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United States Securities and Exchange Commission FORM 10-K

Interactive Brokers Group, Inc. is an automated global electronic broker that services accounts for various financial entities and individual investors, specializing in executing trades across multiple asset classes. The company operates primarily from its headquarters in Greenwich, Connecticut, and has a significant international presence, employing nearly 3,000 people worldwide. As of December 31, 2024, Interactive Brokers is publicly traded on the Nasdaq under the symbol IBKR and has a complex ownership structure with a controlling interest held by its founder, Thomas Peterffy.

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0% found this document useful (0 votes)
39 views134 pages

United States Securities and Exchange Commission FORM 10-K

Interactive Brokers Group, Inc. is an automated global electronic broker that services accounts for various financial entities and individual investors, specializing in executing trades across multiple asset classes. The company operates primarily from its headquarters in Greenwich, Connecticut, and has a significant international presence, employing nearly 3,000 people worldwide. As of December 31, 2024, Interactive Brokers is publicly traded on the Nasdaq under the symbol IBKR and has a complex ownership structure with a controlling interest held by its founder, Thomas Peterffy.

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Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the year ended December 31, 2024

Commission File Number: 001-33440

INTERACTIVE BROKERS GROUP, INC.


(Exact name of registrant as specified in its charter)
Delaware 30-0390693
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Pickwick Plaza
Greenwich, Connecticut 06830
(Address of principal executive office)
(203) 618-5800
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class Trading Symbol Name of the exchange on which registered
Common Stock, par value $.01 per share IBKR The Nasdaq Global Select Market

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark whether the registrant is a well-known seasoned issuer, as defined in Rule 405 of the securities act. Yes  No 

Indicate by check mark whether the registrant is not required to file reports pursuant to Section 13 or 15(d) of the act. Yes  No 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past
90 days. Yes  No 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T
during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes  No 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth
company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange
Act. (Check one):

Large accelerated filer  Accelerated filer  Non-accelerated filer  Smaller reporting company  Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial
reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its
audit report. Yes  No 

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the
correction of an error to previously issued financial statements. 

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the
registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  No 

The aggregate market value of the voting and non-voting common equity stock held by non-affiliates of the registrant was approximately 12,885,708,490 computed by
reference to the $122.60 closing sale price of the common stock on the Nasdaq Global Select Market, on June 28, 2024, the last business day of the registrant’s most
recently completed second fiscal quarter.

As of February 21, 2025, there were 108,931,614 shares of the issuer’s Class A common stock, par value $0.01 per share, outstanding and 100 shares of the issuer’s
Class B common stock, par value $0.01 per share, outstanding.

Documents Incorporated by Reference: Portions of Registrant’s definitive proxy statement for its 2025 annual meeting of shareholders are incorporated by reference
in Part III of this Form 10-K.
Table of Contents

ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2024

Table of Contents

Cautionary Note Regarding Forward Looking Statements 1


PART I
ITEM 1 Business 2
Overview 2
Available Information 2
Our Organizational Structure and Overview of Recapitalization Transactions 3
Nature of Operations 4
Technology 10
Clearing and Margining 12
Risk Management Activities 12
Customers 13
Human Capital 13
Competition 14
Regulation 15
ITEM 1A Risk Factors 19
ITEM 1B Unresolved Staff Comments 34
ITEM 1C Cybersecurity 35
ITEM 2 Properties 36
ITEM 3 Legal Proceedings and Regulatory Matters 37
ITEM 4 Mine Safety Disclosures 37
PART II
ITEM 5 Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities 38
ITEM 6 Reserved
ITEM 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations 40
Business Overview 40
Business Environment 40
Financial Overview 41
Certain Trends and Uncertainties 43
Trading Volumes and Customer Statistics 44
Results of Operations 46
Liquidity and Capital Resources 56
Critical Accounting Policies and Estimates 59
ITEM 7A Quantitative and Qualitative Disclosures about Market Risk 61
ITEM 8 Financial Statements and Supplementary Data 66
ITEM 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 111
ITEM 9A Controls and Procedures 111
ITEM 9B Other Information 113
ITEM 9C Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 113
PART III
ITEM 10 Directors, Executive Officers and Corporate Governance 113
ITEM 11 Executive Compensation 115
ITEM 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters 115
ITEM 13 Transactions with Related Persons, Promoters and Certain Control Persons 115
ITEM 14 Principal Accountant Fees and Services 115
PART IV
ITEM 15 Exhibits and Financial Statement Schedules 116
ITEM 16 10-K Summary 118
SIGNATURES

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CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

We have included or incorporated by reference in this Annual Report on Form 10-K and from time to time our management may make
statements that may constitute “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Forward-looking statements are not historical facts, but instead represent only our beliefs regarding
future events, many of which, by their nature, are inherently uncertain and outside our control. These statements include statements
other than historical information or statements of current condition and may relate to our future plans and objectives and results, among
other things and may also include our belief regarding the effect of various legal proceedings, as set forth under “Legal Proceedings and
Regulatory Matters” in Part I, Item 3 of this Annual Report on Form 10-K, as well as statements about the objectives and effectiveness
of our liquidity policies, statements about trends in or growth opportunities for our businesses, included in “Management’s Discussion
and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of this Annual Report on Form 10-K. By identifying
these statements for you in this manner, we are alerting you to the possibility that our actual results may differ, possibly materially, from
the anticipated results indicated in these forward-looking statements. Important factors that could cause actual results to differ from
those in the forward-looking statements include, among others, those discussed below and under “Risk Factors” in Part I, Item 1A of
this Annual Report on Form 10-K and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in
Part II, Item 7 of this Annual Report on Form 10-K.

Factors that could cause actual results to differ materially from any future results, expressed or implied, in these forward-looking
statements include, but are not limited to, the following:

• general economic conditions in the markets where we operate;

• increased industry competition and downward pressures on electronic brokerage commissions and on bid/offer spreads in the
remaining market making business we operate;

• risks inherent to the electronic brokerage and market making businesses;

• implied versus actual price volatility levels of the products in which we continue to make markets;

• the general level of interest rates;

• failure to protect or enforce our intellectual property rights in our proprietary technology;

• our ability to keep up with rapid technological change;

• system failures, cyber security threats and other disruptions;

• non-performance of third-party vendors;

• conflicts of interest and other risks due to our ownership and holding company structure;

• the loss of key executives and failure to recruit and retain qualified personnel;

• the risks associated with the expansion of our business;

• our possible inability to integrate any businesses we acquire;

• the impact of accounting standards issued but not yet adopted;

• compliance with laws and regulations, including those relating to the securities industry;

• the impact of a public health emergency; and

• other factors discussed under “Risk Factors” in Part I, Item 1A of this Annual Report on Form 10-K or elsewhere in this Annual
Report on Form 10-K.

We undertake no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances that may
arise after the date of this Annual Report on Form 10-K.

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Table of Contents

PART I
ITEM 1. BUSINESS

Overview

Interactive Brokers Group, Inc. (“IBG, Inc.” or the “Company”) is an automated global electronic broker. We custody and service
accounts for hedge and mutual funds, exchange-traded funds (“ETFs”), registered investment advisors, proprietary trading groups,
introducing brokers and individual investors. We specialize in routing orders and executing and processing trades in stocks, options,
futures, foreign exchange instruments (“forex”), bonds, mutual funds, ETFs, precious metals, and forecast contracts on more than 160
electronic exchanges and market centers in 36 countries and 28 currencies around the world. In addition, our customers can use our
trading platform to trade certain cryptocurrencies through third-party cryptocurrency service providers that execute, clear and custody
the cryptocurrencies. In the United States of America (“U.S.”), we conduct our business primarily from our headquarters in Greenwich,
Connecticut and from Chicago, Illinois. Abroad, we conduct our business through offices located in Canada, the United Kingdom,
Ireland, Switzerland, Hungary, India, China (Hong Kong and Shanghai), Japan, Singapore and Australia. As of December 31, 2024, we
had 2,998 employees worldwide.

IBG, Inc. is a holding company whose primary asset is the ownership of approximately 25.8% of the membership interests of IBG LLC,
the current holding company for our businesses. IBG, Inc. is the sole managing member of IBG LLC.

When we use the terms “we,” “us,” “our,” and “IBKR,” we mean IBG, Inc. and its subsidiaries (including IBG LLC). Unless otherwise
indicated, the terms “common stock” and “IBKR shares” refer to the Class A common stock of IBG, Inc.

We trace our roots to the market making business founded by our Chairman, Mr. Thomas Peterffy, on the floor of the American Stock
Exchange in 1977. Since our inception, we have focused on developing proprietary software to automate broker-dealer functions. We
have been a pioneer in developing and applying technology as a financial intermediary to increase liquidity and transparency in the
capital markets in which we operate. The proliferation of electronic exchanges and market centers has allowed us to integrate our
software with an increasing number of trading venues, creating automatically functioning, computerized platforms that require minimal
human intervention. Over four decades of developing our automated trading platforms and automating many middle- and back-office
functions have allowed us to become one of the lowest cost providers of broker-dealer services and to significantly increase the volume
of trades we handle.

Available Information

Our internet address is www.interactivebrokers.com and the investor relations section of our website is located at
www.interactivebrokers.com/ir. We make available free of charge, on or through the investor relations section of our website, this
Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed
or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as well as proxy statements, registration
statements, prospectus supplements and Section 16 filings for our directors and officers, as soon as reasonably practicable after we
electronically file such material with, or furnish it to, the U.S. Securities and Exchange Commission (“SEC”). The SEC maintains an
internet site, www.sec.gov, that contains annual, quarterly and current reports, proxy and information statements and other information
that issuers file electronically with the SEC. Our electronic SEC filings are made available to the public on the SEC’s internet site. In
addition, posted on our website are our Bylaws, our Amended and Restated Certificate of Incorporation, charters for the Audit
Committee, Compensation Committee and Nominating and Corporate Governance Committee of our Board of Directors, our
Accounting Matters Complaint Policy, our Whistle Blower Hotline, our Corporate Governance Guidelines and our Code of Business
Conduct and Ethics governing our directors, officers and employees. Within the time periods required by SEC and the Nasdaq Stock
Market LLC’s Global Select Market (“Nasdaq”), we will post on our website any amendment to the Code of Business Conduct and
Ethics and any waiver applicable to any executive officer, director or senior financial officer. In addition, our website includes
information concerning purchases and sales of our equity securities by our executive officers and directors, as well as disclosure relating
to certain non-GAAP financial measures, if any, (as defined in Regulation G) promulgated under the Securities Act of 1933, as amended
(the “Securities Act”) and the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that we may make public orally,
telephonically, by webcast, by broadcast or by similar means from time to time.

Our Investor Relations Department can be contacted at Interactive Brokers Group, Inc., Two Pickwick Plaza, Greenwich, Connecticut
06830, Attn: Investor Relations, e-mail: [email protected].

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Table of Contents

Our Organizational Structure and Overview of Recapitalization Transactions

The graphic below illustrates our current ownership structure and reflects current ownership percentages. The graphic below does not
display the subsidiaries of IBG LLC.

Public Stockholders IBG Holdings LLC Members

• 100.0% owner of Class A common stock • Controlled by Mr. Thomas Peterffy, as the sole voting
• Approximately 25.8% voting interest in IBG, Inc. member and sole managing member
• Approximately 100% economic interest in IBG, Inc. • Mr. Thomas Peterffy and his affiliates own approximately
91.4% of the membership interests

IBG Holdings LLC

• 100% owner of Class B common stock


(representing approximately 74.2%
voting interest in IBG, Inc.)
Interactive Brokers
Group, Inc. (IBG, Inc.)
Public company
(Nasdaq: IBKR)
• Approximately 74.2% of membership interests

• Sole managing member


• Approximately 25.8% of membership interests

IBG LLC

Operating Subsidiaries of IBG LLC

Our primary assets are our ownership of approximately 25.8% of the membership interests of IBG LLC, the current holding company
for our businesses, and our controlling interest and related contractual rights as the sole managing member of IBG LLC. The remaining
approximately 74.2% of IBG LLC membership interests are held by IBG Holdings LLC (“Holdings”), a holding company that is owned
directly and indirectly by our founder and Chairman, Mr. Thomas Peterffy and his affiliates, management and other employees of
IBG LLC, and certain other members. The IBG LLC membership interests held by Holdings will be subject to purchase by us over time
in connection with offerings by us of shares of our common stock.

The table below presents the amount of IBG LLC membership interests held by IBG, Inc. and Holdings as of December 31, 2024.

IBG, Inc. Holdings Total


Ownership % 25.8% 74.2% 100.0%
Membership interests 108,931,614 313,643,354 422,574,968

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Purchases of IBG LLC membership interests, held by Holdings, by the Company are governed by the exchange agreement among us,
IBG LLC, Holdings and the historical members of IBG LLC, (the “Exchange Agreement”), a copy of which was filed as an exhibit to
our Quarterly Report on Form 10-Q for the quarter ended September 30, 2009 and filed with the SEC on November 9, 2009. The
Exchange Agreement, as amended June 6, 2012, provides that the Company may facilitate the redemption by Holdings of interests held
by its members through the issuance of shares of common stock through a public offering or directly to Holdings in exchange for the
interests in IBG LLC being sold by Holdings. The common stock received from the Company is either distributed by Holdings to certain
members in redemption of their Holdings interests or sold on behalf of such members in open market transactions, with the proceeds of
such sales distributed by Holdings to certain members in redemption of their Holdings interests. From 2011 through 2024, the Company
issued 40,444,445 shares of common stock (with a fair value of $2.0 billion) to Holdings in exchange for an equivalent number of shares
of member interests in IBG LLC.

Nature of Operations

As an electronic broker, we execute, clear and settle trades globally for both institutional and individual customers. Capitalizing on our
proprietary technology, our systems provide our customers with the capability to monitor multiple markets around the world
simultaneously and to execute trades electronically in these markets at a low cost in multiple products and currencies from a single
unified platform. We offer our customers access to all tradable classes of primarily exchange-listed products, including stocks, options,
futures, forex, bonds, mutual funds, ETFs, precious metals, cryptocurrencies, and forecast contracts traded on more than 160 electronic
exchanges and market centers in 36 countries and in 28 currencies around the world. The ever-growing complexity of multiple market
centers has provided us with opportunities to build and continuously adapt our order routing software to secure excellent execution
prices.

Since the launching of our electronic brokerage business in 1993, we have grown to approximately 3.3 million institutional and
individual brokerage customers. We provide our customers with what we believe to be one of the most effective and efficient electronic
brokerage platforms in the industry.

We are able to provide our customers with high-speed trade execution at low commission rates, in large part because of our proprietary
technology. As a result of our advanced electronic brokerage platform, we are especially attractive to sophisticated and active investors.

Our customers can choose the following trading platforms to match their trading style and expertise:

• IBKR Desktop – IBKR Desktop is our newest trading platform, built from the ground up using modern technology and a fresh
user interface design. This new platform provides a clean, intuitive experience, making it easy for traders of all levels to
navigate. It offers a highly customizable trading experience with a broad array of tools for technical and fundamental analysis,
sophisticated charting capabilities and advanced order types, including conditional and algorithmic orders.

• IBKR Trader WorkstationSM (TWS) – The TWS is our flagship desktop trading platform, designed for seasoned, active traders
who trade multiple products and require power and flexibility. The TWS Mosaic interface provides intuitive out-of-the-box
usability with quick and easy access to comprehensive trading, order management, chart, watchlist and portfolio tools all in a
single, customizable workspace.

• IBKR Mobile – The IBKR Mobile app provides experienced traders powerful trading tools and the same market-moving
information as our desktop TWS trading platform. Our mobile app provides the functionality needed to trade and manage
accounts from anywhere.

• IBKR Client Portal – The IBKR Client Portal is an easy-to-use web-based platform that requires no downloads. It gives
customers access to every resource they need to view, trade and manage their account all with a single login.

• IBKR GlobalTrader – The IBKR GlobalTrader is a streamlined mobile trading app to trade stocks, EFTs, options and
cryptocurrencies worldwide. Customers can deposit in their local currency and trade stocks at 90+ exchanges and options at
30+ market centers around the world. Customers can also trade select U.S. ETFs around the clock, plus cryptocurrencies like
Bitcoin, Bitcoin Cash, Ethereum and Litecoin, all from their mobile device.

• IBKR APIs – For our more sophisticated customers, IBKR APIs allows them to build custom trading applications and automate
any part of the trading process to their specifications. We offer APIs for every experience level from our easy-to-use Excel API
to our institutional grade FIX API.

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Our key product offerings include:

• IBKR ProSM is the core IBKR service designed for sophisticated investors. IBKR ProSM offers the lowest cost access to stocks,
options, futures, forex, bonds, mutual funds, ETFs, precious metals and cryptocurrencies from a single unified platform with
no added spreads, ticket charges, account minimums or platform fees.

• IBKR LiteSM provides unlimited commission-free trades on U.S. exchange-listed stocks and ETFs and low-cost access to global
markets without required account minimums or platform fees to participating U.S. customers. IBKR LiteSM was designed to
meet the needs of investors who are seeking a simple, commission-free way to trade U.S. exchange-listed stocks and ETFs and
do not wish to consider our efforts to obtain greater price improvement through our IB SmartRoutingSM system.

• IBKR Universal AccountSM – From a single point of entry in their IBKR Universal1 AccountSM, our customers are able to
transact in 28 currencies, across multiple classes of tradable, primarily exchange-listed products traded on more than 160
electronic exchanges and market centers in 36 countries around the world seamlessly. Our offering features a suite of cash
management services, including:

• Request for Payment Service – Through this banking service, U.S. customers can make instant deposits, 24 hours a day,
from their mobile banking app or other bank portal to fund their brokerage account with us. Funds deposited via Request
for Payment are immediately available for trading. The service is available to customers with accounts at several major
U.S. banks and, over time, other banks will be added.

• Non-U.S. Dollar Currency Deposits – We support a host of deposit types using local payment systems outside the U.S. to
facilitate convenient account funding for non-U.S. customers.

• Direct Deposit and Mobile Check Deposit – Our Direct Deposit program allows customers to automatically deposit
paychecks, pension distributions and other recurring payments to their (non-retirement) brokerage account with us. In
addition, U.S. customers can use our Mobile Check Deposit to directly deposit checks drawn on a U.S. bank.

• Insured Bank Deposit Sweep Program – Our Insured Bank Deposit Sweep Program provides eligible customers with up to
$2,500,000 of Federal Deposit Insurance Corporation (“FDIC”) insurance on their eligible cash balances in addition to the
existing $250,000 Securities Investor Protection Corporation (“SIPC”) coverage for total coverage of $2,750,000. Customers
continue earning the same competitive interest rates currently applied to cash held in their brokerage accounts with us. We
sweep each participating customer’s eligible cash balances daily to one or more banks, up to $246,500 per bank, allowing for
the accrual of interest and keeping within the FDIC protected threshold. Cash balances above $2,750,000 remain subject to
safeguarding under the SEC's Customer Protection Rule 15c3-3.

