Steven Begleiter
MARKETAXESS HOLDINGSAbout Steven L. Begleiter
Steven L. Begleiter, age 63, has served on the MarketAxess Board since April 2012 and is an independent director. He is Managing Director at Flexpoint Ford, LLC (since October 2008) and previously spent 24 years at Bear Stearns as Senior Managing Director, serving on its Management and Compensation Committee and heading the Corporate Strategy Group. He holds a B.A. with Honors in economics from Haverford College and is a member of its Board of Managers .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bear Stearns & Co. | Senior Managing Director; Member of Management and Compensation Committee; Head of Corporate Strategy Group | 24 years (through Sep 2008) | Leadership in corporate strategy; compensation committee experience |
| WisdomTree Investments, Inc. | Director | Prior (dates not disclosed) | Public company board experience |
| Great Ajax Corp. | Director | Current in 2024; not listed as current in 2025 | Public company board role in 2024 proxy |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Flexpoint Ford, LLC | Managing Director | Since Oct 2008 | Serves on boards of certain Flexpoint portfolio companies |
| MarketAxess Holdings Inc. | Director; Finance Committee Chair | Director since Apr 2012; Chair role ongoing | Finance Committee oversight of treasury, M&A, capital allocation, dividends, buybacks, IR, insurance |
| Great Ajax Corp. | Director | Listed in 2024 proxy | No longer listed as current in 2025 proxy; 2025 biography notes prior service (biography references “Rithm Property Trust Inc. (formerly known as Great Ajax Corp.)” and WisdomTree) |
Board Governance
- Independence: The Board determined all non-employee directors, including Mr. Begleiter, meet NASDAQ independence standards; no relationships interfering with independent judgment .
- Committee assignments: Finance Committee Chair; committee members changed over time (2023: Begleiter, Cruger; 2024: Begleiter, Cruger, Hernandez; 2025: Begleiter, Cruger, Hoornweg). Finance Committee oversees treasury, M&A, capital allocation, financing/liquidity, dividends, buybacks, IR, insurance .
- Attendance and engagement: Non-management directors held executive sessions at each Board meeting; all directors attended at least 75% of Board/committee meetings, and directors are expected to attend the annual meeting (2024: all but one attended) .
- Board leadership: Independent Chairman structure adopted in 2025 (Carlos M. Hernandez); Lead Independent Director role ended upon independent chair appointment .
- Shareholder support: Re-elected with strong votes (2023: For 33,668,485 vs. 232,103 Against; 2024: For 33,333,636 vs. 152,890 Against), indicating broad investor support .
Fixed Compensation
- Program structure (unchanged vs. prior year): Annual cash retainer $85,000; equity retainer $160,000; committee fees—Audit/Risk: $25,000 (Chair), $12,500 (Member); All other committees (incl. Finance): $20,000 (Chair), $10,000 (Member). Chairman fee $150,000; former Lead Independent Director fee $50,000 (cash/equity at director’s election). Non-employee directors received June 2024 grants of 781 restricted stock/RSUs, vesting on earlier of one year from grant or next annual meeting .
- Ownership and holding guidelines: Directors must hold at least five times the cash retainer ($425,000); as of April 1, 2025 this equaled 1,857 shares. All directors have achieved or are within the five-year compliance period; all shares granted for service must be held for a minimum of five years from grant .
| Director Compensation (Fiscal Year) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Cash Retainer & Committee Fees ($) | $105,694 | $105,000 | $105,000 |
| Stock Awards ($) | $139,662 | $157,776 | $153,404 |
| All Other Compensation ($) | $0 | $0 | $0 |
| Total ($) | $245,356 | $262,776 | $258,404 |
Performance Compensation
- Director equity is time-based (restricted stock/RSUs); no performance-conditioned director pay. Awards vest on the earlier of one year from grant or the next annual meeting, with optional deferral of share receipt under plan rules .
| RSU Grants & Vesting (All Directors; Begleiter participated) | 2022 | 2023 | 2024 |
|---|---|---|---|
| RSUs granted (units) | 497 (June 2022 grant) | 581 (June 2023 grant) | 781 (June 2024 grant) |
| Vesting terms | Next annual meeting (time-based) | Next annual meeting (time-based) | One year or next annual meeting (time-based) |
Other Directorships & Interlocks
| Company | Role | Status | Notes |
|---|---|---|---|
| Great Ajax Corp. (NYSE: AJX) | Director | Current in 2024 proxy; not listed as current in 2025 | 2025 biography lists prior service and references “Rithm Property Trust Inc. (formerly known as Great Ajax Corp.)” (as stated) |
| WisdomTree Investments, Inc. | Director | Prior | Previously served (dates not disclosed) |
| Flexpoint Ford portfolio companies | Director | Current | Ordinary-course commercial agreements for certain entities where directors serve as employees/officers are reviewed annually by the Audit Committee; not related party under SEC rules . |
Expertise & Qualifications
- Private equity leadership (Flexpoint Ford), deep financial services and capital markets experience, and Board-level M&A and capital formation expertise .
- Skills matrix highlights contributions across corporate governance, mergers and acquisitions, financial planning and capital management, other public company board experience and talent management .
Equity Ownership
| Beneficial Ownership | 2023 | 2024 | 2025 |
|---|---|---|---|
| Shares beneficially owned (units) | 7,482 | 7,566 | 7,766 |
| % of shares outstanding | <1% | <1% | <1% |
| Unvested RSUs vesting within 60 days (units) | 497 | 581 | 781 |
| Deferred RSUs (not included above) (units) | 1,056 | 1,553 | 2,134 |
- Insider Trading Policy prohibits hedging and pledging of MarketAxess stock by directors and employees, reinforcing alignment with shareholders .
- Director stock ownership guidelines require 5x cash retainer and five-year holding of shares granted for service; all directors are compliant or within the ramp period .
Governance Assessment
- As Finance Committee Chair, Begleiter influences capital allocation (dividends, buybacks), M&A and financing strategy—areas aligned to his private equity and Bear Stearns background .
- Strong investor support evidenced by high “For” votes in 2023 and 2024 Director elections; group attendance standards met, with regular executive sessions indicating robust independent oversight .
- Independence confirmed; no related-party transactions exceeding $120,000 involving directors since Jan 1, 2024; ordinary-course agreements for entities affiliated with directors are reviewed annually by the Audit Committee, mitigating conflict risk .
- Alignment signals: equity retainer with multi-year holding requirements; prohibition on hedging/pledging; no director perquisites/retirement benefits; pay design consistent with market via FW Cook recommendations .
- Shareholder stewardship: Say-on-Pay received 94% support in 2024 and 92.4% in 2023, reflecting positive investor sentiment toward governance and compensation practices .