Jack Tobin
About Jack Tobin
Jack Tobin is Managing Director and Chief Accounting Officer (CAO) of CME Group, appointed effective April 1, 2015; he has been with CME/CBOT organizations for more than 23 years and is a registered certified public accountant. He previously served as Managing Director, Corporate Finance at CME (2007–2015), Director, Corporate Finance at CBOT Holdings and CBOT (2002–2007), and a principal consultant at PricewaterhouseCoopers (1997–2002). In September 2025, he notified CME of his voluntary retirement and will remain CAO through October 30, 2026 to support a smooth transition; the company reported no disagreements related to his retirement. Company performance over his tenure improved materially: revenues rose from $3.269B in FY2015* to $5.698B in FY2024*, EBITDA from $2.229B* to $4.273B*, and net income from $1.247B to $3.526B.
Company performance (CME Group)
| Metric (USD) | FY 2015 | FY 2024 |
|---|---|---|
| Revenues | $3,269.4M* | $5,698.4M* |
| EBITDA | $2,228.6M* | $4,273.5M* |
| Net Income - (IS) | $1,247.0M | $3,525.8M |
*Values retrieved from S&P Global
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| CME Group | Managing Director & Chief Accounting Officer | 2015–2026 | Accounting leadership; reporting continuity; retirement announced with transition plan |
| CME Group | Managing Director, Corporate Finance | 2007–2015 | Corporate finance leadership within CME |
| CBOT Holdings & Board of Trade of the City of Chicago | Director, Corporate Finance | 2002–2007 | Corporate finance leadership during pre-merger era |
| PricewaterhouseCoopers | Principal Consultant | 1997–2002 | Advisory/consulting experience; CPA credential |
Fixed Compensation
Compensation program design applicable to senior management/CAO
| Component | Key design | Notes |
|---|---|---|
| Base salary | Targeted near the 50th percentile of market; reviewed annually | Determined by role, responsibilities, performance, and market data |
| Annual cash bonus | Funded and paid based on company “cash earnings” achievement | Committee sets threshold/target/maximum and pays per formula; no discretionary overlay used in 2023 |
| Long-term equity | Annual grants in September; mix of 50% time-vested restricted stock and 50% performance shares | Awards approved by committee using percentage of base salary; grant date typically September 15 |
| Perquisites | Limited; aggregate value for NEOs in 2023 did not exceed $10,000; no tax gross-ups on perqs | Executive physicals, limited security/parking; aligns with “modest perquisites” philosophy |
| Governance practices | Clawback/recoupment policies; no excessive severance or tax gross-ups; best-practice program | At least 50% of target total comp tied to performance metrics; retention-oriented but risk-mitigated |
Note: Specific base, bonus targets, and payouts for Mr. Tobin are not individually disclosed in CME’s proxies; the CAO’s awards are approved by the compensation committee (not under CEO’s delegated authority).
Performance Compensation
Design levers and recent outcomes (program-level, applicable to CAO role)
| Incentive | Metric | Weighting | Target | Actual/Payout | Vesting / Period |
|---|---|---|---|---|---|
| Annual bonus | Cash earnings (company-level) | Not disclosed per individual | Committee-set threshold/target/max | 2023: Cash earnings ≈119.5% of target; bonuses paid ≈197.69% of target for NEOs (program formula, no discretion) | Cash bonus paid after year-end; calculated on salary paid during plan year |
| Performance shares (PS-TSR) | Relative TSR vs S&P 500 | 50% of PS mix | Target shares granted | 2020 grant for 2021–2023 certified at 169.44% of target; capped at 100% if TSR negative for future awards (cap applied starting 2023 awards) | 3-year performance; vest post-certification |
| Performance shares (PS-NIM) | Absolute net income margin | 50% of PS mix | Target level set ex ante | Metric added in 2023 in response to investor feedback to focus on operational control; targets set to require “significant effort” for 2024–2026 | 3-year performance; vest post-certification |
| Restricted stock (RS) | Time-based retention | 50% of annual equity award value | n/a | n/a | Time-vested schedule; dividends accrued and paid at vesting; no option repricing allowed under plans |
Program notes
- Annual equity awards approved prior to the grant date and issued based on pre-set formulas; annual grant date September 15 (or nearest business day).
