Interactive Brokers Group (IBKR) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for April 23, 2026, via virtual webcast, with voting instructions provided to all shareholders.

• Key items include election of ten directors, ratification of Deloitte as auditor, advisory vote on executive compensation, and extension of the 2007 Stock Incentive Plan through 2037.

• A four-for-one stock split was executed in 2025, increasing authorized shares and impacting all share-related figures.

• Holdings, controlled by Thomas Peterffy, holds approximately 73.7% of voting power through Class B shares, ensuring control over all major proposals.

Voting matters and shareholder proposals

• Shareholders will vote on electing ten directors, ratifying Deloitte as auditor, approving executive compensation, and amending the Stock Incentive Plan.

• The Stock Incentive Plan amendment seeks to extend its term by ten years, with 35.9 million restricted stock units available for future issuance.

• Shareholders may submit proposals for the 2027 annual meeting by November 11, 2026.

Board of directors and corporate governance

• The board consists of ten directors, including a mix of company executives and independent directors.

• Board leadership is separated among Chairman, CEO, and Lead Independent Director.

• The board has Audit, Compensation, and Nominating and Corporate Governance Committees, with independent directors chairing key committees.

• Attendance at board and committee meetings exceeded 75% for all directors in 2025.

• The board skills matrix highlights expertise in finance, technology, risk, human capital, and sustainability.