2049679z8-k.txt 8-K -------------------------------------------------------------------------------- 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): May 14, 2001 CHICAGO MERCANTILE EXCHANGE INC. (Exact name of registrant as specified in its charter) DELAWARE 000-32645 36-4340266 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification Number)

30 South Wacker Drive Chicago, Illinois 60606 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (312) 930-1000 Not Applicable (Former name or former address, if changed since last report) -------------------------------------------------------------------------------- ITEM 5. OTHER EVENTS On May 14, 2001, Chicago Mercantile Exchange Inc. issued a press release regarding the execution of a letter of intent with The Chicago Board Option Exchange to create a joint venture to introduce single-stock futures. A copy of that press release is filed as Exhibit 99.1 to this Current Report on Form 8-K. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED None. (b) PRO FORMA FINANCIAL INFORMATION None. (c) EXHIBITS The following exhibit is filed with this Form 8-K:

~~DELAWARE~~Exhibit ~~333-95561~~No. ~~36-4340266~~Exhibit ~~(State~~Description or--------------- ~~other~~--------------------------------------------------------------------- ~~jurisdiction~~99.1 ofPress ~~(Commission~~Release ~~File~~dated ~~Number)~~May ~~(IRS~~14, ~~Employer Identification incorporation) Number)~~2001.

SIGNATURE 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: May 14, 2001 CHICAGO MERCANTILE EXCHANGE INC. By: /s/ Nancy Goble ----------------------------- Nancy Goble Controller EXHIBIT INDEX

~~Number~~Exhibit ofNo. ~~One-Thousandths~~Exhibit ofDescription ~~a Share of Series A Junior Right Participating Preferred Stock~~ --------------- -------------------------------- ~~Class A 1 Class B~~-~~1 1,800 Class B~~-2----------------------------------- 99.1~~,200~~ ~~Class~~Press ~~B-3~~Release ~~600~~dated ~~Class~~May ~~B-4~~14, ~~100~~2001.

=============================================================================================================== IF INITIAL PUBLIC OFFERING COMPLETED IF INITIAL PUBLIC OFFERING NOT COMPLETED PRIOR TO MARCH 1, 2002: PRIOR TO MARCH 1, 2002: DATE ON WHICH INDICATED PERCENTAGE OF CLASS A SHARES DATE ON WHICH INDICATED PERCENTAGE OF CLASS A BECOMES TRANSFERABLE FREE OF RESTRICTIONS* SHARES BECOMES TRANSFERABLE FREE OF RESTRICTIONS Release Date Transferable Percentage Release Date Transferable Percentage --------------------------------------------------------------------------------------------------------------- Date of Initial Public To be established by CME's March 1, 2002 25% Offering (IPO) board (approximately 10% in the aggregate) --------------------------------------------------------------------------------------------------------------- 181st day following Incremental 25% June 1, 2002 50% date of IPO --------------------------------------------------------------------------------------------------------------- 361st day following Incremental 25% September 1, 2002 75% date of IPO --------------------------------------------------------------------------------------------------------------- 541st day following Balance to equal 100% December 1, 2002 100% date of IPO ===============================================================================================================

Exhibit No. Exhibit Description ------------------ ------------------------------------------------------------------------------------ 3.1 Amended and Restated Certificate of Incorporation of CME, reflecting amendment approved by shareholders on April 18, 2001 4.1 Rights Agreement dated as of March 7, 2001 between CME and Mellon Investor Services LLC, as Rights Agent (incorporated by reference to Exhibit 10.16 to the Annual Report on Form 10-K for the year ended December 31, 2000 (File No. 333-95561)). 99.1 Press Release dated March 8, 2001 announcing the adoption of the Rights Agreement. 99.2 Press Release dated April 16, 2001 announcing results of operations for quarter ended March 31, 2001. 99.3 Press Release dated April 18, 2001 announcing results of voting at annual meeting of shareholders held on April 18, 2001.

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