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Roberto Hoornweg

Director at MARKETAXESS HOLDINGSMARKETAXESS HOLDINGS
Board

About Roberto Hoornweg

Roberto Hoornweg (age 57) was appointed to the MarketAxess (MKTX) Board in March 2025 as an independent director; he serves on the Finance and Risk Committees. He is Co‑Head, Corporate & Investment Banking at Standard Chartered (appointed April 2024), and previously served as Global Head of Financial Markets (since January 2017); earlier roles include Partner at Brevan Howard, senior leadership at UBS Investment Bank, and a 17‑year career at Morgan Stanley; he holds a B.S. in Economics from MIT. His biography emphasizes global financial markets expertise, fixed‑income knowledge, and leadership across major financial institutions .

Past Roles

OrganizationRoleTenureCommittees/Impact
Standard CharteredCo‑Head, Corporate & Investment Banking (Europe, Americas, Middle East & Africa); member of Group Management TeamApr 2024 – presentOversight across regions; senior leadership on the Group Management Team
Standard CharteredGlobal Head of Financial MarketsJan 2017 – Apr 2024Led FX, rates, commodities, financing, securities services, and integrated primary/secondary credit solutions; oversaw Research and RM&A groups
Brevan Howard Asset ManagementPartner; led liquid portfolio strategies funds businessNov 2014 – Dec 2017Senior leadership in liquid strategies
UBS Investment Bank (London)Led global Securities Distribution; Co‑headed global FICC~3 years (prior to Brevan Howard)Global distribution leadership; FICC co‑lead
Morgan StanleySenior roles in fixed‑income derivatives; led global EM fixed income & FX; head of global interest rates, credit, currencies17‑year careerGlobal product leadership in rates, credit, currencies and EM

External Roles

OrganizationRoleTypeNotes
Standard CharteredCo‑Head, Corporate & Investment BankingEmployerExecutive role; potential commercial interactions with MKTX via client agreements (see “Other transactions”)
Brevan HowardPartner (former)Prior employerNo current board interlocks disclosed
UBS Investment BankSenior leadership (former)Prior employerNo current board interlocks disclosed
Morgan StanleySenior leadership (former)Prior employerNo current board interlocks disclosed
Public company directorshipsMarketAxess (NASDAQ: MKTX)Current boardNo other public company boards disclosed

Board Governance

  • Independence: The Board determined all non‑employee directors, including Mr. Hoornweg, meet NASDAQ and SEC independence standards; none has relationships that impair independent judgment .
  • Committee assignments: Finance Committee member; Risk Committee member. He does not hold chair roles .
  • Board structure: Independent Chairman; separate CEO and Chair roles; Board ~91% independent; all committees chaired by independent directors .
  • Attendance/engagement: In 2024, all directors (serving then) attended at least 75% of Board and committee meetings; non‑management directors held executive sessions at each Board meeting. 2024 meeting counts: Board (7), Audit (5), Compensation & Talent (5), Finance (6), Nominating & Governance (4), Risk (5); Audit/Risk held one joint meeting .
Governance AttributeDetail
IndependenceIndependent non‑employee director
CommitteesFinance (member); Risk (member)
Chair rolesNone disclosed
2024 attendance standard≥75% for all directors serving in 2024; executive sessions at each Board meeting
Board/committee meetings (2024)Board 7; Audit 5; Compensation 5; Finance 6; Nominating & Governance 4; Risk 5; plus one Audit/Risk joint meeting

Fixed Compensation

  • Director compensation program (unchanged vs prior year): Board cash retainer $85,000; equity retainer $160,000; Chairman fee $150,000 (elected form); former Lead Independent Director fee $50,000 (elected form); committee fees—Audit/Risk: Chair $25,000 / Member $12,500; other committees: Chair $20,000 / Member $10,000. Chairs do not receive membership fees .
  • June 2024 equity grants: 781 restricted stock/RSUs to non‑employee directors; Lead Independent Director received 122 additional RSUs; Mr. Hoornweg joined in March 2025 and did not receive the June 2024 grant .
ComponentAmountNotes
Board Member Cash Retainer$85,000Annual cash
Board Member Equity Retainer$160,000Annual equity (restricted stock/RSUs)
Finance Committee Fee (Member)$10,000Applicable to Mr. Hoornweg’s Finance membership
Risk Committee Fee (Member)$12,500Applicable to Mr. Hoornweg’s Risk membership
Program change vs prior yearNoneProgram unchanged in 2024
June 2024 Director Grants781 shares/RSUsGranted to non‑employee directors; Mr. Hoornweg not included (joined Mar 2025)

Performance Compensation

  • No performance‑based elements are disclosed for non‑employee director pay; director equity grants are time‑based restricted stock/RSUs under the 2020 Equity Incentive Plan (no options outstanding at FY‑end 2024 for directors) .

Other Directorships & Interlocks

  • Current public company boards: MarketAxess only .
  • Commercial agreements: Entities where certain directors are employees/officers (e.g., major financial institutions) have ordinary‑course user/dealer/data agreements with MKTX; Audit Committee reviews and approves these annually; these are not “related party transactions” under SEC rules .
  • Related party transactions: None exceeding $120,000 involving any related party since January 1, 2024 .

Expertise & Qualifications

  • Global fixed‑income markets and electronic trading leadership across Standard Chartered, UBS, Morgan Stanley; analytics and resource management oversight in financial markets .
  • Brings “global financial markets expertise, fixed income knowledge and leadership experience from a number of financial institutions” to MKTX Board .

Equity Ownership

  • Beneficial Ownership: 215 shares (all unvested restricted stock awards vesting within 60 days as of April 7, 2025); <1% of shares outstanding .
  • Director stock ownership guidelines: Minimum value equal to 5× annual cash retainer ($425,000); calculated as 1,857 shares using $228.85 twelve‑month average; compliance required within five years; all non‑employee directors have achieved or are within the compliance period .
HolderShares Beneficially Owned% of OutstandingBreakdown
Roberto Hoornweg215<1%215 unvested restricted stock awards vesting within 60 days

Governance Assessment

  • Positive signals:

    • Independent status; dual committee service (Finance, Risk) aligns with MKTX’s risk‑sensitive, capital‑allocation oversight needs .
    • Strong technical market expertise (fixed income, trading, distribution) adds depth to Risk Committee oversight and Finance Committee strategy .
    • Director pay structure balanced between cash retainer and time‑based equity; no perquisites or retirement benefits; program stability year‑over‑year .
    • Robust director ownership guidelines (5× cash retainer) and prohibition on hedging/pledging enhance alignment and reduce risk .
    • Audit Committee oversight of commercial agreements with directors’ employers mitigates interlock/conflict risk; no related‑party transactions reported .
  • Potential conflicts and RED FLAGS:

    • Executive role at Standard Chartered alongside MKTX board seat implies potential commercial interactions via trading/data agreements; mitigated by annual Audit Committee review and classification as ordinary‑course (not related‑party) transactions .
    • As a new director (appointed March 2025), ownership guideline compliance will be assessed within the five‑year period; current beneficial ownership is limited (215 unvested RSAs), though this is consistent with start‑of‑tenure status .
  • Shareholder sentiment context:

    • 2024 Say‑on‑Pay support at ~94% and continued investor engagement indicate strong governance credibility; board refresh adding Hoornweg supports skills depth in fixed income/e‑trading .