Sunil Cutinho
Chief Information Officer at CME
Executive
About Sunil Cutinho
Sunil Cutinho is CME Group’s Chief Information Officer (CIO), age 53 as of February 12, 2025. He has served as CIO since February 2022 and previously was President of CME Clearing from 2014; he joined CME in 2002 and held various technology and clearing leadership roles including Managing Director, Deputy Head of CME Clearing in 2014 . Company performance during his recent tenure included record 2024 revenue of $6.1 billion (+10% YoY) and implied TSR of +15% including dividends, with record ADV of 26.5 million contracts . CME’s long-term incentive program links payouts to relative TSR vs S&P 500 and a three-year absolute net income margin target, reinforcing pay-for-performance alignment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CME Group | Chief Information Officer | Feb 2022–present | Oversees enterprise technology; successor to CIO; supports cloud migration and resiliency, including Google Cloud partnership initiatives . |
| CME Group | President, CME Clearing | 2014–Feb 2022 | Led central counterparty clearing; enhanced risk management and capital efficiencies; prepared for U.S. Treasury clearing requirements . |
| CME Group | Managing Director, Deputy Head of CME Clearing | Apr–Sep 2014 | Deputy leadership in clearing; operational risk and collateral management . |
| CME Group | Various technology roles | 2002–2014 | Progressive technology leadership supporting trading, clearing and infrastructure . |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $525,000 | $525,000 | $525,000 |
| Target Bonus % of Salary | 100% | 100% | 100% |
| Target Bonus ($) | $525,000 | $525,000 | $525,000 |
| Actual Bonus as % of Target | 197.69% | 197.69% | 186.32% |
| Actual Bonus Paid ($) | $1,026,035 | $1,037,873 | $978,180 |
Performance Compensation
Annual Incentive – Cash Earnings
| Metric | Weighting | Threshold | Target | Maximum | 2024 Actual | Payout |
|---|---|---|---|---|---|---|
| Cash Earnings | Not disclosed as % | 75% of target funds plan; no payout below threshold | Company-set goal | 120% of target caps bonus pool | 117.3% of target | 186.32% of target (Sunil) |
Long-Term Incentive – 2024 Performance Share Awards (PSUs)
| Metric | Weighting | Target Shares | Threshold Shares | Maximum Shares | Payout Schedule | Vesting |
|---|---|---|---|---|---|---|
| Relative TSR vs S&P 500 | 50% | 1,802 | 901 | 3,604 | 0% <25th, 50% at 25th, 100% at 50th, 200% at 75th; capped at 100% if absolute TSR negative | After 3-year period (2025–2027) |
| Absolute Net Income Margin (NIM) | 50% | 1,802 | 901 | 3,604 | 0% below threshold, 50% threshold, 100% target, 200% max | After 3-year period (2025–2027) |
Long-Term Incentive – 2024 Restricted Stock (RS)
| Grant Date | Shares | Grant-Date Fair Value ($) | Vesting Schedule |
|---|---|---|---|
| Sep 16, 2024 | 3,604 | $787,582 | Time-vested; generally 25% per year over four years |
Long-Term Incentive – Actual Outcomes (prior PSU cycles)
| Award Date | Performance Period | Metric | Target Shares | Actual Shares Earned |
|---|---|---|---|---|
| Sep 15, 2021 | 2022–2024 | Relative TSR vs S&P 500 | 3,771 | 4,099 (108.70%) |
| Sep 15, 2020 | 2021–2023 | Relative TSR vs S&P 500 | 4,239 | 7,183 (169.44%) |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 27,053 Class A shares |
| Shares Outstanding (Class A) | 360,379,572 as of Mar 10, 2025 |
| Ownership as % of Shares Outstanding | ~0.0075% (27,053 ÷ 360,379,572) |
| Unvested RS (12/31/2024) | 3,604 shares; market value $836,957 |
| Unearned PS (12/31/2024) | 901 TSR (threshold value $209,239); 901 NIM (threshold value $209,239) |
| Unearned PS (12/31/2023) | 952 TSR; 952 NIM (threshold values $221,083 each) |
| Stock Ownership Guidelines | NEOs must hold ≥3x base salary; all NEOs satisfied as of 2024 review |
| Hedging/Pledging | Hedging prohibited; pledging of Class A by directors/executive officers restricted; none currently pledged |
| 2024 Stock Vested (value realized) | 11,170 shares; $2,427,442 |
Employment Terms
| Scenario (as of 12/31/2024) | Cash Severance ($) | Accelerated Equity Value ($) | Benefit Continuation ($) | Other Accrued Pay/Benefits ($) | Total ($) |
|---|---|---|---|---|---|
| Involuntary Not for Cause | 969,231 | 1,840,887 | 27,607 | — | 2,837,725 |
| Change in Control (CoC) | 969,231 | 5,830,366 | 27,607 | — | 6,827,204 |
| Death | — | 5,830,366 | — | 978,180 | 6,808,546 |
| Disability | — | 5,830,366 | — | 978,180 | 6,808,546 |
- CME moved to “double-trigger” vesting for future awards under the Omnibus Stock Plan in change-of-control, enhancing retention and alignment .
- Only the CEO has an employment agreement; other NEOs, including Cutinho, are covered by company severance policies .
Governance and Compensation Program Context
- Program design: At least 50% of NEO target total compensation is performance-based (cash earnings, NIM, relative TSR) .
- Clawbacks: SEC/Nasdaq-compliant recoupment policy for executive officers; separate policy for other senior employees allows bonus recoupment post restatement .
- Say-on-pay: 87% approval at 2024 annual meeting following shareholder engagement and program enhancements .
- Independent oversight: Compensation committee composed of independent directors; uses Meridian as independent consultant; no option repricing; no tax gross-ups .
Company Performance Context
| Metric | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|
| Revenues ($) | 4,342,000,000* | 4,753,600,000* | 5,252,200,000* | 5,698,400,000* |
| EBITDA ($) | 2,989,900,000* | 3,365,300,000* | 3,810,900,000* | 4,273,500,000* |
| Net Income ($) | 2,636,400,000 | 2,691,000,000 | 3,226,200,000 | 3,525,800,000 |
Values retrieved from S&P Global (asterisked metrics). CME’s proxy highlighted all-time record 2024 revenue of $6.1 billion (+10% YoY), adjusted operating margin 68%, and implied TSR +15% including dividends .
Investment Implications
- Pay-for-performance alignment: Cutinho’s incentives are tightly linked to cash earnings, relative TSR, and three-year net income margin—metrics that historically correlated with CME’s dividend capacity and shareholder returns . Payout caps on TSR when absolute TSR is negative mitigate pro-cyclical risk .
- Vesting and supply overhang: Scheduled vesting of RSUs and three-year PSU settlements create periodic share issuance; 2024 vested shares for Cutinho were 11,170 ($2.43M), indicating episodic potential selling pressure at vest dates even with ownership guidelines in place .
- Retention and CoC protection: Double-trigger treatment and severance of ~$0.97M cash plus significant accelerated equity under CoC suggest strong retention economics with balanced shareholder protections (no excise gross-ups, clawbacks) .
- Alignment safeguards: Strict anti-hedging/pledging and ownership guidelines reduce misalignment risk; current beneficial ownership of 27,053 shares supports skin-in-the-game, though percentage of float is small as typical for NEOs of mega-cap exchanges .