• Investors’ MarketplaceSM – The Investors’ MarketplaceSM is an electronic marketplace that brings together individual investors,
financial advisors, money managers, fund managers, research analysts, technology providers, business developers and
administrators, allowing them to interact to form connections and conduct business.

• Mutual Fund Marketplace – The Mutual Fund Marketplace offers our customers access to more than 43,000 mutual funds
worldwide, including more than 18,000 no-transaction-fee funds from more than 600 fund families.

• Bond Marketplace – The Bond Marketplace allows customers to search for the best yields from a vast universe of over one
million bonds from issuers in the Americas, Europe and Asia/Pacific. We provide direct market access at a low cost to a wide
array of corporate, government and municipal securities. Our customers obtain competitive bids and offers with low,
transparent commissions and no hidden mark-ups.

• Cryptocurrency – Customers of Interactive Brokers LLC, including both individuals and advisors, can trade Bitcoin (BTC),
Ethereum (ETH), Litecoin (LTC) and Bitcoin Cash (BCH) through Paxos Trust Company or Zero Hash LLC, which execute,
clear and custody the cryptocurrencies, alongside other asset classes on a single unified platform. In Hong Kong, customers
can trade and hold BTC and ETH in their account with Interactive Brokers Hong Kong Limited (“IBHK”). Customers of
Interactive Brokers (U.K.) Limited can trade BTC, ETH, LTC, and BCH through Paxos Trust Company.

1
U.S. regulations require securities and commodities activities to be conducted in separate accounts. Universal AccountSM refers to the consolidation of these accounts
for display purposes only, enabling customers the ability to use a single platform to conduct trading activity and view consolidated activity and position information for
all products and services offered.

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• Forecast and Event Contracts – IBKR ForecastTraderSM is our web-based platform for trading forecast contracts from
ForecastEx LLC (“ForecastEx”), a CFTC-registered exchange and our wholly-owned subsidiary, as well as event contracts on
select CME futures markets. IBKR ForecastTraderSM allows customers to trade their opinion on a specific question with a “yes”
or “no” outcome while earning an interest-like incentive coupon based on the daily closing price of each contract.

• Fractional Trading – Fractional Trading allows customers to buy and sell any eligible U.S., Canadian, or European stocks (or
ETFs, where available), using either a specified cash amount or fractional shares, which are stock units that amount to less than
one full share. With fractional shares, there is no minimum for European shares and customers can invest in U.S. shares with
as little as $1.00. This functionality allows customers to experiment with trading and investing without committing substantial
sums of money and learn about building and rebalancing diversified portfolios.

• U.S. Spot Gold – Customers can trade U.S. Spot Gold alongside other asset classes from a single unified platform. In addition,
our customers have access to efficient pricing in quantities as small as one ounce and can request physical delivery of their
U.S. Spot Gold position.

• No Transaction Fee Program for Exchange-Traded Funds – We offer a no transaction fee program for ETFs that reimburses
IBKR ProSM customers and eligible non-U.S. customers for commissions paid on ETF shares held for at least 30 days.

• Overnight Trading Hours – Customers can trade over 10,000 U.S. stocks and ETFs, U.S. Equity Index futures and options,
U.S. Treasurys, global corporate bonds, European government bonds, and United Kingdom (“U.K.”) gilts nearly 24 hours a
day, five days a week, enabling them to react immediately to market-moving news and conveniently trade at almost any time.
It also provides customers in Asia with access to the U.S. Equity markets during their trading day.

For all customers, our platform offers:

• Low Costs – We provide our customers with among the industry’s lowest overall transaction costs in two ways. First, we offer
among the lowest execution, commission and financing costs in the industry. Second, our IBKR ProSM customers benefit from
our advanced routing of orders designed to achieve the best available trade price. In addition, customers earn interest on their
uninvested cash balances above $10,000 (or the equivalent in foreign currency).

• IB SmartRoutingSM – IB SmartRoutingSM retains control of the customer’s order, continuously searches for the best available
price and, unlike most other routers, dynamically routes and re-routes all or parts of a customer’s order to achieve optimal
execution and among the lowest execution and commission costs in the industry. We offer Transaction Cost Analysis reporting
to allow customers to track execution performance using multiple criteria. Our IBKR ProSM customers benefit from our
advanced order routing technology for all trades, while our IBKR LiteSM customers benefit from this technology for their trades
in products not eligible for IBKR LiteSM.

• Automated Risk Controls – Throughout the trading day, we calculate margin requirements for each of our customers on a
real-time basis across all product classes and across all currencies. Our customers are alerted to approaching margin violations
and if a customer’s equity falls below what is required to support that customer’s margin, we attempt to automatically liquidate
positions to bring the customer’s account into margin compliance. This is done to protect us, as well as the customer, from
excessive losses.

• Flexible and Customizable System – Our platform is designed to provide an efficient customer experience, beginning with a
highly automated account opening process and continuing through fast trade execution and reporting. Our sophisticated
interface provides interactive real-time views of account balances, positions, profits or losses, buying power and “what-if”
scenarios to enable our customers to more easily make informed investment decisions and trade effectively. Our system is
configured to remember the user’s preferences and is specifically designed for multi-screen systems. When away from their
main workstations, customers can conveniently access their accounts through our IBKR Mobile platforms.

• Securities Financing Services – We offer a suite of automated Stock Borrow and Lending tools, including our depth of
availability, transparent rates, global reach and dedicated service representatives. In addition, our Stock Yield Enhancement
Program allows our customers to lend their fully-paid stock shares to us in exchange for cash or U.S. Treasury securities
collateral. In turn, we lend these stocks in exchange for collateral and earn stock lending fees. We pay our customers interest
on the collateral value generally equal to 50% of a market-based rate for lending the shares. This allows customers holding
fully-paid long stock positions to enhance their returns.

• Global Outsourced Trading Desk – We offer broker-assisted trading through our Global Outsourced Trading Desk. The desk
helps traders execute large or complex orders and monitors trades when customers are unable to do so. The desk sources

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liquidity, brings SPX market color from the exchange trading pit, offers price discovery services, and helps customers calibrate
and execute complex algorithmic trading strategies.

• Automated Currency Conversions – Customers can execute trades in any of our supported currencies, even if they do not have
the corresponding cash balance in that currency, and can elect us to automatically perform the necessary forex transaction to
settle the trade.

• Recurring Investments – Customers can use our Recurring Investments tool to setup and execute a predetermined investment
strategy by automatically investing funds on a recurring schedule. Customers can create recurring investments for almost any
U.S., Canadian or European stock or ETF.

• Dividend Reinvestments – Customers can reinvest cash dividends into additional full or fractional shares of U.S. and Canadian
shares of stock held in their account.

• IBKR Campus – IBKR Campus helps customers learn about the markets, products, and tools available through our platforms.
IBKR Campus offers self-directed courses at the Traders’ Academy; live and recorded webinars; our Traders’ Insight market
commentary blog; IBKR Podcasts, a podcast series featuring interviews with financial industry thought leaders; the IBKR
Quant Blog; IBKR-API, the source for all IBKR API documentation; and the Student Trading Lab, which allows educators to
bring real-world trading experiences to their classroom. In addition, we provide content to Coursera, an online provider of
learning content, for a certificate program called Practical Guide to Trading.

Promotional offerings include:

• IBKR Refer a Friend Program – Under the Refer a Friend program, we encourage existing customers to refer friends and family
to IBKR. The referring customer can earn a flat fee payment of $200 while the new customer can receive up to $1,000 in IBKR
stock. The specific program details and eligibility requirements are described on our website.

Analytical offerings on our platform include:

• IBKR GlobalAnalystSM – IBKR GlobalAnalystSM is designed for investors who are interested in new opportunities to diversify
their portfolio and in discovering undervalued companies that may have greater growth potential. The tool’s World Map
Screener lets customers easily find stocks that match their strategies from across a universe of over 70,000 stocks worldwide,
while the World Data Screener lets customers compare the relative value of global stocks in the same currency and find new
opportunities.

• PortfolioAnalyst® – Our PortfolioAnalyst® reporting tool allows customers to consolidate, track and analyze their portfolios,
offering multi-custody solutions, advanced reporting, global support, benchmarks, risk metrics, GIPS® verified returns and
powerful on-the-go analytics. PortfolioAnalyst® includes Retirement Planning and Budgeting tools, and provides U.S.-based
advisors with an AI Commentary Generator designed to help advisors with customer portfolio performance reporting, market
updates and ticker-specific news.

• IB Risk NavigatorSM – We offer to all customers our real-time market risk management platform that unifies exposure across
multiple asset classes around the globe. The system is capable of identifying overexposure to risk by starting at the portfolio
level and drilling down into successively greater detail within multiple report views. Report data is updated every ten seconds
or upon changes to portfolio composition. Predefined reports allow the summarization of a portfolio from different risk
perspectives, providing views of Exposure, Value at Risk (“VaR”), Delta, Gamma, Vega and Theta, profit and loss, and position
quantity measures. The system also offers customers the ability to modify positions through “what-if” scenarios that show
hypothetical changes to the risk profile.

• Portfolio Builder – Portfolio Builder supports our customers in setting up an investment strategy based on research and rankings
from top buy-side providers and fundamental data; use filters to define the universe of equities that will comprise their strategy
and back-test their strategy using up to three years of historical performance; work in hypothetical mode to adjust the strategy
until the historical performance meets their standards; and with the click of a button let the system create the orders to invest
in a strategy and track its performance in their portfolio.

• Securities Lending Dashboard – The Securities Lending Dashboard is designed to help customers assess the short-selling
activity for specific securities and inform trading decisions. The dashboard allows sophisticated individual and institutional
investors, including hedge funds, to view an expanded universe of securities lending data across key metrics. The Securities
Lending Dashboard complements IBKR’s Securities Loan and Borrow system, which is a fully electronic and actionable self-
service utility that lets customers search for availability of shortable securities from within IBKR trading platforms at no cost.

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• Interactive AnalyticsSM and IB Option AnalyticsSM – We offer our customers state-of-the-art tools, which include a customizable
trading platform, advanced analytic tools and over 100 sophisticated order types and algorithms. We also provide a real-time
option analytics window that displays values reflecting the rate of change of an option’s price with respect to a unit change in
each of several risk dimensions.

• Probability Lab® – The Probability Lab® provides customers with an intuitive, visual method to analyze market participants’
future stock price forecasts based on current option prices. This tool compares a customer’s stock price forecast versus that of
the market and scans the entire option universe for the highest Sharpe ratio multi-leg option strategies that take advantage of
the customer’s forecast.

• Goal Tracker – Interactive Advisors’ Goal Tracker projects the hypothetical performance of a portfolio and monitors how
likely it is the portfolio might achieve the goal. Customers can adjust inputs, such as monthly contribution amount, goal target
date, or the cost or outflow associated with the goal, to estimate the likelihood of achieving a goal.

• AI News Summaries – Customers outside the U.S. have access to AI News Summaries that use generative AI to quickly
summarize the key points of news published by select providers, saving time and allowing them to react rapidly to changing
market conditions.

• Sustainable Investing Tools

• IMPACT by Interactive BrokersSM – IMPACT by Interactive BrokersSM (“IMPACT App”) is a unique, simple and intuitive
mobile app that helps customers easily align their investment portfolio with their values. The IMPACT App is intended to
allow customers to select their personal investment criteria from thirteen impact goals and principles and to exclude
investments based on business practices they would like to avoid.

• Impact Dashboard – The Impact Dashboard is intended to help customers evaluate and invest in companies that align with
their principles. Customers can select investments they care about and can measure how both individual securities and their
overall portfolio measure up against their criteria.

• ESG Scores – ESG Scores from Refinitiv give customers a separate set of tools to help them make investment decisions.
Companies are scored along several dimensions, such as reducing emissions and supporting human rights, and customers
can easily see how companies rank both overall and on each dimension.

We cater to various customer groups with specific service needs.

For advisors, we offer:

• Model Portfolios – Model Portfolios offer advisors an efficient and time-saving approach to investing customer assets. They
allow advisors to create groupings of financial instruments based on specific investment themes, and then invest customer
funds into these models.

• IBKR Allocation Order Tool – The IBKR Allocation Order Tool streamlines the creation, execution and allocation of group
orders. The tool provides advisors with a single screen to enter trade allocations quickly across many customer accounts,
advisors or strategies; allocate total quantity or cash quantity for user-specified values proportionally or equally; and modify
orders or allocations on the fly. In addition, customers can use the Allocation Order Tool to project, preview and allocate trades
to take advantage of potential capital losses for all or some of an advisor’s invested customers.

• Rebalance Tool – The Rebalance Tool lets advisors automatically rebalance all their accounts, a single sub-account or a user-
defined Account Group, which includes a subset of accounts, by redistributing percentages of positions in their sub-portfolio(s)
that make up the current net liquidation value.

• Commentary Generator – Our AI-powered Commentary Generator helps U.S.-based financial advisors streamline workflow
and improve efficiency by creating customer-specific performance reports and summarizing the latest and ticker-specific news
from select providers.

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• Tax Loss Harvesting – Our Tax Loss Harvest tool helps advisors to potentially reduce their customers’ tax liabilities by
harvesting losses across multiple assets for multiple customers at the same time.

• ESG Impact Profile – The ESG Impact Profile helps advisors understand customer preferences for socially responsible and
impact investing. Advisors’ customers can select personal investment criteria from thirteen impact values and principles and
exclude investments based on ten categories.

• IBKR Client Risk Profile – IBKR Client Risk Profile is designed to help advisors determine the most suitable investments for
their customers, based on each customer’s risk tolerance. This information is collected through a custom-designed
questionnaire. Advisors can view the scores through the Advisor Portal and create custom pre-trade allocation groups and
profiles in Trader WorkstationSM to place orders and allocate trades for customers with similar risk profiles.

• Custom Indexing – Custom Indexing allows advisors to create custom portfolios for their customers that directly hold the
underlying securities of an index, rather than purchasing a traditional index fund. This gives advisors the ability to customize
portfolios to align with specific investment objectives.

• Employee Plan Administrator SIMPLE IRA – The Employee Plan Administrator account allows U.S. advisors to offer self-
employed individuals and companies of less than 100 employees a Savings Investment Match Plan for Employees Individual
Retirement Account (“SIMPLE IRA”).

For hedge funds, we offer:

• High-Touch Prime Brokerage Services – We offer a High-Touch Prime Brokerage service for hedge funds, with benefits that
include a dedicated Relationship Manager; access to experts in risk/margin, compliance, securities finance, corporate actions,
proxy, clearing, transfers and tax; expedited request handling; and 24/5 access to a Global Outsourced Trading Desk for order
execution.

For introducing brokers and advisors, we offer:

• White Branding – Our large financial advisor and broker-dealer customers may “white brand” our trading interface, account
management and reports with their firm’s identity. Broker-dealer customers can also select from among our modular
functionalities, such as order routing, trade reporting or clearing, on specific products or exchanges where they may not have
up-to-date technology to offer to their customers a complete global range of services and products.

• Streamlined Client Service Program – The Streamlined Client Service Program offers a new level of service for brokers and
advisors who want to handle tasks for their customers, with a simplified process for approving funding requests and signing
agreements. The full list of available tasks includes authorization to update or change account information, account settings,
trading permissions, tax forms, banking and transfer instructions; authorization to vote shares and make elections regarding
positions; authorization for special programs and alternative investments; and request to send electronic notices, confirmations,
account statements and certain communications only to the broker or advisor.

For customers looking for online advisory services, we offer:

• Interactive Advisors – Interactive Advisors evaluates and recruits registered financial advisors, analyzes their investment track
records, and groups them by their risk profile. Investors who are interested in having their individual accounts robo-traded are
grouped by their risk and return preferences. Investors can assign their accounts to be traded by one or more advisors. Interactive
Advisors also offers our customers Smart Beta Portfolios which combine the benefits of actively managed fund stock selection
techniques with passive ETFs low-cost automation to provide broad market exposure and potentially higher returns, as well as
Socially Responsible Investing.

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Technology

Overview

Our proprietary technology is the key to our success. We believe that integrating our system with electronic exchanges and market
centers worldwide results in transparency, liquidity and efficiencies of scale. Together with the IB SmartRoutingSM system and our low
execution costs, this approach reduces overall transaction costs to our IBKR ProSM customers and, in turn, increases our transaction
volume and profits (customers who elect to use our IBKR LiteSM offering do not take advantage of our IB SmartRoutingSM technology).
Over the past four decades, we have developed an integrated trading system and communications network and have positioned our
company as an efficient conduit for the global flow of risk capital across asset and product classes on electronic marketplaces around
the world, permitting us to have one of the lowest cost structures in the industry. We believe that developing, maintaining and continuing
to enhance our proprietary technology provides us and our customers with the competitive advantage of being able to adapt quickly to
the changing environment of our industry and to take advantage of opportunities presented by new exchanges, products, pricing
mechanisms or regulatory changes before our competitors.

Our proprietary technology infrastructure enables us to provide our customers with the ability to execute trades at among the lowest
execution costs in the industry for comparable services. Customer trades are both automatically captured and reported in real time in
our system. Our customers can trade on more than 160 electronic exchanges and market centers in 36 countries around the world. These
exchanges and market centers are all partially or fully electronic, meaning that customers can buy or sell a product traded on that
exchange via an electronic link from their computer or mobile device through our system to the exchange. We offer our products and
services through a global communications network that is designed to provide secure, reliable and timely access to the most current
market information. We provide our customers with a variety of means to connect to our brokerage systems, including cross connects,
dedicated point-to-point data circuits, extranets, virtual private networks and the Internet.

Specifically, our customers receive electronic access worldwide via our Trader WorkstationSM (real-time Java-based trading platform),
our Next Gen IBKR Desktop, our proprietary Application Programming Interface (“API”), our IBKR Mobile app, our Client Portal-
based Quick Trade feature or industry standard Financial Information Exchange (“FIX”) connectivity. Customers who want a
professional quality trading application with a sophisticated user interface utilize our Trader WorkstationSM, which can be accessed
through a desktop or variety of mobile devices. Customers interested in developing programmatic trading utilize our API, which supports
multiple programming languages. Large institutions with FIX infrastructure prefer to use our FIX solution for seamless integration of
their existing order gathering and reporting applications.

While many brokerages, including some online brokerages, rely on employees performing manual procedures to execute many
day-to-day functions, we employ proprietary technology to automate, or otherwise facilitate, many of the following functions:

• account opening and funding;

• smart order routing resulting in industry-leading execution quality;

• seamless trading across all types of securities, futures and currencies around the world from one account;

• diverse order types, algorithms and analytical tools offered to customers;

• securities lending and short stock availability;

• delivery of customer information, such as confirmations, customizable real-time account statements, audit trails and regulatory
trade reporting;

• compliance;

• customer service; and

• risk management through automated real-time credit management of all new orders and margin monitoring.