- The CAO’s equity awards require committee approval (not delegated).
Equity Ownership & Alignment
| Policy/Practice | Details |
|---|---|
| Ownership guidelines | CEO: ≥5x salary; other named executive officers: ≥3x salary; senior management monitored annually; all NEOs satisfied, others satisfied or on track as of 2024 review |
| Hedging/Pledging | Derivative/hedging prohibited; pledging of Class A shares prohibited; no current pledging by directors/executive officers |
| Beneficial ownership concentration | None of directors, director nominees, or executive officers beneficially own >1% of any class of common stock (as of March 6, 2023) |
Note: Individual share counts for Mr. Tobin are not disclosed in the proxies reviewed; no indication of pledged shares for executives per policy and disclosures.
Employment Terms
| Topic | Terms/Status | Source |
|---|---|---|
| Retirement notice | Voluntary retirement notified Sept 9, 2025; remains CAO until Oct 30, 2026; no disagreements stated | |
| Severance plan (execs other than CEO) | Severance equals 2 weeks per year of service (min 4 weeks); max 38 weeks (performance terminations) or 52 weeks (position eliminations); possible severance in lieu of annual bonus if ≥6 months worked and not performance-based; health coverage/outplacement may be provided; acceleration of restricted shares vesting within severance period | |
| Approved retirement vesting | If retirement approved and conditions met (≥55 years old; ≥10 years service; ≥6 months’ notice; approved transition; remain through retirement): 75% of unvested RS vests at retirement; 25% of unvested PS continues to vest based on actual performance post-period | |
| Change-in-control (CIC) vesting | Effective for awards granted after March 1, 2024: double-trigger (requires CIC and qualifying termination for accelerated vesting under Omnibus Stock Plan amendment) | |
| Prior CIC treatment | Older plan language provided automatic vesting upon CIC with PS paid at greater of actual-to-date or target; superseded by 2024 amendment for new awards | |
| Employment contracts (policy) | Company uses employment contracts selectively; contracts include non-compete/non-solicit; do not exceed 2x base salary cash severance; no tax gross-ups (except noted insurance benefit for CEO); release required for severance |
Performance & Track Record
Program signals and company outcomes relevant to CAO’s tenure
- Relative performance share payout for 2021–2023 certified at 169.44% of target, indicating above-target TSR versus S&P 500 for that period; a cap at 100% applies when TSR is negative for awards starting in 2023.
- Annual bonus funding based on cash earnings delivered high payouts in recent years (≈196% of target in 2022; ≈198% of target in 2023), reflecting strong company-level financial execution tied to the program formula.
Compensation Structure Analysis
- Strengthened alignment: Added absolute net income margin metric to PS in 2023, enhancing focus on operational performance within management control; relative TSR retained with a downside cap when TSR is negative.
- Governance improvements: Switched CIC vesting from single-trigger to double-trigger for awards after March 1, 2024, reducing windfall risk and improving alignment with best practices.
- Delegation check: Equity awards for the CAO are not under CEO’s delegated grant authority, indicating direct committee oversight of CAO equity decisions.
- Pay-for-performance emphasis: At least 50% of target total compensation for NEOs tied to specific performance goals; annual bonus pool requires objective threshold achievement.
Risk Indicators & Red Flags
- Hedging/pledging risk: Prohibited; no current pledging among directors/executive officers.
- Option repricing: Prohibited under Omnibus Stock Plan.
- Change-of-control windfalls: Mitigated via double-trigger for awards granted after March 1, 2024.
- Transition risk: CAO retirement planned with extended transition through October 2026; company stated no disagreements, reducing operational risk signals.
Investment Implications
- Alignment and risk-mitigation improved: The addition of an absolute profitability metric (net income margin) and double-trigger CIC vesting reduces pay-for-performance dilution and windfall risk; prohibitions on hedging/pledging strengthen alignment.
- Retention/selling pressure: Approved retirement treatment can accelerate 75% of RS and continue 25% of PS vesting subject to performance; this may modestly increase supply from vesting events near retirement but is gated by conditions and performance outcomes. Monitoring future Form 4 filings is warranted.
- Execution context: High recent bonus funding and above-target PS-TSR outcomes reflect robust company-level performance; as CAO, Tobin’s transition is structured and non-contentious, suggesting limited near-term accounting or control risk.