Fiscal period ending 2025-12-31 versus 2024-12-31
— view filing on EDGAR →
Cboe's risk profile deteriorated meaningfully across operations, liquidity, and strategy, with the most acute escalation being new cross-default/cross-acceleration exposure on a €1.2B facility alongside Cboe Clear U.S. default-loss risk. Operational fragility is now more concretely documented — a live November 2025 CME data-center disruption illustrates systemic intermarket dependencies — while customer revenue concentration jumped from 50% to 57% and active restructuring (CEO/COO transitions, named divestitures) signals strategic instability. Two easing items — a Moody's upgrade to A2 and removal of legacy clearinghouse DCO disclosures — are real but insufficient to offset the breadth of worsening.
10 company-specific
· 2 eased/removed
· 1 common-mode
Company-specific changes
Revised
New disclosure of intermarket dependencies and November 2025 CME data-center disruption illustrating systemic risk across multiple markets and products.
Our business and operations are dependent upon a number of third parties. An interruption, significant increase in fees or cessation or impairment of the services provided by or activities performed…
Revised
Added specific operational risk: extended outages at third parties (technology failures, data center issues, cyberattacks) could impair index calculation and trading operations. Concrete 2025 example strengthens materiality.
If an index provider from which we have a license or a service provider with respect to proprietary products fails to maintain the quality and integrity of their indices or fails to perform under our…
Revised
New disclosure of cross-default/cross-acceleration risk on €1.2B facility and Cboe Clear U.S. default losses exposure materially escalates liquidity and going-concern risk.
Our clearinghouse operations expose us to associated risks, including credit, liquidity, market and other risks related to the defaults of clearing members and other counterparties, and risks related…
Revised
Added explicit divestiture and wind-down risks with specific examples (Japan equities, Australia/Canada equities, CEDX), escalating from generic M&A language to concrete strategic exit challenges.
We selectively explore acquisition opportunities, strategic alliances and divestitures relating to businesses, products, or technologies. We may not be successful in divesting or integrating…
Revised
Moody's upgraded rating from A3 to A2, improving credit profile. However, this is a positive change, not worse. The direction should be eased, not worse. Correction: The rating improved (A3→A2), reducing downgrade risk. This eases the risk.
Deterioration in our credit profile may increase our costs of borrowing money. As of December 31, 2025, we have investment grade credit ratings from S&P Global Ratings (A-) and Moody’s Investors…
Revised
Added "business review actions" and escalated CEO/COO transitions from "potential" to "recent," signaling active restructuring and leadership turnover.
If we fail to attract or retain highly skilled management and other employees our business may be harmed. Our success largely depends on the skills, experience and continued efforts of management and…
Revised
Added explicit risks: U.S. Treasuries, event prediction markets, and strategic divestitures/wind-downs. These represent new business lines and operational complexities not previously disclosed.
We may not effectively manage our growth, which could materially harm our business, financial condition, and operating results. We expect that our business will continue to grow, which may place a…
Revised
Customer concentration increased: top 10 customers rose from 50% to 57% of revenues. OCC clearing member concentration eased (79% to 71%), but overall customer dependency worsened materially.
A limited number of customers comprise a material portion of our revenues, and the loss of key customers or a significant reduction in trading or clearing volumes by key customers could adversely…
Revised
Added counterparty credit risk exposure to Goldman Sachs and Wolverine as routing/clearing firms; expanded disclosure of third-party disruption risks affecting market orderliness.
Financial or other problems experienced by third parties could have an adverse effect on our business. We are exposed to credit risk from third parties, including customers, clearing agents, and…
Revised
New disclosure of BIDS Trading ATS regulatory risk: potential deemed "facility" status could materially affect operational framework. Substantive new legal exposure.
Risks Relating to Legal and Regulatory Matters We operate in a highly regulated industry and may be subject to censures, fines, and other legal proceedings if we fail to comply with legal and…
Eased / removed
Removed
Removal of clearinghouse counterparty default and liquidity risk disclosure eases material operational and financial risk exposure for Cboe Digital's DCO operations.
Cboe Digital’s clearinghouse operations are exposed to risks, including credit, liquidity, market and other risks related to the potential defaults of clearing members and other counterparties.…
Removed
Removal of material regulatory risk regarding BIDS Trading ATS "facility" designation. Suggests resolution or mitigation of previously disclosed compliance uncertainty.
BIDS Trading’s ability to operate under its current regulatory framework is dependent upon the sufficiency of a novel operational and governance framework we have developed to govern our…
Also disclosed — common-mode (Tariffs trade policy)
Tariffs trade policy
New
New disclosure of tariff risk on critical inputs (tech, cloud, networking). Identifies specific cost exposure and operational impact if unmitigated.
Global trade policies, including the assessment of tariffs and other impositions on imported goods, may have a material adverse impact on our business. Countries have announced new or increased…