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Research and Development

One of our core strengths is our expertise in the rapid development and deployment of automated technology for the financial markets.
Our core software technology is developed internally, and we do not generally rely on outside vendors for software development or
maintenance. To achieve optimal performance from our systems and in response to changing market conditions, we continuously rewrite
and upgrade our software. Use of the best available technology not only improves our performance but also helps us attract and retain
talented developers. Our software development costs are relatively low because the employees who oversee the development of the
software are often the same employees who design the application, evaluate its performance, and participate along with our quality
assurance professionals in our robust quality assurance testing procedures. The involvement of our developers in each of these processes
enables us to add features and further refine our software rapidly.

Our internally-developed, fully integrated trading and risk management systems are unique and transact across all product classes. These
systems have the flexibility to assimilate new trading venues and new product classes without compromising transaction speed or fault
tolerance. Fault tolerance, or the ability to maintain system performance despite trading venue malfunctions or hardware failures, is
crucial to ensuring best possible executions for our customers. Our systems are designed to detect trading venue malfunctions and
quickly take corrective actions by re-routing pending orders when possible.

Our company is technology-focused, and our management team is hands-on and technology-savvy. Most members of the management
team participate in algorithm design and supervise the creation of detailed specifications for new applications. The development queue
is prioritized and highly disciplined. Progress on programming initiatives is generally tracked on a bi-weekly basis by the Steering
Committee and other committees consisting of senior executives. This enables us to prioritize key initiatives and achieve rapid results.
All new business involves a software development project. We generally do not engage in any business that we cannot automate and
incorporate into our platform prior to entering the business.

We achieve a rapid software development and deployment cycle by leveraging a highly integrated, object-oriented development
environment. The software code is modular, with each object providing a specific function and being reusable in multiple applications.
New software releases are tracked and tested with proprietary automated testing tools. We are not hindered by disparate and often
limiting legacy systems assembled through acquisitions. Virtually all our software has been developed and maintained with a unified
purpose.

For over four decades, we have built and continuously refined our automated and integrated, real-time systems for world-wide trading,
risk management, clearing and cash management, among others. We have also assembled a proprietary connectivity network between
us and exchanges and market centers around the world. Efficiency and speed in performing prescribed functions are always crucial
requirements for our systems. As a result, our systems can assimilate market data, disseminate market prices to customers and update
risk management information in real time, across tradable products in all available product classes and across multiple geographies.

Transaction Processing

Our transaction processing is automated over the full life cycle of a trade. Our fully automated IB SmartRoutingSM system searches for
the best possible combination of prices available at the time a customer order is placed and immediately seeks to execute that order
electronically or send it where the order has the highest possibility of execution at the best price. Our market making software generates
and disseminates to the exchanges and market centers, in which we still operate, continuous bid and offer quotes on tradable,
exchange-listed products.

When an order is executed, our systems capture and deliver this information back to the source, either to the customer via the brokerage
system or to the market making system, generally within a fraction of a second. Simultaneously, the trade record is written into our
clearing system, where it flows through a chain of control accounts that allow us to reconcile trades, positions and money until the final
settlement occurs. Our integrated software tracks other important activities, such as dividends, corporate actions, options exercises,
securities lending, margining, risk management, and funds receipt and disbursement.

IB SmartRoutingSM

IB SmartRoutingSM searches for the best destination price in view of the displayed prices, sizes and accumulated statistical information
about the behavior of market centers at the time an order is placed, then immediately seeks to execute that order electronically. Unlike
other smart routers, IB SmartRoutingSM never relinquishes control of the order, and constantly searches for the best price. It continuously
evaluates fast-changing market conditions and dynamically re-routes all or parts of the order seeking to achieve optimal execution. For
example, for U.S. options, IB SmartRoutingSM can represent each leg of a spread order independently, if needed, and in that event enters
each leg at the best possible venue. IB SmartRouting AutorecoverySM re-routes a customer’s U.S. options order in the case of an exchange
malfunction, and we absorb the risk of double executions. In addition, IB SmartRoutingSM checks each new order to see if it could be
executed against any of its pending orders in our automated trading system (“ATS”). As the system continues to gain more users, IB
SmartRoutingSM and the IBKR ATS facilities become more important for customers in a world of multiple exchanges, market centers

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and penny-priced orders because it increases the possibility of best possible executions for our customers ahead of customers of other
brokers. As a result of this feature, our customers have a greater chance of executing limit orders and can do so sooner than those who
use less sophisticated routers.

Clearing and Margining

Our activities in the U.S. are entirely self-cleared. We are a clearing member of OCC (formerly known as the Options Clearing
Corporation), The Depository Trust and Clearing Corporation, the Chicago Mercantile Exchange Clearing House, and ICE Clear U.S.
In addition, we are fully or partially self-cleared in Canada, the United Kingdom, Switzerland, France, Germany, Belgium, Austria, the
Netherlands, Spain, Norway, Sweden, India, Hong Kong, Japan and Australia. Additionally, we are members of ForecastEx, a CFTC-
registered Designated Contract Market and Derivatives Clearing Organization.

Risk Management Activities

Our risk management policies are developed and implemented by our Steering Committee, which is chaired by our Chief Executive
Officer and comprised of senior executives of our various operating subsidiaries. The core of our risk management philosophy is the
utilization of our fully integrated computer systems to perform critical risk-management activities on a real-time basis. Our integrated
risk management seeks to ensure that each customer’s positions are continuously credit checked and brought into compliance if equity
falls short of margin requirements, curtailing bad debt losses.

We calculate margin requirements for each of our customers on a real-time basis across all product classes (stocks, options, futures,
forex, bonds, mutual funds, ETFs and other financial instruments) and across all currencies. Recognizing that our customers generally
are experienced investors, we expect our customers to manage their positions proactively, and we provide tools to facilitate our
customers’ position management. However, if a customer’s equity falls below what is required to support that customer’s margin, we
will automatically liquidate positions on a real-time basis to bring the customer’s account into margin compliance. We do this to protect
ourselves, as well as the customer, from excessive losses. These systems further contribute to our low-cost structure. The entire credit
management process is automated.

As a safeguard, all liquidations are displayed on custom built liquidation monitoring screens that are part of the toolset our risk
management professionals use to minimize market exposure. In addition, our risk management staff uses these displays to monitor the
performance of our risk systems at all times across all open markets around the world. Should our systems absorb erroneous market data
from exchanges that prompt liquidations, our risk specialists have the capability to temporarily halt liquidations that meet specific
criteria. The liquidation halt function is highly restricted.

Our customer interfaces include color coding on the account screen and pop-up warning messages to notify customers that they are
approaching their margin limits. This feature allows customers to take action, such as entering margin reducing trades, to avoid having
their positions liquidated under our automated liquidation algorithm. These tools and real-time margining aid our customers in
understanding their trading risk at any moment of the day and help us maintain low commissions.

We actively manage our global currency exposure on a continuous basis by maintaining our equity in a basket of currencies we call the
GLOBAL. We define the GLOBAL as consisting of fractions of a U.S. dollar, Euro, Japanese yen, British pound, Swiss franc, Chinese
renminbi, Indian rupee, Canadian dollar, Australian dollar and Hong Kong dollar. The currencies comprising the GLOBAL and their
relative proportions can change over time. Additional information regarding our currency diversification strategy is set forth in
“Quantitative and Qualitative Disclosures about Market Risk” in Part II, Item 7A of this Annual Report on Form 10-K.

With respect to our remaining market making activities, we employ certain hedging and risk management techniques to protect us from
a severe market dislocation. Our automated system evaluates and monitors the risks inherent in our portfolio, assimilates market data
and reevaluates the outstanding quotes in our portfolio many times per second. Our model automatically rebalances our positions
throughout each trading day to manage risk exposures. Under risk management policies implemented and monitored primarily through
our computer systems, reports to management, including risk profiles, profit and loss analysis and trading performance, are prepared on
real-time and periodical bases. Although our remaining market making activities are completely automated, the trading process and risk
exposures are monitored by a team of individuals who, in real-time, observe various risk parameters of our consolidated positions.

Operational Risk and Controls

We manage the operational risk inherent in our business and limit potential exposure to operational incidents by maintaining robust and
comprehensive controls. Our control environment is designed to ensure that services and controls are resilient during periods of
operational stress (e.g., extreme market volatility) and business disruptions. These controls are periodically assessed for both design
appropriateness and operating effectiveness by our Enterprise Risk Management and Internal Audit functions. In addition, an
Independent Service Auditor annually examines our brokerage operations system and the suitability of the design and operating
effectiveness of the related controls (System and Organizational Controls 1 Report).

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We have automated the full cycle of controls surrounding our businesses. Key automated controls include the following:

• Our technical operations team continuously monitors our network and the proper functioning of each of our nodes (exchanges
and market centers, internet service providers (“ISPs”), leased customer lines and our own data centers) around the world.

• Our real-time credit manager software provides pre- and post-execution controls by:

• testing every customer order to ensure that the customer’s account holds enough equity to support the execution of the
order, rejecting the order if equity is insufficient or directing the order to an execution destination without delay if equity
is sufficient; and

• continuously updating a customer account’s equity and margin requirements and, if the account’s equity falls below its
minimum margin requirements, automatically issuing liquidating orders in a smart sequence designed to minimize the
impact on the account’s equity.

• Our clearing system captures trades in real-time and performs automated reconciliation of trades and positions, corporate action
processing, customer account transfer, options exercise, securities lending and inventory management, allowing us to
effectively manage operational risk.

• Our accounting system operates with automated data feeds from clearing and banking systems, allowing us to produce financial
statements for all parts of our business every day by mid-day on the day following trade date.

• Our market making system continuously evaluates securities and futures products in which we provide bid and offer quotes
and changes our bids and offers in such a way as to maintain an overall hedge and a low-risk profile. The speed of
communicating with exchanges and market centers is maximized through continuous software and network engineering
maintenance, thereby allowing us to achieve real-time controls over market exposure.

Customers

Our customers primarily fall into two groups based on services provided, both of which take advantage of our low commissions as well
as our best price execution. Cleared customers, the large majority of our customers, use our trade execution and clearing services, low
financing rates, high interest paid (when benchmark rates are sufficiently above zero) and, under our IBKR LiteSM offering, commission-
free trades. Non-cleared customers use our trade execution services while choosing to clear with another prime broker or a custodian
bank.

We currently service approximately 3.34 million cleared customer accounts and have customers residing in over 200 countries and
territories around the world. Our target customer is one who requires the latest in trading technology and worldwide access, and who
expects low overall transaction and financing costs and market rate interest on uninvested cash balances. Our customers are mainly
comprised of individuals, trading desk professionals, electronic retail brokers, hedge funds, mutual funds, financial advisors, proprietary
trading firms, and introducing brokers and banks that require global access. No single customer represented more than 2% of our
commissions in 2024.

Human Capital

As of December 31, 2024, we had 2,998 employees across 28 locations globally. We aim to attract, develop and retain employees to
drive our business forward. To help our employees thrive at work and at home, we offer industry-leading benefits programs, including
paid leave time for all parents, adoption and fertility support, childcare support, mental health services, and healthcare travel
reimbursement. In the U.S., we fund healthcare premiums at no cost to employees.

Social Initiatives

We conducted an employee experience survey and had a 76% companywide participation rate. The results indicated high engagement
and confidence from our employees in our business. As a follow up to the survey, we are taking several actions including enhanced
leadership communications and additional opportunities for career development. We believe these changes will continue to foster a
collaborative team and strong culture.

Our Mentorship Program fosters connection and development. This program is open to all employees globally, and each mentor is
carefully selected by our talent team to complement the mentee’s unique development profile. The mentors were provided training and
guidance on how to best support their mentees.

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Our 2024 Intern Class has representation from a range of universities. We created an extensive program for the interns to allow them to
network within and outside the Company.

We continue to support our employees and the communities where we operate. This year, we donated to the Food Bank of Lower
Fairfield County in Connecticut, which is where our headquarters are located. Worldwide, we have supported numerous causes that are
important to our communities and our employees. Our employees continue to donate to causes of their choosing through our corporate
giving program, which is matched by the Company.

Employee and Leadership Development

We focus on equipping employees with essential skills for current and future success. We continue investing in our IBKR Training
Portal, now hosting over 1,000 on-demand and live courses, alongside specialized external training providers and certification bodies.
In addition to personal development programs, all employees complete a robust regulatory training curriculum. Topics include Anti-
Money Laundering, Anti-Sexual Harassment, Anti-Bribery and Corruption, Sanctions, Cybersecurity, and Data Privacy.

This year we have strengthened our management training curriculum by addressing core leadership competencies and by focusing on
our culture. Our offering included new manager development programs, a 360-degree feedback system, and focused training in
communication and project management.

Our Workforce

Our workforce is important to us, which is why we prioritize a merit-based culture. We are dedicated to attracting and developing a
global workforce from multiple communities around the world. We support employee resource groups and social media communities
within the Company.

Sustainability

Our sustainability initiatives are driven by the strategies led by our Board and are implemented throughout the Company. We expanded
our Sustainability Report, focusing on the guidelines of the Task Force on Climate-Related Financial Disclosures (“TCFD”), which
outlines our approach to climate related risk under governance, strategy, risk management and metrics.

The contents of our Sustainability Report are not incorporated by reference into this Annual Report on Form 10-K or in any other report
or document we file with the SEC. Our Sustainability Report can be found on our website.

In 2024, we assessed our Greenhouse Gas (“GHG”) under Scope 1 and Scope 2 emissions and initiated our Scope 3 emission capturing
waste generated in operation and upstream leased assets.

All our offices have completed an environmental review to assess current and best practices for energy, water and waste management.
We also procured renewable power sources for all our offices through the purchase of renewable energy certificates. We use third-party
providers for data centers. Globally, where possible, our data centers use renewable power provided directly through the landlord or via
renewable energy certificates.

Competition

The market for electronic brokerage services is rapidly evolving and highly competitive, and we expect it to remain so. The environment
in which we operate has a broad array of competitors ranging from large integrated banks to online brokers to new entrants. Our primary
competitors, both in the U.S. and abroad, are other companies that provide electronic brokerage, prime brokerage, and financial advisor
and introducing broker products and services. We compete based on numerous factors, including quality of transaction execution,
customer experience, products and services, technological excellence and innovation, reputation, global access, and price, including
commissions and interest rates. Since our inception, we have been transforming the electronic brokerage business through automation
and innovation, with software development, product improvement, expansion of products and geographies, and management focus
dedicated to this mission. We believe these are significant differentiators that set us apart from our competitors.

We experience competition in hiring and retaining qualified employees. The market for qualified personnel in our business is highly
competitive and, at various times, the demand in the market for different functions and roles can become especially high, which may
oblige us to pay more to attract and retain talent. We also compete on non-monetary forms of compensation, providing what we believe
to be a robust set of benefits to our employees.

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Regulation

Our securities and derivatives businesses are extensively regulated by U.S. federal and state regulators, foreign regulatory agencies, and
numerous exchanges and self-regulatory organizations of which our subsidiaries are members. In the current era of heightened regulation
of financial institutions, we expect to incur increasing compliance costs, along with the industry as a whole. Our approach has been to
build many of our regulatory and compliance functions into our integrated order routing, custodial, customer onboarding and transaction
processing systems, and augment these systems with experienced staff members.

Overview

As registered U.S. broker-dealers, Interactive Brokers LLC (“IB LLC”), IBKR Securities Services LLC (“IBKRSS”) and Interactive
Brokers Corp. are subject to the rules and regulations of the Exchange Act, and as members of various exchanges, we are also subject
to such exchanges’ rules and requirements. Additionally, IB LLC is subject to the Commodity Exchange Act and rules promulgated by
the Commodity Futures Trading Commission (“CFTC”) and the various commodity exchanges of which it is a member. We are also
subject to the requirements of various self-regulatory organizations such as the Financial Industry Regulatory Authority (“FINRA”), the
Chicago Mercantile Exchange (“CME”) and the National Futures Association (“NFA”). ForecastEx, an exchange and clearinghouse for
forecast contracts, is registered with the CFTC as a Designated Contract Market and Derivatives Clearing Organization. Our foreign
subsidiaries are similarly regulated under the laws and institutional frameworks of the countries in which they operate.

U.S. broker-dealers and futures commission merchants are subject to laws, rules and regulations that cover all aspects of the securities
and derivatives business, including:

• sales methods;

• “know your customer” requirements;

• anti-money laundering requirements;

• trade practices;

• use and safekeeping of customers’ funds and securities;

• capital structure;

• risk management;

• record-keeping;

• financing of customers’ purchases; and

• conduct of directors, officers and employees.

In addition, the businesses that we may conduct are limited by our arrangements with and our oversight by regulators. Participation in
new business lines, including trading of new products or participation on new exchanges or in new countries often requires governmental
and/or exchange approvals, which may take significant time and resources. As a result, we may be prevented from entering new
businesses that may be profitable in a timely manner, or at all.

As certain of our subsidiaries are members of FINRA, we are subject to certain regulations regarding changes in control of our
ownership. FINRA Rule 1017 generally provides that FINRA approval must be obtained in connection with any transaction resulting in
a change in control of a member firm. FINRA defines control as ownership of 25% or more of the firm’s equity by a single entity or
person and would include a change in control of a parent company. As a result of these regulations, our future efforts to sell shares or
raise additional capital may be delayed or prohibited by FINRA.

Net Capital Rule

The SEC, FINRA, CFTC and various other regulatory agencies within the U.S. have stringent rules and regulations with respect to the
maintenance of specific levels of net capital by regulated entities. Generally, a broker-dealer’s capital is its net worth plus qualified
subordinated debt less deductions for certain types of assets. The Net Capital Rule requires that at least a minimum part of a
broker-dealer’s assets be maintained in a relatively liquid form.

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If these net capital rules are changed or expanded, or if there is an unusually large charge against our net capital, our operations that
require the intensive use of capital would be limited. A large operating loss or charge against our net capital could adversely affect our
ability to expand or even maintain these current levels of business, which could have a material adverse effect on our business and
financial condition.

The U.S. regulators impose rules that require notification when net capital falls below certain predefined criteria. These rules also dictate
the ratio of debt-to-equity in the regulatory capital composition of a broker-dealer and constrain the ability of a broker-dealer to expand
its business under certain circumstances. If a firm fails to maintain the required net capital, it may be subject to suspension or revocation
of registration by the applicable regulatory agency, and suspension or expulsion by these regulators could ultimately lead to the firm’s
liquidation. Additionally, the Net Capital Rule and certain FINRA rules impose requirements that may have the effect of prohibiting a
broker-dealer from distributing or withdrawing capital and requiring prior notice to U.S. regulators and approval from FINRA for certain
capital withdrawals.

