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) February 24, 2026 ~~(February 2, 2026)~~

_________________________________________________________

CME GROUP INC.

(Exact Name of Registrant as Specified in its Charter)

_________________________________________________________

Delaware

001-31553

36-4459170

(State or Other Jurisdiction
of Incorporation)

(Commission
File No.)

(IRS Employer
Identification No.)

20 South Wacker Drive

Chicago

Illinois

60606

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (312) 930-1000

N/A

(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 (see General Instruction A.2. below):


☐			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	Trading symbol	Name of each exchange on which registered
Class A Common Stock	CME	Nasdaq

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 72.0102. ~~Regulation~~Results FDof ~~Disclosure~~Operations and Financial Condition.

OnThe ~~February~~information set forth under “Item 2,.02. ~~2026~~Results Of Operations and Financial Condition,” ~~CME~~including ~~Group~~the ~~Inc.~~Exhibit ~~communicated~~attached ~~pricing~~hereto, ~~changes~~shall tonot ~~its~~be ~~clients~~deemed ~~via~~“filed” ~~Special~~for ~~Executive~~purposes ~~Report~~of ~~9676.~~Section 18 Aof ~~copy~~the Securities Exchange Act of ~~this~~1934, ~~notice~~nor ~~has~~shall ~~been~~it ~~posted~~be todeemed incorporated by reference in any filing under the ~~Company’s~~Securities ~~website~~Act of 1933, except as shall be expressly set forth by specific reference in such filing.

~~The~~Attached ~~information~~and ~~furnished~~incorporated ~~under~~herein ~~Item~~by ~~7.01~~reference ofas ~~this~~Exhibit ~~report~~99.1 ~~shall~~is ~~not~~a becopy ~~deemed~~of ~~“filed”~~a ~~for~~press ~~purposes~~release of ~~Section~~CME 18Group ofInc. ~~the~~dated ~~Securities~~February ~~Exchange Act of 1934~~4, ~~as amended (the “Exchange Act”)~~2026, orreporting ~~otherwise~~CME ~~subject~~Group ~~to the liabilities of that section~~Inc.’s ~~The~~financial ~~information~~results ~~furnished~~for ~~under Item 7.01 of this report shall not be deemed to be incorporated by reference in any filing under~~ the ~~Securities~~quarter ~~Act~~and ofyear ~~1933,~~ended asDecember ~~amended~~31, ~~or the Exchange Act, except as expressly set forth by specific reference in such filing~~2025.

To supplement CME Group’s financial statements on a GAAP basis, the attached press release includes financial measures that are not in accordance with GAAP, consisting of non-GAAP revenues, expenses, operating income, net income and earnings per share. Management believes that the presentation of non-GAAP revenues, expenses, operating income, net income and earnings per share provide important supplemental information to management and investors about financial and business trends relating to CME Group Inc.’s financial condition and results of operations. Management believes that the use of these non-GAAP financial measures provide a better measure of comparability with the Company’s prior financial reports. Management acknowledges that non-GAAP adjustments may include recurring items. These non-GAAP measures should be considered as a supplement to, and not as a substitute for, or superior to, the corresponding measures calculated in accordance with GAAP. Pursuant to the requirements of Regulation G, CME Group Inc. has included a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures in the press release.


Item 9.01			Financial Statements and Exhibits.

Exhibit



Exhibit Number						Description

99.1						Press Release, dated February 4 , 202 6 .
104						The cover page from CME Group Inc.'s Current Report on Form 8-K, formatted in Inline XBRL.

Number Description

104 The cover page from CME Group Inc.’s Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CME Group Inc.

Registrant

Date: February 2, 2026

By:

/s/ Lynne Fitzpatrick

Date: February 4, 2026

By:

/s/ Lynne Fitzpatrick

Name:Title:

Lynne FitzpatrickSenior Managing Director, President and Chief Financial OfficerPrincipal Financial Offer andDuly Authorized Officer

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