Patrick J. Mulchrone
Director at CME
Board
About Patrick J. Mulchrone
Patrick J. Mulchrone, age 67, is an independent Equity director of CME Group, serving since 2020 and previously on CME’s board from 1991 to 2001, including as Vice Chairman . A CME member since 1980, he was a Eurodollar pit filling order broker until 2004 and has been an independent trader since then; he founded Advantage Futures LLC in 2003, a CME clearing firm . He holds a B.S. in Accounting from Western Illinois University and serves on the Board of Advisors of Misericordia Home; he is Co‑Vice Chair of CME’s political action committee and has served on the Class B‑2 nominating committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CME Group (Board of Governors) | Vice Chairman | 1991–2001 | Served during CME’s transition from member-owned to for‑profit organization |
| CME Eurodollar Pit | Filling Order Broker | Until 2004 | Market operations experience (open outcry) |
| Independent Trading | Independent Trader | 2004–present | Ongoing market participant |
| Standard Bank and Trust | Director | Until sale in 2017 | Helped grow assets ~4x to $2.5B and led successful sale |
| Advantage Futures LLC | Founder | 2003–present | One of CME’s clearing firms |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| Misericordia Home | Board of Advisors (member) | Current | Community engagement |
| CME Political Action Committee | Co‑Vice Chair | Current | Regular interaction with government officials |
| CME Class B‑2 Nominating Committee | Member (served) | Historical | Board slate process for Class B directors |
Board Governance
- Independence: The board determined all current directors are independent except the CEO; Mulchrone is classified as independent under Nasdaq standards . He is not listed among the CFTC-defined “public directors” (list of 11 names does not include Mulchrone) .
- Attendance: In 2024, the board held six regular and one special meeting; each director attended more than 75% of combined board and committee meetings, and committee meetings had ~99% average attendance across eight board-level committees (52 meetings total) .
- Committee memberships and activity:
| Committee | Role | 2024 Meetings | Mandate |
|---|---|---|---|
| Audit Committee | Member (named in Audit Committee Report) | Not disclosed | Oversees financial reporting, internal control over financial reporting, disclosure controls, internal audit; approves related-party transactions |
| Clearing House Oversight Committee | Member | 8 | Oversight of Clearing House risk management program, key policies, membership and counterparties |
| Finance Committee | Member | 5 | Oversight of capital structure, corporate credit risk, investment policy, dividend policy |
- Executive Sessions: Independent directors meet quarterly in executive session, chaired by the Lead Independent Director .
Fixed Compensation
- Structure (non-executive directors, 2024): Annual cash stipend $95,000; board committee retainer $12,000; committee chair retainer $25,000; annual equity stipend $145,000; Lead Director stipend $50,000; functional exchange committee meeting fees $1,000–$1,250 .
- Actual (2024):
| Component | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 126,000 |
| Stock Awards (grant-date FV; shares unrestricted) | 145,187 |
| All Other Compensation | — |
| Total | 271,187 |
Notes:
- Stock awards were calculated using the closing price on June 25, 2024 ($194.10) and are not subject to vesting restrictions; awards above $145,187 reflect directors electing stock in lieu of cash (Mulchrone’s stock award equals the standard equity stipend) .
Performance Compensation
| Component | Metrics | Vesting/Conditions |
|---|---|---|
| Performance-based elements for directors | None disclosed | Annual director stock awards are unrestricted (no performance or vesting conditions) |
Other Directorships & Interlocks
| Company | Current/Prior | Role | Interlock/Notes |
|---|---|---|---|
| Standard Bank and Trust | Prior | Director | Bank sold in 2017; no current public company directorships disclosed |
- Compensation committee interlocks: CME reports no interlocking relationships for compensation committee members in 2024; Mulchrone is not a member of the compensation committee .
Expertise & Qualifications
- 40+ years in futures industry; founder of a clearing firm (Advantage Futures) .
- Prior CME governance experience (Vice Chairman; board service during demutualization) .
- Accounting education (B.S., Western Illinois University) .
- Government engagement via CME PAC Co‑Vice Chair and market/community roles .
Equity Ownership
| Security Class | Shares Beneficially Owned | Notes |
|---|---|---|
| Class A | 52,953 | Includes 25,000 shares held in spouse’s name |
| Class B‑1 | 1 | |
| Class B‑2 | 1 | |
| Class B‑3 | 1 | |
| Class B‑4 | 1 |
Additional alignment policies:
- Director stock ownership guidelines: two times total annual retainer; for 2024 this required stock valued at $480,000; each member has five years from election to meet guideline; as of 2024 review, all with 5+ years satisfied and others on track .
- Anti-hedging/shorting and anti-pledging: Insider trading policy prohibits short selling and hedging; directors and executive officers are prohibited from pledging Class A shares; currently none have pledged shares .
Governance Assessment
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Strengths
- Independent status under Nasdaq standards, with robust categorical independence standards and conflict policies; trading relationships for exchange members reviewed to ensure thresholds and ordinary-course terms .
- Active oversight via Audit, Clearing House Oversight, and Finance committees; CHOC and Finance met 8 and 5 times respectively in 2024, reflecting meaningful engagement .
- Alignment via equity ownership guidelines (2x retainer) and annual director equity awards; stock awards are unrestricted, facilitating direct exposure to shareholder outcomes .
- Firm-wide governance practices include quarterly executive sessions, board and committee self-evaluations, and anti-hedging/anti-pledging policies .
-
Potential conflicts and mitigants
- Advantage Futures (founder) is a CME clearing firm; as an exchange member and industry participant, related payments and trading activities are reviewed for independence determinations; board has adopted a conflict-of-interest policy and uses “public directors” to manage conflicts in regulatory functions (Mulchrone is not a CFTC public director) .
- PAC role and industry advocacy create policy exposure; CME’s governance framework includes director independence standards exceeding Nasdaq’s and processes to manage conflicts of interest .
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Director compensation structure
- Cash/equity mix consistent with median targeting; no performance metrics tied to director pay; no vesting or options; last director pay increase was in 2022; no changes in the most recent review—reduces pay-for-performance concerns for directors but emphasizes service/oversight compensation .
-
Shareholder signals
- Say‑on‑pay support improved to 87% at the 2024 annual meeting following engagement and program enhancements (executive compensation); indicates constructive investor dialogue and responsiveness, albeit focused on executives rather than directors .
Overall, Mulchrone brings deep market expertise and prior CME governance experience. His industry ties (clearing firm founder) warrant continued monitoring under CME’s independence and conflict policies, but current frameworks and determinations mitigate material concerns. Committee participation across Audit, Clearing House Oversight, and Finance supports board effectiveness, and attendance metrics indicate solid engagement .