Our foreign subsidiaries are similarly regulated with regard to capital requirements in support of their brokerage activities.

As of December 31, 2024, aggregate excess regulatory capital for all of the operating subsidiaries was $12.4 billion.

IB LLC is subject to the Uniform Net Capital Rule (Rule 15c3-1) under the Exchange Act and to the CFTC’s minimum financial
requirements (Regulation 1.17) under the Commodities Exchange Act. Additionally, Interactive Brokers Canada Inc. (“IBC”) is subject
to the Canadian Investment Regulatory Organization (“CIRO”) risk adjusted capital requirement; Interactive Brokers (U.K.) Limited
(“IBUK”) is subject to the United Kingdom’s (“U.K.”) Financial Conduct Authority (“FCA”) financial resources requirement;
Interactive Brokers Ireland Limited (“IBIE”) is subject to the Central Bank of Ireland (“CBI”) financial resources requirement; IBKR
Financial Services AG (“IBKRFS”) is subject to the Swiss Financial Market Supervisory Authority (“FINMA”) eligible equity
requirement; Interactive Brokers (India) Private Limited (“IBI”) is subject to the National Stock Exchange of India net capital
requirements; Interactive Brokers Hong Kong Limited (“IBHK”) is subject to the Hong Kong Securities and Futures Commission
(“SFC”) financial resource requirement; Interactive Brokers Securities Japan, Inc. (“IBSJ”) is subject to the Japanese Financial Services
Agency (“FSA”) capital requirements; Interactive Brokers Singapore Pte. Ltd. (“IBSG”) is subject to the Monetary Authority of
Singapore (“MAS”) capital requirements; and Interactive Brokers Australia Pty Limited (“IBA”) is subject to the Australian Securities
Exchange (“ASX”) liquid capital requirement.

The table below summarizes capital, capital requirements and excess regulatory capital as of December 31, 2024.

Net Capital/
Eligible Equity Requirement Excess
(in millions)
IB LLC $ 9,450 $ 1,268 $ 8,182
IBHK 1,427 359 1,068
IBIE 1,302 293 1,009
Other regulated operating subsidiaries 2,274 170 2,104
$ 14,453 $ 2,090 $ 12,363

As of December 31, 2024, all of the operating subsidiaries were in compliance with their respective regulatory capital requirements. For
additional information regarding our net capital requirements see Note 16 – “Regulatory Requirements” to the audited consolidated
financial statements in Part II, Item 8 of this Annual Report on Form 10-K.

Protection of Customer Assets

To conduct customer activities, IB LLC is obligated under rules mandated by its primary regulators, the SEC and the CFTC, to segregate
cash or qualified securities belonging to customers. In accordance with the Securities Exchange Act of 1934, IB LLC is required to
maintain separate bank accounts for the exclusive benefit of customers. In accordance with the Commodity Exchange Act, IB LLC is
required to segregate all monies, securities and property received from commodities customers in specially designated accounts. IBC,
IBUK, IBIE, IBI, IBHK, IBSJ, IBSG and IBA are subject to similar requirements within their respective jurisdictions.

To further enhance the protection of our customers’ assets, IB LLC performs daily (i.e., instead of the required weekly) customer reserve
computations along with daily adjustments of the money set aside in safekeeping for our customers.

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Supervision and Compliance

Our Compliance department supports and seeks to ensure proper operations of our business in accordance with applicable regulatory
requirements. The philosophy of the Compliance department, and the Company as a whole, is to build automated systems to try to
minimize manual steps in the compliance process and then to augment these systems with experienced staff members who apply their
judgment where needed. We have built automated systems to handle wide-ranging compliance issues such as trade and audit trail
reporting, financial operations reporting, enforcement of short sale rules, enforcement of margin rules and pattern day trading
restrictions, recording and review of employee correspondence, archival of required records, execution quality and order routing reports,
approval and documentation of new customer accounts, surveillance of customer trading for market manipulation or abuse or violations
of exchange rules, and anti-money laundering and anti-fraud surveillance in line with our anti-money laundering policies. Our automated
operations and automated compliance systems provide substantial efficiencies to our Compliance department. As part of this continuing
effort, we have implemented a robust case management and surveillance system and increased our Compliance staffing over the past
several years to meet the growing regulatory burdens faced by all industry participants.

Our electronic brokerage subsidiaries have Chief Compliance Officers who report to the Chief Executive Officer or business head for
their subsidiary, and to the Global Chief Regulatory Officer (or regional Compliance Head). In the U.S., the Chief Compliance Officer
and certain other senior staff members are FINRA and NFA registered principals with supervisory responsibility over the compliance
aspects of our businesses. Similar roles are undertaken by staff in certain non-U.S. locations as well. Staff members in the Compliance
department and in other departments are also registered with FINRA, NFA or other regulatory organizations.

Communications

The SEC, FINRA and CFTC have stringent rules and regulations requiring broker-dealers to preserve all written communications related
to the Company’s business. Under these rules, firms are required to enforce internal policies and supervise their employees and prevent
them from using unapproved communication methods, including personal text messages, WhatsApp, and other messaging platforms, to
communicate about the Company’s business, unless the Company retains those communications. If a firm fails to use approved
communication methods and preserve off-channel electronic communications, it may be subject to fines and other disciplinary action.

We send and retain text messages, emails, and other written communications on a variety of approved applications and platforms as part
of our regular business, and we have procedures in place to retain written communications made through other channels necessary for
business purposes. As such, the Company has a Business Communication Policy in place and requires all employees to certify that they
have read and agreed to only send and receive written electronic communications related to the business of the Company through
Company-approved channels.

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Patriot Act and Increased Anti-Money Laundering (“AML”) and “Know Your Customer” Obligations

Registered broker-dealers traditionally have been subject to a variety of rules that require that they “know their customers” and monitor
their customers’ transactions for suspicious activities. Under the Uniting and Strengthening America by Providing Appropriate Tools
Required to Intercept and Obstruct Terrorism Act of 2001 (the “USA Patriot Act”), broker-dealers are subject to even more stringent
requirements. Likewise, the SEC, CFTC, foreign regulators, and the various exchanges and self-regulatory organizations, of which our
operating subsidiaries are members, have passed numerous AML and customer due diligence rules. Significant criminal and civil
penalties can be imposed for violations of the USA Patriot Act, and significant fines and regulatory penalties can also be imposed for
violations of other governmental and self-regulatory organization AML rules.

As required by the USA Patriot Act and other rules, we have established comprehensive AML and customer identification procedures,
and designated AML Compliance Officers for each electronic brokerage subsidiary; and we provide formal AML training to our AML,
customer facing, and other relevant employees, and conduct regular independent audits of our AML programs. Our AML screening is
conducted using a mix of automated and manual reviews and has been structured to comply with regulations in various jurisdictions.
We collect required information through our new account opening process and screen accounts against databases for the purposes of
identity verification and for review of potential negative information and appearance on government sanction lists, including the Office
of Foreign Assets and Control, Specially Designated Nationals and Blocked Persons lists and several other global, United Nations,
European Union (“EU”) and other non-U.S. sanction lists. Additionally, we have designed and implemented restrictions to prevent
certain types of high-risk activity, including potentially manipulative patterns of trading or higher risk patterns of money movement.
We generate and review a sophisticated suite of surveillance reports and queues to identify potential money laundering, market
manipulation or abuse, fraud and other suspicious activities.

Dodd-Frank Reform Act

The Dodd-Frank Wall Street Reform and Consumer Protection Act imposes strict reporting and disclosure requirements on the financial
services industry. We maintain a robust system for evidence of our supervisory review of controls over financial reporting and
management monitors accounting and regulatory rulemaking developments for their potential effect on our financial statements and
internal controls over financial reporting.

Business Continuity Planning

Federal regulators and industry self-regulatory organizations require regulated firms to maintain business continuity plans that describe
what actions firms would take in the event of a disaster (such as a fire, natural disaster, climate-related event or terrorist incident) that
might significantly disrupt operations. We have developed business continuity plans that describe steps that we and our employees
would take in the event of various scenarios. We have built backup capabilities for key operations performed at our regional offices in
North America, Europe and Asia that would be utilized in the event of a significant outage at our main data center or primary office
locations. In addition, we continue to strengthen our technical infrastructure and have built redundancy of systems so that most operations
and critical job functions can be handled from multiple offices or remotely.

Foreign Regulation

Our international subsidiaries are subject to extensive regulation in the various jurisdictions where they have operations. The most
significant of our international subsidiaries are: IBC, registered to do business in Canada as an investment dealer; IBUK, registered to
do business in the U.K. as a broker; IBIE, registered in Ireland as an investment firm; IBKRFS, registered to do business in Switzerland
as a securities dealer; IBI, registered to do business in India as a stock broker; IBHK, registered to do business in Hong Kong as a
securities dealer; IBSJ, registered in Japan as a financial instruments firm; IBSG, registered in Singapore as a capital markets firm; and
IBA, registered to do business in Australia as a securities dealer and futures broker. See the “Net Capital” section above in this Item 1,
for regulatory requirements related to our foreign subsidiaries.

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ITEM 1A. RISK FACTORS

We face a variety of risks that are substantial and inherent in our businesses, including market, liquidity, credit, operational, legal and
regulatory. In addition to the risks identified elsewhere in this Annual Report on Form 10-K, the following is a summary of the risk
factors that apply to our business results of operations and financial condition. Please read the detailed discussion of these risks following
the summary.

Risks Related to Our Company Structure

• Future sales of our common stock in the public market could lower our stock price, and any additional capital raised by us
through the sale of equity or convertible securities may dilute your ownership in us.

• Control by Mr. Thomas Peterffy of a majority of the combined voting power of our common stock may give rise to conflicts
of interests and could discourage a change of control that other stockholders may favor, which could negatively affect our stock
price, and adversely affect stockholders in other ways.

• We depend on IBG LLC to distribute cash to us in amounts sufficient to pay our tax liabilities and other expenses.

• We are required to pay Holdings for the benefit relating to additional tax depreciation or amortization deductions we claim as
a result of the tax basis step-up our subsidiaries received in connection with our initial public offering (“IPO”) and certain
subsequent redemptions of Holdings membership interests.

• Certain provisions in our amended and restated certificate of incorporation may prevent efforts by our stockholders to change
our direction or management.

Risks Related to Our Business

• Macroeconomic, geopolitical and other challenges and uncertainties could have a negative impact on our business.

• Our business could be harmed by a systemic market event.

• Damage to our reputation could harm our business.

• The impact of a public health emergency may have a material adverse impact on our business and results of operations.

• Our future success will depend on our response to the demand for new services, products and technologies.

• The loss of our key employees would materially adversely affect our business.

• We may not pay dividends on our common stock at any time in the foreseeable future.

• Our direct market access clearing and non-clearing brokerage operations face intense competition.

• We are subject to potential losses as a result of our clearing and execution activities.

• We are exposed to risks associated with our international operations.

• We are subject to counterparty risk whereby defaults by parties with whom we do business can have an adverse effect on our
business, financial condition and results of operations.

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• Any future acquisitions may result in significant transaction expenses, integration and consolidation risks and risks associated
with entering new markets, and we may be unable to profitably operate our consolidated company.

• Because our revenues and profitability depend on trading volume and interest rate levels, they are prone to significant
fluctuations and are difficult to predict.

• We may incur material trading losses from our market making activities.

• Reduced spreads in securities pricing, levels of trading activity and trading through market makers could harm our business.

• We may incur losses in our market making activities in the event of failures of our proprietary pricing model.

• The valuation of the financial instruments we hold may result in large and occasionally anomalous swings in the value of our
positions and in our earnings in any period.

• We are exposed to losses due to lack of perfect information.

• Rules governing designated market makers may require us to make unprofitable trades or prevent us from making profitable
trades.

• Our risk management policies and procedures may not be fully effective in mitigating our risk exposure in all market
environments or against all types of risks.

Risks Related to Laws, Regulations and Litigation

• Our future efforts to sell shares or raise additional capital may be delayed or prohibited by regulations.

• Regulatory and legal uncertainties could harm our business.

• We are subject to risks relating to litigation and potential securities laws liability.

• Heightened regulatory and legislative requirements and changes in the U.S. and globally have increased our compliance,
regulatory and other risks and costs.

• We may incur additional tax expense or become subject to additional tax liabilities.

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Risks Related to Our Intellectual Property, Technology, Cybersecurity and Data Privacy

• We may not be able to protect our intellectual property rights or may be prevented from using intellectual property necessary
for our business.

• Our reliance on our computer software could cause us great financial harm in the event of any disruption or corruption of our
computer software. We may experience technology failures while developing our software.

• We depend on our proprietary technology, and our future results may be impacted if we cannot maintain technological
superiority in our industry.

• We do not have fully redundant systems. System failures could harm our business.

• Failure of third-party systems on which we rely could adversely affect our business.

• Internet-related issues may reduce or slow the growth in the use of our services in the future.

• We could be the target of a cyber-attack or experience a cybersecurity incident that impairs internal systems, degrades services
we provide to customers, or results in a data compromise, causing reputational or monetary damages as a consequence.

• We are subject to stringent and complex data privacy rules. Failure to comply with these rules could have an adverse effect on
our business, financial condition, and results of operation.

Risks Related to Cryptocurrency

• We rely on third-party Cryptocurrency Service Providers (“CSPs”) to provide our customers the ability to access
cryptocurrency trading and custody services.

• A data breach at the CSP may result in irreversible losses, which would adversely affect our customers and our business.

• We may encounter technical issues which would result in disruption or interruption of our customers’ access to their CSP
accounts.

• Changes in laws and regulations regarding cryptocurrency may negatively impact our ability to enable our customers to buy,
hold and sell cryptocurrencies in the future and may adversely affect our business.

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Risks Related to Our Company Structure

Future sales of our common stock in the public market could lower our stock price, and any additional capital raised by us through
the sale of equity or convertible securities may dilute your ownership in us.

The members of Holdings have the right to cause the redemption of their Holdings membership interests over time in connection with
offerings of shares of our common stock. We intend to sell additional shares of common stock in public offerings in the future, which
may include offerings of our common stock to finance future purchases of IBG LLC membership interests which, in turn, will finance
corresponding redemptions of Holdings membership interests. These offerings and related transactions are anticipated to occur at least
annually into the future. The size and occurrence of these offerings may be affected by market conditions. We may also issue additional
shares of common stock or convertible debt securities to finance future acquisitions or business combinations. We currently have
approximately 108.9 million outstanding shares of common stock. Assuming no anti-dilution adjustments based on combinations or
divisions of our common stock, the offerings referred to above could result in the issuance by us of up to an additional approximately
313.6 million shares of common stock. It is possible, however, that such shares could be issued in one or a few large transactions.

We cannot predict the size of future issuances of our common stock or the effect, if any, that future issuances and sales of shares of our
common stock may have on the market price of our common stock. Sales of substantial amounts of our common stock (including shares
issued in connection with an acquisition), or the perception that such sales could occur, may cause the market price of our common
stock to decline.

Control by Mr. Thomas Peterffy of a majority of the combined voting power of our common stock may give rise to conflicts of
interests and could discourage a change of control that other stockholders may favor, which could negatively affect our stock price,
and adversely affect stockholders in other ways.

Mr. Thomas Peterffy, our founder and Chairman, and his affiliates beneficially own approximately 91.4% of the economic interests and
all of the voting interests in Holdings, which owns all of our Class B common stock, representing approximately 74.2% of the combined
voting power of all classes of our voting stock. As a result, Mr. Peterffy has the ability to elect all of the members of our Board of
Directors and thereby to control our management and affairs, including determinations with respect to acquisitions, dispositions, material
expansions or contractions of our business, entry into new lines of business, borrowings, issuances of common stock or other securities,
and the declaration and payment of dividends on our common stock. In addition, Mr. Peterffy is able to determine the outcome of all
matters requiring stockholder approval and will be able to cause or prevent a change of control of our company or a change in the
composition of our Board of Directors and could preclude any unsolicited acquisition of our company. The concentration of ownership
could discourage potential takeover attempts that other stockholders may favor and could deprive stockholders of an opportunity to
receive a premium for their common stock as part of a sale of our company and this may adversely affect the market price of our common
stock.

Moreover, because of Mr. Peterffy’s substantial ownership, we are eligible to be and are, treated as a “controlled company” for purposes
of the Nasdaq Marketplace Rules. As a result, we are not required by Nasdaq to have a majority of independent directors or to maintain
Compensation and Nominating and Corporate Governance Committees composed entirely of independent directors to continue to list
the shares of our common stock on Nasdaq. Our Compensation Committee is comprised of Messrs. Thomas Peterffy (Chairman of the
Compensation Committee), Earl H. Nemser (our Vice Chairman) and Milan Galik (our Chief Executive Officer). Mr. Peterffy’s
membership on the Compensation Committee may give rise to conflicts of interests in that Mr. Peterffy is able to influence all matters
relating to executive compensation, including his own compensation.

We depend on IBG LLC to distribute cash to us in amounts sufficient to pay our tax liabilities and other expenses.

We are a holding company and our primary assets are our approximately 25.8% equity interest in IBG LLC and our controlling interest
and related rights as the sole managing member of IBG LLC and, as such, we operate and control all of the business and affairs of
IBG LLC and are able to consolidate IBG LLC’s financial results into our financial statements. We have no independent means of
generating revenues. IBG LLC is treated as a partnership for U.S. federal income tax purposes and, as such, is not subject to U.S. federal
income tax. Instead, its taxable income is allocated on a pro rata basis to Holdings and us. Accordingly, we incur income taxes on our
proportionate share of the net taxable income of IBG LLC, and also incur expenses related to our operations. We intend to cause
IBG LLC to distribute cash to its members in amounts at least equal to that necessary to cover their tax liabilities, if any, with respect to
the earnings of IBG LLC. To the extent we need funds to pay such taxes, or for any other purpose, and IBG LLC is unable to provide
such funds, it could have a material adverse effect on our business, financial condition and results of operations.

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We are required to pay Holdings for the benefit relating to additional tax depreciation or amortization deductions we claim as a
result of the tax basis step-up our subsidiaries received in connection with our initial public offering (“IPO”) and certain subsequent
redemptions of Holdings membership interests.

In connection with our IPO, we purchased interests in IBG LLC from Holdings for cash. In connection with redemptions of Holdings
membership interests, we acquired additional interests in IBG LLC by issuing shares of Class A common stock in exchange for an
equivalent number of shares of member interests in IBG LLC (the “Redemptions”). In addition, IBG LLC membership interests held by
Holdings may be sold in the future to us and financed by our issuances of shares of our common stock. The initial purchase and the
Redemptions did, and the subsequent purchases may, result in increases in the tax basis of the tangible and intangible assets of IBG LLC
and its subsidiaries that otherwise would not have been available. Such increase will be approximately equal to the amount by which
our stock price at the time of the purchase exceeds the income tax basis of the assets of IBG LLC underlying the IBG LLC interests
acquired by us. These increases in tax basis will result in increased deductions in computing our taxable income and resulting tax savings
for us generally over the 15-year period which commenced with the initial purchase and subsequent purchases, respectively. We have
agreed to pay 85% of these tax savings, if any, to Holdings as they are realized as additional consideration for the IBG LLC interests
that we acquire, with the balance to be retained by us.

As a result of the IPO and the Redemptions by Holdings, the increase in the tax basis attributable to our interest in IBG LLC is
$2.1 billion. The tax savings that we would actually realize as a result of this increase in tax basis likely would be significantly less than
this amount multiplied by our effective tax rate due to a number of factors, including, for example, the allocation of a portion of the
increase in tax basis to foreign or non-depreciable fixed assets, the impact of the increase in the tax basis on our ability to use foreign
tax credits and the rules relating to the amortization of intangible assets. Based on facts and assumptions as of December 31, 2024,
including that subsequent purchases of IBG LLC interests will occur in fully taxable transactions, the potential tax basis increase
resulting from the historical and future purchases of the IBG LLC interests held by Holdings could be as much as $31.2 billion. The
actual increase in tax basis depends, among other factors, upon the price of shares of our common stock at the time of the purchase and
the extent to which such purchases are taxable and, as a result, could differ materially from this amount. Our ability to achieve benefits
from any such increase, and the amount of the payments to be made under the Tax Receivable Agreement, depends upon a number of
factors, as discussed above, including the timing and amount of our future income.

The tax basis increase of $31.2 billion assumes that (a) all remaining IBG LLC membership interests held by Holdings are purchased
by us in one or more taxable transactions and (b) such purchases in the future are made at prices that reflect the closing share price as of
December 31, 2024.

If the Internal Revenue Service (“IRS”) successfully challenges the tax basis increase, under certain circumstances, we could be required
to make payments to Holdings under the Tax Receivable Agreement in excess of our cash tax savings.

Certain provisions in our amended and restated certificate of incorporation may prevent efforts by our stockholders to change our
direction or management.

Provisions contained in our amended and restated certificate of incorporation could make it more difficult for a third party to acquire
us, even if doing so might be beneficial to our stockholders. For example, our amended and restated certificate of incorporation
authorizes our Board of Directors to determine the rights, preferences, privileges and restrictions of unissued series of preferred stock,
without any vote or action by our stockholders. We could issue a series of preferred stock that could impede the completion of a merger,
tender offer or other takeover attempt. These provisions may discourage potential acquisition proposals and may delay, deter or prevent
a change of control of us, including through transactions, and, in particular, unsolicited transactions, that some or all of our stockholders
might consider to be desirable. As a result, efforts by our stockholders to change our direction or management may be unsuccessful.

Risks Related to Our Business

Macroeconomic, geopolitical and other challenges and uncertainties could have a negative impact on our business.

We are affected by domestic and international macroeconomic and political conditions, as well as, the level of interest rates, inflation,
and by fiscal and monetary policy. Our business depends in part on the level of global trading volumes and volatility, which are affected
by factors beyond our control. These factors may cause a weakness in securities markets, leading to a slowdown in trading volumes,
which would result in reduced transaction revenues. Changes in tax law and regulation, or market uncertainty caused by a change in the
political environment, may negatively affect our business. Our international operations may also be subject to risk of loss due to political,
economic or financial instability, unexpected changes in regulatory requirements, tax laws, and changes in governmental or central bank
policies. These risks could have a material adverse effect on our business, financial condition and results of operations.

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Our business could be harmed by a systemic market event.

Some market participants could be overleveraged. In case of sudden, large price movements, such market participants may not be able
to meet their obligations to brokers who, in turn, may not be able to meet their obligations to their counterparties. As a result, the financial
system or a portion thereof could collapse, and the impact of such an event could be catastrophic to our business.

Damage to our reputation could harm our business.

Maintaining our reputation is critical to attracting and maintaining customers, investors, and employees. If we fail to address, or appear
to fail to address, issues that may give rise to reputational risk, we could significantly harm our business. These issues may include, but
are not limited to, any of the risks discussed in this Item 1A, including appropriately dealing with potential conflicts of interest, legal
and regulatory requirements, ethical issues, money laundering, cybersecurity and data privacy, record-keeping, sales and trading
practices, and employee misconduct. Adverse developments could impair our reputation and materially adversely affect our business,
financial condition and results of operations.

The impact of a public health emergency may have a material adverse impact on our business and results of operations.

The response of governments and societies to a public health emergency, which could include temporary closures of certain businesses;
social distancing; travel restrictions, “shelter in place” and other governmental regulations; and reduced consumer spending due to job
losses, may significantly impact volatility in the financial, commodities and energy markets, and general economic conditions. These
measures may negatively impact businesses, market participants, our counterparties and customers, and the global economy and could
continue for a prolonged period of time.

Our net interest income and profitability could be negatively affected by lower benchmark interest rates caused by central banks lowering
target benchmark rates in an attempt to buffer their economies from a public health emergency.

As a result of our hybrid work model, which we adopted for our offices globally, any disruption to our information technology systems,
including from cyber incidents, could have a material adverse effect on our business. We have taken measures to maintain the health
and safety of our employees, but widespread illness could negatively affect staffing levels within certain functions or locations. In
addition, our ability to recruit, hire and onboard employees could be negatively impacted by a public health emergency.

The impact of a public health emergency on our future financial results could be significant but currently cannot be quantified, as it
would depend on numerous evolving factors that cannot be accurately predicted, including, but not limited to, the duration and spread
of the public health emergency; its impact on our customers, employees and vendors; governmental regulations in response to the public
health emergency; and the overall impact of the public health emergency on the economy and society, among other factors. Any of these
events, alone or in combination with others, could exacerbate many of the risk factors discussed or incorporated by reference herein and
could have a material adverse effect on our business, financial condition and results of operations.

Our future success will depend on our response to the demand for new services, products and technologies.

The demand for our services that rely on electronic communications gateways, is characterized by:

• rapid technological change;

• changing customer demands;

• the need to enhance existing services and products or introduce new services and products; and

• evolving industry standards.

New services, products and technologies may render our existing services, products and technologies less competitive. Our future
success will depend, in part, on our ability to respond to the demand for new services, products and technologies on a timely and
cost-effective basis and to adapt to technological advancements and changing standards to address the increasingly sophisticated
requirements and varied needs of our customers and prospective customers. We cannot assure you that we will be successful in
developing, introducing or marketing new services, products and technologies. In addition, we may experience difficulties that could
delay or prevent the successful development, introduction or marketing of these services and products, and our new service and product
enhancements may not achieve market acceptance. Any failure on our part to anticipate or respond adequately to technological
advancements, customer requirements or changing industry standards, or any significant delays in the development, introduction or
availability of new services, products or enhancements could have a material adverse effect on our business, financial condition and
results of operations.

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The loss of our key employees would materially adversely affect our business.

Our key executives have substantial experience and have made significant contributions to our business, and our continued success is
dependent upon the retention of our key management executives, as well as the services provided by our staff of trading system,
technology and programming specialists and a number of other key managerial, marketing, planning, financial, technical and operations
personnel. The loss of such key personnel could have a material adverse effect on our business. Growth in our business is dependent, to
a large degree, on our ability to retain and attract such employees.

We may not pay dividends on our common stock at any time in the foreseeable future.

As a holding company for our interest in IBG LLC, we will be dependent upon the ability of IBG LLC to generate earnings and cash
flows and distribute them to us so that we may pay any dividends to our stockholders. To the extent (if any) that we have excess cash,
any decision to declare and pay dividends in the future will be made at the discretion of our Board of Directors and will depend on,
among other things, our results of operations, financial conditions, cash requirement, contractual restrictions and other factors that our
Board of Directors may deem relevant. From the second quarter of 2011 through the first quarter of 2024, we declared and paid a
quarterly cash dividend of $0.10 per share. Starting in the second quarter of 2024, we increased the quarterly cash dividend from $0.10
per share to $0.25 per share. Although not required, we currently intend to pay quarterly dividends of $0.25 per share to our common
stockholders for the foreseeable future.

Our direct market access clearing and non-clearing brokerage operations face intense competition.

With respect to our direct market access brokerage business, the market for electronic and interactive bidding, offering and trading
services in connection with equities, options and futures is rapidly evolving and intensely competitive. We expect competition to
continue and intensify in the future. Our current and potential future competition principally comes from five categories of competitors:

• prime brokers who, in an effort to satisfy the demands of their customers for hands-on electronic trading facilities, universal
access to markets, smart routing, better trading tools, and lower commissions and financing rates, have embarked upon building
such facilities and product and service enhancements;

• direct market access and online equity brokers, and online options and futures firms;

• zero commission brokers, while technically not offering direct market access, who use simplified interfaces and a limited
product offering to attract new market participants;

• software development firms and vendors who create global trading networks and analytical tools and make them available to
brokers; and

• traditional brokers.

In addition, we compete with financial institutions, mutual fund sponsors and other organizations, many of which provide online, direct
market access or other investing services. A number of brokers provide our technology and execution services to their customers, and
these brokers can become our competitors if they develop their own technology. Some of our competitors in this area have greater name
recognition, longer operating histories and significantly greater financial, technical, marketing and other resources than we have and
offer a wider range of services and financial products than we do. Some of our competitors may also have an ability to charge lower or
zero commissions. We cannot assure you that we will be able to compete effectively or efficiently with current or future competitors.
These increasing levels of competition in the online trading industry could significantly harm this aspect of our business.

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We are subject to potential losses as a result of our clearing and execution activities.

As a clearing member firm providing financing services to certain of our brokerage customers, we are ultimately responsible for their
financial performance in connection with various securities and derivatives transactions. Our clearing operations require a commitment
of our capital and, despite safeguards implemented by our software, involve risks of losses due to the potential failure of our customers
to perform their obligations under these transactions. If our customers default on their obligations, we remain financially liable for such
obligations, and although these obligations are collateralized, we are subject to market risk in the liquidation of customer collateral to
satisfy those obligations. There can be no assurance that our risk management procedures will be adequate. Any liability arising from
clearing operations could have a material adverse effect on our business, financial condition and results of operations.

As a clearing member firm of securities and derivatives clearing houses in the U.S. and abroad, we are also exposed to clearing member
credit risk. Securities and derivatives clearing houses require member firms to deposit cash, stock and/or government securities for
margin requirements and to clearing funds. If a clearing member defaults in its obligations to the clearing house in an amount larger
than its own margin and clearing fund deposits, the shortfall is absorbed pro rata from the deposits of the other clearing members. Many
clearing houses of which we are members also have the authority to assess their members for additional funds if the clearing fund is
depleted. A large clearing member default could result in a substantial cost to us if we are required to pay such assessments.

We are exposed to risks associated with our international operations.

During 2024, approximately 31% of our net revenues were generated by our operating subsidiaries outside the U.S. We are exposed to
risks and uncertainties inherent in doing business in international markets, particularly in the heavily regulated brokerage industry. Such
risks and uncertainties include political, economic and financial instability; unexpected changes in regulatory requirements, tariffs and
other trade barriers; exchange rate fluctuations; applicable currency controls; and difficulties in staffing, including reliance on newly
hired local experts, and managing foreign operations. These risks could cause a material adverse effect on our business, financial
condition and results of operations.

We are subject to counterparty risk whereby defaults by parties with whom we do business can have an adverse effect on our business,
financial condition and results of operations.

We are exposed to the risk of loss if a customer, counterparty or issuer fails to perform its obligations under contractual terms. Our
counterparty risk is primarily from margin loans extended to customers, securities purchased under agreements to resell (“repos”),
securities borrowing and lending arrangements, cash and/or collateral deposited with clearing houses, exchanges, banks, securities firms
and other financial counterparties, all of which may result in credit exposure in the event the counterparty defaults on their obligations
to us due to bankruptcy, lack of liquidity, operational failure or other reasons.

Our customer margin credit exposure is to a great extent mitigated by our policy of automatically evaluating each account throughout
the trading day and closing out positions automatically for accounts that are found to be under-margined. While this methodology is
effective in most situations, it may not be effective in situations in which no liquid market exists for the relevant securities or
commodities or in which, for any reason, automatic liquidation for certain accounts has been disabled. If no liquid market exists or
automatic liquidation has been disabled, we are subject to risks inherent in extending credit, especially during periods of rapidly declining
markets. Any loss or expense incurred due to defaults by our customers in failing to repay margin loans or to maintain adequate collateral
for these loans would cause harm to our business, financial condition and results of operations.

Repos are collateralized by securities with a market value in excess of the obligation under the contract and are cleared and marked to
market through a central clearing counterparty.

Securities lending agreements are collateralized by deposits of cash or securities. We attempt to minimize credit risk associated with
these activities by monitoring collateral values daily and requiring additional collateral to be deposited with or returned to us as permitted
under contractual provisions. Similarly, over-the-counter transactions, such as contracts for differences (“CFDs”), are marked to market
daily and are conducted with counterparties that have undergone a thorough credit review. Any loss or expense incurred due to defaults
by our counterparties in failing to fulfill their contractual obligations would cause harm to our business, financial condition and results
of operations.

In addition, as a clearing member of several central clearing houses, we participate in the mutualization of risk and could incur financial
losses in the event of default by other clearing members. Although we regularly review our credit exposures, default risk may arise from
events or circumstances that are difficult to detect or foresee.

Any future acquisitions may result in significant transaction expenses, integration and consolidation risks and risks associated with
entering new markets, and we may be unable to profitably operate our consolidated company.

Although our growth strategy has not focused historically on acquisitions, we may in the future engage in evaluations of potential
acquisitions and new businesses. We may not have the financial resources necessary to consummate any acquisitions in the future or
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the ability to obtain the necessary funds on satisfactory terms. Any future acquisitions may result in significant transaction expenses and
risks associated with entering new markets in addition to integration and consolidation risks. Because acquisitions historically have not
been a core part of our growth strategy, we have little experience in successfully utilizing acquisitions. We may not have sufficient
management, financial and other resources to integrate any such future acquisitions or to successfully operate new businesses and we
may be unable to profitably operate our expanded company.

Because our revenues and profitability depend on trading volume and interest rate levels, they are prone to significant fluctuations
and are difficult to predict.

Our revenues are dependent on the level of trading activity on securities and derivatives exchanges in the U.S. and abroad and on the
general level of interest rates. In the past, our revenues and operating results have varied significantly from period to period primarily
due to movements and trends in the underlying markets and to fluctuations in trading and interest rate levels. As a result, period to period
comparisons of our revenues and operating results may not be meaningful, and future revenues and profitability may be subject to
significant fluctuations or declines.

We may incur material trading losses from our market making activities.

A portion of our revenues and operating profits is derived from our trading as principal in our role as a market maker. We may incur
trading losses relating to these activities since each primarily involves the purchase or sale of securities for our own account. In any
period, we may incur trading losses in a significant number of securities for a variety of reasons including:

• price changes in securities;

• lack of liquidity in securities in which we have positions; and

• the required performance of our market making obligations.

These risks may limit or restrict our ability to either resell securities we purchased or to repurchase securities we sold. In addition, we
may experience difficulty borrowing securities to make delivery to purchasers to whom we sold short, or lenders from whom we have
borrowed. From time to time, we may have large position concentrations in securities of a single issuer or issuers engaged in a specific
industry or traded in a particular market. Such a concentration could result in higher trading losses than would occur if our positions and
activities were less concentrated.

In our role as a market maker, we attempt to derive a profit from the difference between the prices at which we buy and sell, or sell and
buy, securities. However, competitive forces often require us to match the quotes other market makers display and to hold varying
amounts of securities in inventory. By having to maintain inventory positions, we are subjected to a high degree of risk. We cannot
assure you that we will be able to manage such risk successfully or that we will not experience significant losses from such activities,
which could have a material adverse effect on our business, financial condition and results of operations.

Reduced spreads in securities pricing, levels of trading activity and trading through market makers could harm our business.

Computer-generated buy/sell programs and other technological advances and regulatory changes in the marketplace may continue to
tighten spreads on securities transactions. Tighter spreads and increased competition could make our remaining market making activities
less profitable.

We may incur losses in our market making activities in the event of failures of our proprietary pricing model.

Our market making activities are substantially dependent on the accuracy of our proprietary pricing mathematical model, which
continuously evaluates and monitors the risks inherent in our portfolio, assimilates market data and reevaluates our outstanding quotes
many times per second. Our model is designed to automatically rebalance our positions throughout the trading day to manage risk
exposures on our positions in options, futures and the underlying securities. In the event of a flaw in our pricing model and/or a failure
in the related software, our pricing model may lead to unexpected and/or unprofitable trades, which may result in material trading losses.

The valuation of the financial instruments we hold may result in large and occasionally anomalous swings in the value of our
positions and in our earnings in any period.

The market prices of our long and short positions are reflected on our books at closing prices which are typically the last trade price
before the official close of the primary exchange on which each such security trades. If prices of derivatives and their underlying
securities close out of alignment, there may be large and occasionally anomalous swings in the value of our positions daily and,
accordingly, in our earnings in any period. This is especially true on the last business day of each calendar quarter.

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We are exposed to losses due to lack of perfect information.

As market makers, we provide liquidity by buying from sellers and selling to buyers. Quite often, we trade with others who have different
information than we do, and as a result, we may accumulate unfavorable positions preceding large price movements in companies.
Should the frequency or magnitude of these events increase, our losses will likely increase correspondingly.

Rules governing designated market makers may require us to make unprofitable trades or prevent us from making profitable trades.

Designated market makers are granted certain rights and have certain obligations to “make a market” in a particular security. They agree
to specific obligations to maintain a fair and orderly market. In acting as a designated market maker, we are subjected to a high degree
of risk by having to support an orderly market. In this role, we may at times be required to make trades that adversely affect our
profitability. In addition, we may at times be unable to trade for our own account in circumstances in which it may be to our advantage
to trade, and we may be obligated to act as a principal when buyers or sellers outnumber each other. In those instances, we may take a
position counter to the market, buying or selling securities to support an orderly market. Additionally, the rules of the markets which
govern our activities as a designated market maker are subject to change. If these rules are made more stringent, our trading revenues
and profits as a designated market maker could be adversely affected.

Our risk management policies and procedures may not be fully effective in mitigating our risk exposure in all market environments
or against all types of risks.

We seek to manage, monitor and control our market, credit, operational, liquidity, and legal and regulatory compliance risks through
risk management policies developed and implemented by our Steering Committee, which is chaired by our Chief Executive Officer and
comprised of senior executives of our various operating subsidiaries. However, there can be no assurance that our procedures will be
adequate. Historically, market conditions have included unprecedented market events which highlighted the limitations inherent in using
historical data to manage risk. While we employ a broad and diversified set of risk management tools, they cannot anticipate every
economic and financial outcome or the specifics and timing of such outcomes, as a result a failure in our risk management policies and
procedures could have a material adverse effect on our business, financial condition and results of operations. See "Item 1. Business -
Risk Management Activities" for more information.

Risks Related to Laws, Regulations and Litigation

Our future efforts to sell shares or raise additional capital may be delayed or prohibited by regulations.

As certain of our subsidiaries are members of FINRA, we are subject to certain regulations regarding changes in control of our
ownership. FINRA Rule 1017 generally provides that FINRA approval must be obtained in connection with any transaction resulting in
a change in control of a member firm. FINRA defines control as ownership of 25% or more of the firm’s equity by a single entity or
person and would include a change in control of a parent company. Interactive Brokers Canada, Inc., Interactive Brokers (U.K.) Limited,
Interactive Brokers Ireland Limited, IBKR Financial Services AG, Interactive Brokers Hong Kong Limited, and Interactive Brokers
Singapore Pte. Ltd. are subject to similar change in control regulations promulgated by the CIRO in Canada, the FCA in the United
Kingdom, the CBI in Ireland, the FINMA in Switzerland, the SFC in Hong Kong, and the MAS in Singapore, respectively. As a result
of these regulations, our future efforts to sell shares or raise additional capital may be delayed or prohibited. We may be subject to
similar restrictions in other jurisdictions in which we operate.

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Regulatory and legal uncertainties could harm our business.

The securities and derivatives businesses are heavily regulated. Firms in financial service industries have been subject to an increasingly
regulated environment over recent years, and penalties and fines sought by regulatory authorities have increased accordingly. Our
broker-dealer subsidiaries are subject to regulations in the U.S. and abroad covering all aspects of their business. Regulatory bodies
include, in the U.S., the SEC, FINRA, the Board of Governors of the Federal Reserve System, the Chicago Board Options Exchange,
the CME, the CFTC, and the NFA; in Canada, the CIRO and various Canadian securities commissions; in the United Kingdom, the
FCA; in Ireland, the CBI; in Switzerland, the FINMA; in India, the Securities and Exchange Board of India; in Hong Kong, the SFC; in
Japan, the Financial Supervisory Agency and the Japan Securities Dealers Association; in Singapore, the MAS; and in Australia, the
Australian Securities and Investment Commission. Our mode of operation and profitability may be directly affected by additional
legislation changes in rules promulgated by various domestic and foreign government agencies and self-regulatory organizations that
oversee our businesses, and changes in the interpretation or enforcement of existing laws and rules, including the potential imposition
of transaction taxes. Noncompliance with applicable laws or regulations could result in sanctions being levied against us, including fines
and censures, suspension or expulsion from a certain jurisdiction or market or the revocation or limitation of licenses. Noncompliance
with applicable laws or regulations could adversely affect our reputation, prospects, revenues and earnings. In addition, changes in
current laws or regulations or in governmental policies could adversely affect our business, financial condition and results of operations.

Domestic and foreign stock exchanges, other self-regulatory organizations and state and foreign securities commissions can censure,
fine, issue cease-and-desist orders, suspend or expel a broker-dealer or any of its officers or employees. Our ability to comply with all
applicable laws and rules is largely dependent on our internal systems to ensure compliance, as well as our ability to attract and retain
qualified compliance personnel. We could be subject to disciplinary or other actions in the future due to claimed noncompliance, which
could have a material adverse effect on our business, financial condition and results of operations. To continue to operate and to expand
our services internationally, we may have to comply with the regulatory controls of each country in which we conduct, or intend to
conduct business, the requirements of which may not be clearly defined. The varying compliance requirements of these different
regulatory jurisdictions, which are often unclear, may limit our ability to continue existing international operations and further expand
internationally.

We are subject to risks relating to litigation and potential securities laws liability.

We are exposed to substantial risks of liability under federal and state securities laws, other federal and state laws and court decisions,
as well as rules and regulations promulgated by the SEC, the CFTC, the Federal Reserve, state securities regulators, self-regulatory
organizations and foreign regulatory agencies. We are also subject to the risk of litigation and claims that may be without merit. We
could incur significant legal expenses in defending ourselves against and resolving lawsuits or claims. An adverse resolution of any
future lawsuits or claims against us could result in a negative perception of the Company and have a material adverse effect on our
business, financial condition and results of operations. See “Legal Proceedings and Regulatory Matters” in Part I Item 3 of this Annual
Report on Form 10 K.

Heightened regulatory and legislative requirements in the U.S. and internationally have increased our compliance, regulatory and
other risks and costs.

We are required to interpret and implement extensive and frequently changing regulatory and legislative requirements in the U.S. and
other jurisdictions in which we do business resulting in substantial compliance, regulatory and other risks and costs, including the cost
of hiring additional personnel. In addition, there is heightened regulatory scrutiny and expectations in the U.S. and internationally with
respect to governance, infrastructure, data, risk management practices and controls. A failure to comply with these requirements and
expectations, even if inadvertent, could result in increased regulatory oversight and restrictions, enforcement proceedings, penalties and
fines.

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We may incur additional tax expense or become subject to additional tax liabilities.

We are subject to the tax laws and regulations of the U.S., its states and municipalities, and numerous foreign jurisdictions. These tax
laws, regulations and treaties are complex, and the manner they apply to us is sometimes open to interpretations, therefore significant
judgments are required in determining our provision for income taxes, deferred tax assets and liabilities balances, and other tax liabilities.
We are also regularly under audit by the U.S. Internal Revenue Service and other tax authorities, both in the U.S. and abroad, which
may not agree with our tax positions and cause our tax liabilities to increase.

In addition, our tax liabilities are subject to other significant risks and uncertainties, including those arising from potential changes in
laws and regulations in the countries in which we do business, the possibility of tax controversy related to adverse determinations with
respect to the application of existing laws, changes in our business or structure, and changes in the valuation of our deferred tax assets
and liabilities. For example, on December 15, 2022, the EU formally adopted the EU’s Pillar Two Directive, effective January 1, 2024,
which provides for a minimum effective tax rate of 15%, as established by the Organization for Economic Cooperation and Development
(“OECD”) Pillar Two Framework, and a significant number of other countries have either already or are expected to also implement
similar legislation with varying effective dates. These new tax law changes bring significant risks and uncertainties. Any unfavorable
resolution of these and other uncertainties may have a significant adverse impact on our effective tax rate and results of operations. If
our tax expense were to increase, or if the ultimate determination of our taxes owed is for an amount in excess of the amounts previously
accrued, it could have a material adverse effect on our business, financial condition, cash flows, and results of operations.

Risks Related to Our Intellectual Property, Technology, Cybersecurity and Data Privacy

We may not be able to protect our intellectual property rights or may be prevented from using intellectual property necessary for our
business.

We rely primarily on trade secret, contract, copyright, patent and trademark laws to protect our proprietary technology. It is possible
that third parties may copy or otherwise obtain and use our proprietary technology without authorization or otherwise infringe on our
rights. We may also face claims of infringement that could interfere with our ability to use technology that is material to our business
operations.

In the future, we may have to rely on litigation to enforce our intellectual property rights, protect our trade secrets, determine the validity
and scope of the proprietary rights of others or defend against claims of infringement or invalidity. Any such litigation, whether
successful or unsuccessful, could result in substantial costs and the diversion of resources and the attention of management, any of which
could negatively affect our business.

Our reliance on our computer software could cause us great financial harm in the event of any disruption or corruption of our
computer software. We may experience technology failures while developing our software.

We rely on our computer software to receive and properly process internal and external data. Any disruption in the proper functioning
of our software due to, for example, erroneous or corrupted data, or cyber-attacks, may cause us to make erroneous trades or suspend
our services and could cause us great financial harm. To maintain our competitive advantage, our software is under continuous
development. As we identify and enhance our software, there is risk that software failures may occur and result in service interruptions
and have other unintended consequences.

We depend on our proprietary technology, and our future results may be impacted if we cannot maintain technological superiority
in our industry.

Our success in the past has largely been attributable to our sophisticated proprietary technology that has taken many years to develop.
We have benefited from the fact that the type of proprietary technology equivalent to that which we employ has not been widely available
to our competitors. If our technology becomes more widely available to our current or future competitors for any reason, our operating
results may be adversely affected. Additionally, adoption or development of similar or more advanced technologies by our competitors
may require that we devote substantial resources to the development of more advanced technology to remain competitive. The markets
in which we compete are characterized by rapidly changing technology, evolving industry standards and changing trading systems,
practices and techniques. Although we have been at the forefront of many of these developments in the past, we may not be able to keep
up with these rapid changes in the future, develop new technology, realize a return on amounts invested in developing new technologies
or remain competitive in the future.

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New developments in the field of Artificial Intelligence (“AI”) could enable competitors to offer new products or services never before
seen in the marketplace. While we strive to provide the most cutting-edge technology to our customers, breakthroughs or significant
innovations made using AI (or discoveries uncovered through the use of AI) could change the nature of our business. Competitors who
advance in this space may be able to offer superior products and services and may materially adversely affect our business, financial
condition and results of operations.

We do not have fully redundant systems. System failures could harm our business.

If our systems fail to perform, we could experience unanticipated disruptions in operations, slower response times or decreased customer
service and customer satisfaction. Our ability to facilitate transactions successfully and provide high quality customer service also
depends on the efficient and uninterrupted operation of our computer and communications hardware and software systems. Our service
has experienced periodic system interruptions, which we believe will continue to occur from time to time. Our systems and operations
are also potentially vulnerable to damage or interruption from human error, cyber-attacks, natural disasters, power loss,
telecommunication failures, break-ins, sabotage, computer viruses, intentional acts of vandalism and similar events. We do not have
fully redundant systems, and our formal business continuity plan does not include restoration of all services. We currently have limited
separate backup facilities dedicated to our non-U.S. operations. It is our intention to provide for and progressively deploy backup
facilities for all facilities and infrastructure globally over time. In addition, we do not carry business interruption insurance to compensate
for losses that could occur to the extent not required. Any system failure that causes an interruption in our service or decreases the
responsiveness of our service could impair our reputation, damage our brand name and materially adversely affect our business, financial
condition and results of operations.

Failure of third-party systems on which we rely could adversely affect our business.

We rely on certain third-party computer systems or third-party service providers, including clearing systems, exchange systems, banking
systems, cryptocurrency systems, Internet services, third-party identity verification services, co-location facilities, communications
facilities and other facilities. Any interruption in these third-party services, or deterioration in their performance, could be disruptive to
our business. If our arrangement with any third party is terminated, we may not be able to find an alternative source of systems support
on a timely basis or on commercially reasonable terms. This could have a material adverse effect on our business, financial condition
and results of operations.

Internet-related issues may reduce or slow the growth in the use of our services in the future.

Our ability to provide services to consumers and increase the scope and quality of such services is limited by and dependent upon the
speed and reliability of our customers’ unrestricted access to the Internet, which is beyond our control. If periods of decreased
performance, outages or delays on the Internet occur frequently, growth in the usage of our web-based products could be delayed or
decline, which could have a material adverse effect on our business, financial condition and results of operations.

We could be the target of a cyber-attack or experience a cybersecurity incident that impairs internal systems, degrades services we
provide to customers, or results in a data compromise, causing reputational or monetary damages as a consequence.

Our business relies on technology and automation, causing us to be potentially vulnerable to various forms of cyber-attacks by external
actors or malicious insiders. Any resulting security breaches could expose us to liability to one or more third parties, including our
customers, and disrupt our operations. Though we take steps to mitigate the various cyber threats and devote resources to protecting our
systems and networks, we may be unable to anticipate all types of attacks or to implement adequate preventative measures against all
eventualities.

Our cybersecurity measures may not detect or prevent all attempts to compromise our systems. Furthermore, whereas we expend efforts
on evaluating and ensuring adequacy of security measures employed by third-party service providers, we may not be able to exercise
full control over them. Failures or deficiencies of such controls could result in adverse impacts to our business, operations, or confidential
information, depending on the nature of the services provided. Breaches of our cybersecurity measures or those of our third-party service
providers could result in any of the following: unauthorized access to our systems; unauthorized access to and misappropriation of
information or data, including confidential or proprietary information about ourselves, third parties with whom we do business or our
proprietary systems; viruses, worms, spyware, ransomware, or other malware being placed in our systems; misappropriation, deletion
or modification of customer information; or a denial-of-service or other interruptions to our business operations.

To the extent that our activities involve the storage and transmission of proprietary information such as personal financial information,
security breaches could expose us to a risk of financial loss, litigation and other liabilities. Any of these events, particularly if they
(individually or in the aggregate) result in a loss of confidence in our company or electronic brokerage firms in general, could have a
material adverse effect on our business, financial condition and results of operations.

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We are subject to stringent and complex data privacy rules. Failure to comply with these rules could expose us to a risk of financial
loss, litigation, and other liabilities.

We are subject to numerous data privacy rules, including federal, state, local and international laws, as well as industry standards and
regulations, and contractual obligations relating to data privacy and the collection, protection, use, retention, security, disclosure,
transfer, and other processing of personal and other data. In the U.S., we are subject to rules including the Gramm-Leach-Bliley Act of
1999 and Section 5(c) of the Federal Trade Commission Act; internationally, we are subject to the General Data Protection Regulation
(“GDPR”) of the EU and the U.K., the Personal Information Protection Law of the People’s Republic of China, and other applicable
data privacy rules and regulations.

We continue our efforts to safeguard the data entrusted to us in accordance with applicable laws and our data protection policies,
including taking steps to reduce the potential for the improper use or disclosure of personal data; and continue to monitor regulations
related to data privacy on both a domestic and international level to assess requirements and impacts on our business operations.

Rules regarding data privacy and security worldwide are continuously evolving and developing, increasing in complexity and, as a
result, interpretation and implementation standards and enforcement practices are likely to remain uncertain for the foreseeable future.
New laws, amendments to or reinterpretations of existing laws, regulations, standards, and other obligations might require us to incur
additional costs and change how we use, collect, store, transfer or otherwise process certain types of personal data, to implement new
processes to comply with those laws and our customers’ exercise of their rights thereunder. If we fail to follow these security standards,
even if no customer information is compromised, we might incur significant fines or experience a significant increase in costs.

Any failure or perceived failure by us or our third-party service providers to comply with our privacy policies or any applicable laws,
regulations, industry standards, or rules relating to data privacy and security, or any compromise of security that results in the theft,
unauthorized access, acquisition, use, disclosure, or misappropriation of personal data, could result in significant fines, criminal
penalties, monetary damages, regulatory enforcement actions, litigation and reputational harm, one or all of which could have an adverse
effect on our business, financial condition and results of operations.

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Risks Related to our Cryptocurrency Offering

We rely on third-party Cryptocurrency Service Providers (“CSPs”) to provide our customers the ability to access cryptocurrency
trading and custody services.

We have entered into agreements with third-party CSPs, which provide (i) cryptocurrency exchange platforms and services whereby
investors can buy and sell certain cryptocurrencies and (ii) custody services for certain cryptocurrencies (collectively, the “Exchange
Services”), enabling some of our customers to trade and custody Bitcoin (BTC), Ethereum (ETH), Litecoin (LTC), Bitcoin Cash (BCH)
and potentially other cryptocurrencies, (collectively, "Cryptocurrency Assets") via CSPs. A disruption in our partnership with a CSP or
in the Exchange Services provided by a CSP could have adverse effects on our customers’ confidence in our cryptocurrency offering
through CSPs and on our business.

A data breach at the CSPs may result in irreversible losses, which would adversely affect our customers and our business.

The CSPs are responsible for securing the customers’ Cryptocurrency Assets and protecting them from loss or theft.

Access to the Cryptocurrency Assets is controllable only by the possessor of the unique private key(s) relating to the digital wallet in
which such Cryptocurrency Assets are held. To the extent any of the CSPs’ private keys are lost, destroyed, unable to be accessed by
the CSPs, or otherwise compromised and no backup of such private key(s) is accessible, the CSPs may be unable to access the
Cryptocurrency Assets held in the respective wallets. In addition, neither the CSPs nor any cryptocurrency custodian can provide
absolute assurance that any or all of the CSPs’ wallets will not be hacked or compromised such that the private keys are obtained by a
third party or otherwise compromised in a manner such that Cryptocurrency Assets are sent to one or more addresses that the CSPs do
not control, which could result in the loss of some or all of the Cryptocurrency Assets that the CSPs hold in custody on behalf of our
customers.

Eligible customers of IB LLC or IBUK can enroll to access a digital asset exchange and custody services provided by one or more CSPs
to buy, sell and hold Cryptocurrency Assets in an account in the customer’s name at the CSP. IB LLC and IBUK do not provide
execution, custody or safeguarding services for the customers’ Cryptocurrency Assets and do not maintain (or have access to) the
cryptographic key information and wallets necessary to access the Cryptocurrency Assets, nor do IB LLC or IBUK have any legal title
or claim to those Cryptocurrency Assets. The agreement the customer signs with IB LLC before the customer is permitted to access the
CSP’s services through IB LLC’s platform provides that:

[Customer] acknowledges and agrees that [IB LLC] is not responsible for any trading or other losses (including, without limitation,
losses due to theft, fraud, cybersecurity breach, loss of control of private keys, or any other loss arising from trading, transferring,
or holding digital assets with [the CSP]) resulting directly or indirectly from or in connection with [Customer’s] relationship with
[the CSP] and/or [Customer’s] trading or holding of digital assets, including activity or holdings in the [CSP] Account.

Customers of IBUK sign an agreement containing a substantially identical provision prior to being permitted to access the CSP’s services
through IBUK’s platform.

Eligible customers of IBHK can enroll to trade and hold Cryptocurrency Assets through a relationship IBHK has established with a
CSP, which is an SFC-licensed digital asset exchange and custodian. The Cryptocurrency Assets are sub-custodied by the CSP on an
omnibus basis for the benefit of the customers of IBHK. IBHK notifies its customers that exchange and sub-custody services are provided
by a CSP. IBHK does not maintain (or have access to) the cryptographic key information and wallets necessary to access the
Cryptocurrency Assets, nor does IBHK have any beneficial claim to those Cryptocurrency Assets. The CSP is responsible for securing
the customers’ Cryptocurrency Assets and protecting them from loss or theft, and the SFC requires the CSP to maintain adequate controls
and insurance against the risk of theft or loss of the customers’ Cryptocurrency Assets. The agreement the customer signs with IBHK
before the customer is permitted to access digital asset trading provides that:

To the maximum extent permitted by applicable Rules, [IBHK] is not liable to [Customer] for loss arising from or attributable to
the insolvency of any [CSP], in the event of hacking or otherwise caused by the default of the [CSP], where [IBHK] has not failed
to exercise reasonable care and diligence in the selection, appointment and ongoing monitoring of the [CSP], except (i) such loss
arising from the gross negligence, willful default or fraud of [IBHK], or (ii) to the extent prohibited under applicable Rules.
Notwithstanding any other provision of these Terms, in the absence of either (a) a failure by [IBHK] to exercise reasonable care
and diligence in the selection, appointment and ongoing monitoring of the [CSP], or (b) gross negligence, wilful default or fraud on
the part of [IBHK], [IBHK] will only be obliged to return Virtual Assets held for [Customer] with the [CSP] who is insolvent, or
which Virtual Assets have otherwise been subjected to loss due to an event of hacking, embezzlement, or theft at the [CSP] or which
losses are otherwise caused by the default of the [CSP], solely if and to the extent that those Virtual Assets or equivalent value are
recovered by [IBHK] from the [CSP]. Unless otherwise provided under applicable Rules, [Customer] hereby agree[s] not to bring
any action against [IBHK] on any claim arising from a loss occurring at the [CSP], in the absence of circumstances addressed under
(a) or (b) above, so long as [IBHK] makes commercially reasonable efforts to assert a claim for recovery against the [CSP].
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The CSPs’ failure to safeguard the Cryptocurrency Assets may result in losses to our customers which could have adverse effects on
our customers’ confidence in our cryptocurrency offering through CSPs and on our business.

We may encounter technical issues which would result in disruption or interruption of our customers’ access to their CSP accounts.

Both we and the CSPs rely on computer software, hardware and telecommunications infrastructure and networking to provide the
respective services to our customers with respect to trading and custody of the Cryptocurrency Assets. These computer-based systems
and services are inherently vulnerable to disruption, delay, or failure, which may cause our customers to lose access to our trading
platform and the Exchange Services provided by the CSPs. Any such disruption could have an adverse effect on our customers’
confidence in our cryptocurrency offering through the CSPs and an adverse effect on our business.

Changes in laws and regulations regarding cryptocurrency may negatively impact our ability to enable our customers to buy, hold
and sell cryptocurrencies in the future and may adversely affect our business.

Regulation of the cryptocurrency industry continues to evolve and is subject to change. Securities and commodities laws and regulations
and other bodies of laws can apply to certain cryptocurrency assets. These laws and regulations are complex and the interpretations of
them may be subject to challenge by the relevant regulators. Future regulatory developments, including the treatment of certain
cryptocurrency assets for U.S. federal income tax and foreign tax purposes, could have an adverse effect on our cryptocurrency offering
through CSPs and on our business.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

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ITEM 1C. CYBERSECURITY

We are a global financial services firm, with a longstanding commitment to providing a reliable and secure trading environment for our
customers.

Technology is at the core of our business, with customers, exchanges, clearing houses, counterparties, and third-party service providers
interacting with our systems and applications on an ongoing basis. As a consequence, we are subject to significant cybersecurity risks.
Moreover, such risks have been increasing over time, due to the growing sophistication of cyber threat actors, geo-political instability,
and advances in technology, such as AI, which are known to have been misused in cyber-attacks.

As part of our overall risk management framework, our cybersecurity program is designed to identify, assess, and manage cyber risks.
The program involves risk assessments, implementation of security measures, and ongoing monitoring of systems and networks. We
continually evaluate the current threat landscape to identify material risks arising from new and evolving cybersecurity threats.

Management and Board Oversight of Cybersecurity Risks

The Company’s management, including the Company’s Executive Vice President of Technology and Chief Information Security Officer
(“CISO”), are responsible for assessing and managing material risks from cybersecurity threats. Members of Company management
possess relevant expertise in various disciplines that are key to effectively managing such risks.

The Company’s management, including through its oversight of the Company’s policies and procedures regarding cybersecurity, is
actively involved in the prevention, detection, mitigation, and remediation of cybersecurity incidents impacting or with the potential to
impact the Company. Management’s oversight is augmented through the Company’s Enterprise Risk Management Framework, which
includes risk and control assessments related to the Company’s cybersecurity program. Additionally, the Company’s Internal Audit
Group periodically audits aspects of the Company’s cybersecurity program and reports the results of such audits to the Board’s Audit
Committee, and an external audit firm conducts an annual SOC 2 attestation of the Company’s information security controls.

If a cybersecurity incident occurs, incident response procedures are in place to ensure that the occurrence is appropriately reported to
the CISO and senior management. Where necessary, business continuity plans are mobilized to minimize disruption to business
operations. The Company has established the Cyber Materiality Committee (“CMC”), whose purpose is to review cybersecurity
incidents escalated to it by our Threat & Incident Management Team and determine whether they are material and thus require a
disclosure on Form 8-K. CMC’s membership includes the Chief Executive Officer (“CEO”), the Chief Financial Officer, the Executive
Vice President of Technology, the CISO, and other senior leaders.

Our Board of Directors receives periodic updates on cybersecurity matters and the overall state of our cybersecurity program from our
CEO (based on consultation with our CISO and other senior members of our Information Security and/or Technology teams).

Assessment of Cybersecurity Risk

The potential impact of risks from cybersecurity threats to the Company is assessed on an ongoing basis. During the reporting period
and through the issuance of this Annual Report on Form 10-K, the Company has not identified any risks from cybersecurity threats,
including as a result of previous cybersecurity incidents, that the Company believes have materially affected, or are reasonably likely to
materially affect the Company, including its business strategy, operational results, and financial condition. For additional information
about cybersecurity risks, see Part I, Item 1A, “Risk Factors” in this Annual Report on Form 10-K.

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ITEM 2. PROPERTIES

Our headquarters are located in Greenwich, Connecticut. We lease office and data center facilities in 34 cities throughout the world
where we conduct our operations as set forth below. We believe our present facilities, together with our current options to extend lease
terms, are adequate for our current needs.

The table below presents certain information with respect to our leased facilities as of December 31, 2024.

Location Space (sq. feet) Principal Usage


North America
Greenwich, CT 163,510 Headquarters
Chicago, IL 100,871 Office space and data center
New York, NY 16,940 Office space
Other (11 locations) 39,328 Office space and data center
Europe
Zug, Switzerland 36,635 Office space
Budapest, Hungary 32,829 Office space
Dublin, Ireland 17,982 Office space and data center
London, United Kingdom 17,457 Office space
Tallinn, Estonia 12,731 Office space
Other (4 locations) 2,769 Office space and data center
Asia - Pacific
Mumbai, India 81,553 Office space and data center
Hong Kong 26,020 Office space and data center
Other (9 locations) 19,836 Office space and data center

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ITEM 3. LEGAL PROCEEDINGS AND REGULATORY MATTERS

The securities and commodities industry is highly regulated and many aspects of our business involve substantial risk of liability. In
past years, there has been an increasing incidence of litigation involving the brokerage industry, including class action suits that generally
seek substantial damages, including in some cases punitive damages. Compliance and trading problems that are reported to federal, state
and provincial regulators, exchanges or other self-regulatory organizations by dissatisfied customers are investigated by such regulatory
bodies, and, if pursued by such regulatory body or such customers, may rise to the level of arbitration or disciplinary action. We are also
subject to periodic regulatory audits and inspections.

Like other brokerage firms, we have been named as a defendant in lawsuits and from time to time we have been threatened with, or
named as a defendant in arbitrations and administrative proceedings. We may in the future become involved in additional litigation or
regulatory proceedings in the ordinary course of our business, including litigation or regulatory proceedings that could be material to
our business.

For more information regarding pending and threatened legal actions and proceedings see Note 14 - “Commitments, Contingencies, and
Guarantees” to the consolidated financial statements in Part II, Item 8 of this Annual Report on Form 10-K.

Pending Regulatory Inquiries

Our businesses are heavily regulated by state, federal and foreign regulatory agencies as well as numerous exchanges and self-regulatory
organizations. Most of our companies are regulated under some or all of the following: state securities laws, U.S. and foreign securities,
commodities and financial services laws and the rules of the more than 160 exchanges, market centers and self-regulatory organizations
of which one or more of our companies may be members. In the current era of heightened regulatory scrutiny of financial institutions,
we have incurred increased compliance costs, along with the industry as a whole. Increased regulation also creates increased barriers to
entry. We have built and continue to build human and automated infrastructure in light of increasing regulatory scrutiny, which provides
us with a possible advantage over potential newcomers to the business.

We receive many regulatory inquiries each year in addition to being subject to frequent regulatory examinations. The great majority of
these inquiries do not lead to fines or any further action against us. We are generally the subject of regulatory inquiries regarding subjects
including, but not limited to: audit trail reporting, trade reporting, best execution and order execution procedures, display of market data,
short sales, margin lending, exchange fees charged to customers, anti-money laundering or potentially manipulative trading by
customers, sanctions compliance, procedures for accounts managed by independent financial advisors or referred by third parties,
technology development practices, registration, record-keeping, business continuity planning, cybersecurity and other topics of recent
regulatory interest. The Company has procedures for evaluating whether potential regulatory fines are probable, estimable and material
and for updating its contingency reserves and disclosures accordingly. In the current climate, we expect to pay significant and increasing
regulatory fines on various topics on an ongoing basis, as other regulated financial services businesses do. The amount of any fines, and
when and if they will be incurred, typically is impossible to predict given the nature of the regulatory process.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

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PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY; RELATED STOCKHOLDER MATTERS AND ISSUER
PURCHASES OF EQUITY SECURITIES

Market Information for Common Stock

Interactive Brokers Group Inc.’s Class A common stock trades under the symbol “IBKR” on Nasdaq. There is no public trading market
for our Class B common stock, which is held by Holdings.

Holders of Record

As of February 19, 2025, there were 39 holders of record, which does not reflect those shares held beneficially or those shares held in
“street” name. Accordingly, the number of beneficial owners of our common stock exceeds this number.

Dividends and Other Restrictions

We currently intend to pay quarterly dividends of $0.25 per share to our common stockholders for the foreseeable future. For more
information regarding dividends see Note 4 – “Equity and Earnings per Share” to the consolidated financial statements in Part II, Item
8 of this Annual Report on Form 10-K.

Stockholder Return Performance Graph

The graph below compares cumulative total stockholder return on our common stock, the S&P 500 Index and the Nasdaq Financial-100
Index from December 31, 2019 to December 31, 2024. The comparison assumes $100 was invested on December 31, 2019 in our
common stock and each of the foregoing indices and assumes reinvestment of dividends before consideration of income taxes.

___________________________

• The Nasdaq Financial-100 Index includes 100 of the largest domestic and international financial securities listed on The Nasdaq
Stock Market based on market capitalization. They include companies classified according to the Industry Classification
Benchmark as Financials, which are included within the Nasdaq Bank, Nasdaq Insurance, and Nasdaq Other Finance Indexes.

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• The S&P 500 Index includes 500 large cap common stocks actively traded in the U.S. The stocks included in the S&P 500 are
those of large publicly held companies that trade on either of the two largest American stock markets, the New York Stock
Exchange and Nasdaq.

The stock performance depicted in the graph above is not to be relied upon as indicative of future performance. The stock performance
graph shall not be deemed to be incorporated by reference into any of our filings under the Securities Act or the Exchange Act, except
to the extent that we specifically incorporate the same by reference, nor shall it be deemed to be “soliciting material” or to be “filed”
with the SEC or subject to Regulations 14A or 14C or to the liabilities of Section 18 of the Exchange Act.

Use of Proceeds

On July 26, 2023, the Company filed a Prospectus Supplement on Form 424B (File Number 333-273451) with the SEC to re-register
up to 630,000 shares of common stock, offering the opportunity for eligible persons to receive awards in the form of an offer to receive
such shares by participating in one or more promotions that are designed to attract new customers to the Company’s brokerage platform,
increase assets held with the Company’s brokerage business and enhance customer loyalty. The Company has authorized a total of
1,000,000 shares of common stock to be issued under these promotions. From 2019 through 2024, the Company issued 620,000 shares
to IBG LLC for distribution to eligible customers of certain of its subsidiaries.

On July 25, 2024, the Company filed a Prospectus Supplement on Form 424B5 (File Number 333-273451) with the SEC to issue 333,000
shares of common stock (with a fair value of $39 million) in exchange for an equivalent number of shares of member interests in IBG
LLC, in accordance with the Exchange Agreement.

As a consequence of redemption transactions in accordance with the Exchange Agreement, distribution of shares to customers under
one or more promotions, and distribution of shares to employees pursuant to the Company’s amended 2007 Stock Incentive Plan,
IBG, Inc.’s interest in IBG LLC has increased to approximately 25.8%, with Holdings owning the remaining 74.2% as of December 31,
2024. The redemptions also resulted in an increase in the Holdings interest held by Mr. Thomas Peterffy and his affiliates from
approximately 84.6% at the IPO to approximately 91.4% as of December 31, 2024. See Note 4 – “Equity and Earnings per Share” and
Note 10 – “Employee Incentive Plans” to the financial statements in Part II, Item 8 of this Annual Report on Form 10-K.

Securities Authorized for Issuance under Equity Compensation Plans

The table below presents information about shares of common stock available for future awards under all the Company’s equity
compensation plans as of December 31, 2024. The Company has not made grants of common stock outside of its equity compensation
plans.

Number of securities to be Number of securities


issued upon exercise of Weighted-average exercise remaining available for
outstanding options, price of outstanding options future awards under
warrants and rights warrants and rights equity compensation plans(1)
Equity compensation plans
approved by security holders N/A N/A 9,420,112
Total — — 9,420,112
___________________________

(1) Amount represents restricted stock units available for future issuance of grants under the Company’s amended 2007 Stock
Incentive Plan (the “Plan”). On April 20, 2023, the Company’s stockholders approved an additional 10,000,000 shares to be
distributed under the Plan. This increased the total number of shares available to be distributed under the Plan to 40,000,000
shares, from 30,000,000 shares.

ITEM 6. RESERVED

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF


OPERATIONS

The following discussion should be read in conjunction with the audited consolidated financial statements and the related notes in Part
II, Item 8, of this Annual Report on Form 10-K. In addition to historical information, the following discussion also contains
forward-looking statements that include risks and uncertainties. Our actual results may differ materially from those anticipated in these
forward-looking statements as a result of certain factors, including those set forth under the heading “Risk Factors” in Part I, Item 1A
of this Annual Report on Form 10-K.

Business Overview

We are an automated global electronic broker. We custody and service accounts for hedge and mutual funds, ETFs, registered investment
advisors, proprietary trading groups, introducing brokers and individual investors. We specialize in routing orders and executing and
processing trades in stocks, options, futures, forex, bonds, mutual funds, ETFs and precious metals on more than 160 electronic
exchanges and market centers in 36 countries and 28 currencies around the world. In addition, our customers can use our trading platform
to trade certain cryptocurrencies through third-party cryptocurrency service providers that execute, clear and custody the
cryptocurrencies. In August 2024, we began offering trading in forecast contracts, which are event-based contracts traded on ForecastEx,
a CFTC-registered exchange and clearinghouse we established.

As an electronic broker, we execute, clear and settle trades globally for both institutional and individual customers. Capitalizing on our
proprietary technology, our systems provide our customers with the capability to monitor multiple markets around the world
simultaneously and to execute trades electronically in these markets at a low cost, in multiple products and currencies from a single
trading account. The ever-growing complexity of multiple market centers across diverse geographies provides us with ongoing
opportunities to build and continuously adapt our order routing software to secure excellent execution prices.

Since our inception in 1977, we have focused on developing proprietary software to automate broker-dealer functions. The proliferation
of electronic exchanges and market centers has allowed us to integrate our software with an increasing number of trading venues – as
well as with market data sources, securities lending platforms and regulatory reporting facilities – creating one automatically functioning,
computerized platform that requires minimal human intervention.

Our customer base is diverse with respect to geography and type. Currently, approximately 83% of our customers reside outside the
U.S. in over 200 countries and territories, and over 85% of new customers come from outside the U.S. Approximately 55% of our
customers’ equity is in institutional accounts such as hedge funds, financial advisors, proprietary trading firms and introducing brokers.
Specialized products and services that we have developed successfully attract these accounts. For example, we offer prime brokerage
services, including financing and securities lending, to hedge funds; our model portfolio technology and automated share allocation and
rebalancing tools are particularly attractive to financial advisors; and our trading platform, global access and low pricing attract
introducing brokers.

Business Environment

In 2024, most world equities markets, including the U.S., Canada, Europe, Japan, and Australia, continued to reach all-time highs. The
S&P 500 index led major world indices with a 23% year-over-year gain. The dominance of a small number of technology stocks (the
so-called “Magnificent 7”) diminished somewhat, with these stocks accounting for half of the S&P’s index’s gains in the current year,
down from 63% in the prior year. Inflationary pressures eased gradually over the course of 2024 and, as a result, central banks in most
countries cut their policy rates. Lower rates helped moderate economic conditions toward a “soft landing” for global economies, despite
an ongoing backdrop of geopolitical uncertainty. Lower rates and the expectation of further rate reductions also contributed to higher
market levels and volumes, with individual investors continuing their engagement with the securities markets, particularly in options
and equities.

The following is a summary of the key economic drivers that affect our business and how they compared to the prior year:

Global trading volumes. Worldwide, equities volumes at most major trading venues increased in the current year, while major market
indices reached all-time highs in the U.S., Canada, Europe, U.K., Germany, Japan, and Australia. In the U.S., according to industry data,
average daily volume in exchange-listed equity-based options increased by 10%, listed cash equities volume by 10%, and futures by
9%, compared to 2023. Options trading volumes have risen with the growing popularity of shorter-dated options contracts. In futures
markets, volumes increased across all product segments, particularly in commodities such as the metals, energy and agriculture sectors,
as investors sought to mitigate their exposure to ongoing economic and geopolitical uncertainties.

These factors led to mixed but generally positive results across our major product types. Our customer options, equities, and futures
volumes were up 32%, 22%, and 4%, respectively, while foreign exchange volumes declined 9%, compared to the prior year.

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Note that while U.S. options, futures and cash equities volumes are readily comparable measures, they reflect most but not all of the
global volumes that generate our commission revenue. See ‘‘Trading Volumes and Customer Statistics’’ below in this Item 7 for
additional details regarding our trade volumes, contract and share volumes, and customer statistics.

Volatility. U.S. market volatility, as measured by the average Chicago Board Options Exchange Volatility Index (‘‘VIX®’’), declined
by 8%, from an average of 16.8 in 2023 to 15.6 in the current year. Volatility levels remain below the levels reached in 2020 through
2022, as the world economic outlook has improved and recession fears have waned.

In general, higher volatility typically enhances our performance because it often correlates positively with customer trading activity
across product types.

Interest Rates. After holding rates steady since July 2023, the U.S. Federal Reserve cut the benchmark federal funds rate three times in
2024 (in September, November and December), by a cumulative 100 basis points. After a period of inversion, the U.S. Treasury yield
curve began to revert toward a historically typical upward slope by year end, with long-term rates becoming higher than short-term rates.
In most countries with developed financial markets, benchmark interest rates also declined over the course of the year as central banks’
concerns over inflation abated.

Lower U.S. benchmark rates reduce the interest we earn on our segregated cash, the majority of which is invested in short-term U.S.
government securities and related instruments. Higher short-term rates, and uncertainty over future U.S. Federal Reserve rate policy,
have led us to maintain a short duration portfolio, substantially all of which matured within three months at December 31, 2024, to more
closely match our asset and liability maturities on our interest-sensitive assets. Further, our margin balances are tied to benchmark rates,
so lower rates also limit the interest we earn on margin lending to our customers. We continue to offer among the lowest rates in the
industry on margin lending, and we believe our low rates are an important feature that attracts customers to our platform.

As an offset, lower rates also reduce our interest expense. For example, in U.S. dollars we pay interest to customers on their qualified
cash balances when the federal funds effective rate is above 0.50%, which it has been since May 2022. With benchmark rates at higher
levels than they were during an extended period during and after the pandemic, we are able to earn our full 0.50% spread. We believe
the attractive rates we pay on customer cash are among the highest in the industry and are another important feature that draws customers
to our platform.

Net interest income on margin loan balances rose compared to the prior year. This increase was due to the average federal funds effective
rate increasing to 5.14% in the current year from 5.02% in the prior year, and the growth in margin loan balances in the current active
market environment.

Higher average balances contributed to a 13% rise in net interest income over the prior year, and our net interest margin held fairly
steady, dipping slightly from 2.36% in the prior year to 2.35% in the current year.

Currency fluctuations. As a global electronic broker trading on exchanges around the world in multiple currencies, we are exposed to
foreign currency risk. We actively manage this exposure by keeping our equity in proportion to a defined basket of 10 currencies we
call the ‘‘GLOBAL’’ to diversify our risk and to align our hedging strategy with the currencies that we use in our business. Because we
report our financial results in U.S. dollars, the change in the value of the GLOBAL versus the U.S. dollar affects our earnings. During
the current year, the value of the GLOBAL, as measured in U.S. dollars, decreased 1.45% compared to its value at December 31, 2023,
which had a negative impact on our comprehensive earnings for the current year. A discussion of our approach for managing foreign
currency exposure is contained in Part I, Item 7A of this Quarterly Report on Form 10-Q entitled ‘‘Quantitative and Qualitative
Disclosures about Market Risk.”

Financial Overview

We report non-GAAP financial measures, which exclude certain items that may not be indicative of our core operating results and
business outlook and are useful in evaluating the operating performance of our business. See the “Non-GAAP Financial Measures”
section below in this Item 7 for additional details.

Diluted earnings per share were $6.93 for the year ended December 31, 2024 (“current year”), compared to $5.67 for the year ended
December 31, 2023 (“prior year”). Adjusted diluted earnings per share were $7.03 for the current year, compared to $5.75 for the prior
year. The calculation of diluted earnings per share is detailed in Note 4 – “Equity and Earnings Per Share” to the audited consolidated
financial statements, in Part II, Item 8 of this Annual Report on Form 10-K.

For the current year, our net revenues were $5,185 million and income before income taxes was $3,695 million, compared to net revenues
of $4,340 million and income before income taxes of $3,069 million in the prior year. Adjusted net revenues were $5,257 million and
adjusted income before income taxes was $3,767 million, compared to adjusted net revenues of $4,367 million and adjusted income
before income taxes of $3,101 million in the prior year.
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The financial highlights for the current year were:

• Net interest income increased 13% from the prior year to $3,148 million, driven by higher average customer margin loans and
customer credit balances.

• Commission revenue increased 25% from the prior year to $1,697 million on higher options, stock and futures volumes.

• Other fees and services increased 42% from the prior year to $280 million on higher risk exposure fees, payments for order flow
from exchange-mandated programs, and Insured Bank Deposit Sweep Program fees (“FDIC sweep fees”).

• Other income increased $71 million from the prior year to a gain of $60 million.

• Execution, clearing and distribution fees expenses increased 16% to $447 million, driven by higher customer trading volume in
options, stocks and futures.

• Pretax profit margin was 71% in both the current and prior year. Adjusted pretax profit margin was 72%, up from 71% in the prior
year.

In connection with our currency diversification strategy as of December 31, 2024, approximately 23% of our equity was denominated
in currencies other than the U.S. dollar. In the current year, our currency diversification strategy decreased our comprehensive earnings
by $222 million (compared to an increase of $42 million in the prior year), as the U.S. dollar value of the GLOBAL decreased by
approximately 1.45%, compared to its value as of December 31, 2023. The effects of our currency diversification strategy are reported
as (1) a component of “Other Income” (loss of $15 million) in the consolidated statements of comprehensive income and (2) other
comprehensive income (“OCI”) (loss of $207 million) in the consolidated statements of financial condition and the consolidated
statements of comprehensive income. The full effect of the GLOBAL is captured in comprehensive income.

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Certain Trends and Uncertainties

We believe that our current operations may be favorably or unfavorably impacted by the following trends and uncertainties that may
affect our financial condition and results of operations:

• Retail participation in the equity markets has fluctuated in the past due to investor sentiment, market conditions and a variety
of other factors. Retail transaction volumes may not be sustainable and are not predictable.

• Consolidation among market centers may adversely affect the value of our IB SmartRoutingSM software.

• Competition among broker-dealers may continue to intensify.

• Benchmark interest rates tend to fluctuate with economic conditions. Changes in interest rates may not be predictable.

• Fiscal and/or monetary policy may change and impact the financial services business and securities markets.

• New legislation or modifications to existing regulations and rules could occur in the future. Scrutiny in the use of artificial
intelligence (AI) and information security by regulatory and legislative authorities has increased.

• The impact of another pandemic or a public health emergency will depend on numerous evolving factors that cannot be
accurately predicted, including the duration and spread of the pandemic, governmental regulations in response to the pandemic,
and the effectiveness of vaccinations and other medical advancements.

• We continue to be exposed to the risks and uncertainties of doing business in international markets, particularly in the heavily
regulated brokerage industry. Such risks and uncertainties include political, economic and financial instability, and foreign
policy changes. For example, tensions between the U.S. and China have escalated in recent years, and changes in Chinese
governmental oversight of the Chinese and Hong Kong capital markets could result in adverse effects on our business and loss
of assets we hold in the region. Additionally, although our direct and indirect exposures to Russia and Ukraine are not material,
the war in Ukraine and related sanctions have created substantial uncertainty in the global economy and financial markets.

• Our remaining market making activities will continue to be impacted by market structure changes, market conditions, the level
of automation of competitors, and the relationship between actual and implied volatility in the equities markets.

See “Risk Factors” in Part I, Item 1A of this Annual Report on Form 10-K for a discussion of other risks that may affect our financial
condition and results of operations.

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Trading Volumes and Customer Statistics


The tables below present historical trading volumes and customer statistics for our business. Trading volumes are the primary driver in
our business. Information on our net interest income can be found elsewhere in this report.

EXECUTED ORDER VOLUMES:


(in thousands, except %)

Customer % Principal % Total %


Period Orders Change Orders Change Orders Change
2020 620,405 27,039 704,278
2021 646,440 4% 27,334 1% 673,774 (4%)
2022 532,064 (18%) 26,966 (1%) 559,030 (17%)
2023 483,015 (9%) 29,712 10% 512,727 (8%)
2024 661,666 37% 63,348 113% 725,014 41%

CONTRACT AND SHARE VOLUMES:


(in thousands, except %)

TOTAL
Options % Futures 1 % Stocks %
Period (contracts) Change (contracts) Change (shares) Change
2020 624,035 167,078 338,513,068
2021 887,849 42% 154,866 (7%) 771,273,709 128%
2022 908,415 2% 207,138 34% 330,035,586 (57%)
2023 1,020,736 12% 209,034 1% 252,742,847 (23%)
2024 1,344,855 32% 218,327 4% 307,489,711 22%

CUSTOMER
Options % Futures 1 % Stocks %
Period (contracts) Change (contracts) Change (shares) Change
2020 584,195 164,555 331,263,604
2021 852,169 46% 152,787 (7%) 766,211,726 131%
2022 873,914 3% 203,933 33% 325,368,714 (58%)
2023 981,172 12% 206,073 1% 248,588,960 (24%)
2024 1,290,770 32% 214,864 4% 302,040,873 22%

PRINCIPAL
Options % Futures 1 % Stocks %
Period (contracts) Change (contracts) Change (shares) Change
2020 39,840 2,523 7,249,464
2021 35,680 (10%) 2,079 (18%) 5,061,983 (30%)
2022 34,501 (3%) 3,205 54% 4,666,872 (8%)
2023 39,564 15% 2,961 (8%) 4,153,887 (11%)
2024 54,085 37% 3,463 17% 5,448,838 31%
___________________________

(1) Futures contract volume includes options on futures.

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CUSTOMER STATISTICS:
Year over Year 2024 2023 % Change
Total Accounts (in thousands) 3,337 2,562 30%
Customer Equity (in billions) 1 $ 568.2 $ 426.0 33%
Total Customer DARTs (in thousands) 2 2,641 1,940 36%

Cleared Customers
Commission per Cleared Commissionable Order 3 $ 2.86 $ 3.14 (9%)
Cleared Avg. DARTs per Account (Annualized) 213 172 24%
___________________________

(1) Excludes non-customers.

(2) Daily average revenue trades ("DARTs") are based on customer orders.

(3) Commissionable order – a customer order that generates commissions.

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Results of Operations

The table below presents our consolidated results of operations for the periods indicated. The period-to-period comparisons below of
financial results are not necessarily indicative of future results.
Year-Ended December 31,
2024 2023 2022
(in millions, except share and per share amounts)
Revenues
Commissions $ 1,697 $ 1,360 $ 1,322
Other fees and services 280 197 184
Other income (loss) 60 (11) (107)
Total non-interest income 2,037 1,546 1,399

Interest income 7,339 6,230 2,686


Interest expense (4,191) (3,436) (1,018)
Total net interest income 3,148 2,794 1,668
Total net revenues 5,185 4,340 3,067

Non-interest expenses
Execution, clearing and distribution fees 447 386 324
Employee compensation and benefits 574 527 454
Occupancy, depreciation and amortization 101 99 90
Communications 39 41 33
General and administrative 314 211 165
Customer bad debt 15 7 3
Total non-interest expenses 1,490 1,271 1,069
Income before income taxes 3,695 3,069 1,998
Income tax expense 288 257 156
Net income 3,407 2,812 1,842
Less net income attributable to noncontrolling interests 2,652 2,212 1,462
Net income available for common stockholders $ 755 $ 600 $ 380

Earnings per share


Basic $ 6.99 $ 5.72 $ 3.78
Diluted $ 6.93 $ 5.67 $ 3.75

Weighted average common shares outstanding


Basic 108,112,199 104,965,050 100,460,016
Diluted 109,002,938 105,846,877 101,299,609

Comprehensive income
Net income available for common stockholders $ 755 $ 600 $ 380
Other comprehensive income
Cumulative translation adjustment, before income taxes (53) 30 (26)
Income taxes related to items of other comprehensive income - - -
Other comprehensive income (loss), net of tax (53) 30 (26)
Comprehensive income available for common stockholders $ 702 $ 630 $ 354

Comprehensive income attributable to noncontrolling interests


Net income attributable to noncontrolling interests $ 2,652 $ 2,212 $ 1,462
Other comprehensive income - cumulative translation adjustment (154) 92 (85)
Comprehensive income attributable to noncontrolling interests $ 2,498 $ 2,304 $ 1,377

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The table below presents our consolidated results of operations as a percent of our total net revenues for the periods indicated.

Year Ended December 31,


2024 2023 2022

Revenues
Commissions 33% 31% 43%
Other fees and services 5% 5% 6%
Other income (loss) 1% (0%) (3%)
Total non-interest income 39% 36% 46%

Interest income 142% 144% 88%


Interest expense (81%) (79%) (33%)
Total net interest income 61% 64% 54%
Total net revenues 100% 100% 100%

Non-interest expenses
Execution, clearing and distribution fees 9% 9% 11%
Employee compensation and benefits 11% 12% 15%
Occupancy, depreciation and amortization 2% 2% 3%
Communications 1% 1% 1%
General and administrative 6% 5% 5%
Customer bad debt 0% 0% 0%
Total non-interest expenses 29% 29% 35%
Income before income taxes 71% 71% 65%
Income tax expense 6% 6% 5%
Net income 66% 65% 60%
Less net income attributable to noncontrolling interests 51% 51% 48%
Net income available for common stockholders 15% 14% 12%

Year Ended December 31, 2024 (“current year”) compared to the Year Ended December 31, 2023 (“prior year”)

Net Revenues

Total net revenues, for the current year, increased $845 million, or 19%, compared to the prior year, to $5,185 million. The increase in
net revenues was due to higher net interest income, commissions, other fees and services, and other income.

Commissions

We earn commissions from our cleared customers for whom we act as an executing and clearing broker and also from our non-cleared
customers for whom we act as an execution-only broker. Our commission structure allows customers to choose between (1) an
all-inclusive fixed, or “bundled”, rate; (2) a tiered, or “unbundled”, rate that offers lower commissions for high volume customers where
we pass through regulatory and exchange fees; and (3) our IBKR LiteSM offering, which provides commission-free trades on U.S.
exchange-listed stocks and ETFs. IBKR LiteSM trades generate payments from market makers and others to whom we route these orders,
which are reported in commissions. Our commissions are geographically diversified. In 2024, 2023, and 2022 we generated 38%, 37%
and 37%, respectively, of commissions from operations conducted by our subsidiaries outside the U.S.

Commissions for the current year increased $337 million, or 25%, compared to the prior year, to $1,697 million, driven by higher
customer trading volumes in options, stocks and futures. Total customer options and futures contract and stock share volumes increased
32%, 4% and 22%, respectively, from the prior year. Total DARTs for cleared and execution-only customers, for the current year,
increased 36% to 2.6 million, compared to 1.9 million for the prior year. Average commission per commissionable order for cleared
customers, for the current year, decreased 9% to $2.86, compared to $3.14 for the prior year, due to smaller order sizes across all
products, lower average commissions per order in stocks, options and forex, and greater capture of exchange liquidity rebates passed
through to customers.

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Other Fees and Services

We earn fee income on services provided to customers, which includes market data fees, risk exposure fees, payments for order flow
from exchange-mandated programs, FDIC sweep fees, and other fees and services charged to customers.

Other fees and services, for the current year increased $83 million, or 42%, compared to the prior year, to $280 million, driven by a $54
million increase in risk exposure fees as customers exhibited more risk-on behavior, a $14 million increase in payments for order flow
from exchange-mandated programs driven by higher customer trading volume, and a $9 million increase in FDIC sweep fees due to
higher customer balances and benchmark interest rates.

Other Income (Loss)

Other income consists of foreign exchange gains (losses) from our currency diversification strategy, gains (losses) from principal
transactions, gains (losses) from our equity method and other investments, and other revenue not directly attributable to our core business
offerings. A discussion of our approach to managing foreign currency exposure is contained in Part II, Item 7A of this Annual Report
on Form 10-K entitled “Quantitative and Qualitative Disclosures about Market Risk.”

Other income, for the current year, increased $71 million, compared to the prior year, to a gain of $60 million. This increase was mainly
comprised of $65 million related to our currency diversification strategy; $48 million from our principal trading and investment activities;
and $23 million related to million related to our strategic investment in Up Fintech Holding Limited (“Tiger Brokers”); partially offset by
a $48 million loss on positions taken over as customer accommodation due to a technical issue at the New York Stock Exchange that
occurred on the morning of June 3, 2024, as previously disclosed; and $16 million related to the remeasurement of our Tax Receivable
Agreement liability, payable to Holdings, which went from a gain of $7 million in the prior year to a loss of $9 million in the current year,
primarily due to changes in the Company’s effective tax rates.

Interest Income and Interest Expense

We earn interest on margin lending to customers that is secured by marketable securities and currency balances these customers hold
with us; from our investments in U.S. and foreign government securities; from borrowing and lending securities; on deposits (in positive
interest rate currencies) with banks; and on certain customers’ cash balances in negative rate currencies. We pay interest on customer
cash balances (in sufficiently positive interest rate currencies); for borrowing and lending securities; on deposits (in negative interest
rate currencies) with banks; and on our borrowings.

Net interest income (interest income less interest expense), for the current year, increased $354 million, or 13%, compared to the prior
year, to $3,148 million. The increase in net interest income was driven by higher customer margin loans and customer credit balances,
and higher benchmark interest rates.

Net interest income on customer balances, for the current year, increased $497 million, compared to the prior year, driven by a $12.3
billion increase in average customer margin loans, a $9.8 billion increase in average customer credit balances, and an increase in the
average federal funds effective rate to 5.14% from 5.02% in the prior year and. See the “Business Environment” section above in this
Item 7 for a further discussion about the change in interest rates in the current year.

The Company measures return on interest-earning assets using net interest margin (“NIM”). NIM is computed by dividing the annualized
net interest income by the average interest-earning assets for the period. Interest-earning assets consist of cash and securities segregated
for regulatory purposes (including U.S. government securities and securities purchased under agreements to resell), customer margin
loans, securities borrowed, other interest-earning assets (solely firm assets) and customer cash balances swept into FDIC-insured banks
as part of our Insured Bank Deposit Sweep Program. Interest-bearing liabilities consist of customer credit balances, securities loaned,
and other interest-bearing liabilities.

Yields are generally a reflection of benchmark interest rates in each currency in which the Company and its customers hold cash balances.
Because a meaningful portion of customer cash and margin loans are denominated in currencies other than the U.S. dollar, changes in
U.S. benchmark interest rates do not impact the total amount of segregated cash and securities, customer margin loans and customer
credit balances. Furthermore, because interest, when benchmark rates are at sufficiently high levels, is paid only on eligible cash credit
balances (i.e., balances over $10 thousand or equivalent, in securities accounts with over $100 thousand in equity, and in smaller accounts
at reduced rates), changes in benchmark interest rates are not passed through to the total amount of customer credit balances. Finally,
the Company’s policies with respect to currencies with near zero or negative interest rates impact the overall yields on segregated cash
and customer credit balances as effective interest rates in those currencies move above or below zero.

We earn income on securities loaned and borrowed to support customer long and short stock holdings in margin accounts.

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A securities lending transaction generates (1) net interest earned on lending a security, which is based on supply and demand for that
security, and (2) interest earned on the cash collateral deposited for the loan of that security, which is based on benchmark interest rates.
Interest on this collateral is reported as net interest on segregated cash, since cash collateral from securities lending is held in specially-
designated bank accounts for the benefit of customers, in accordance with U.S. customer protection rules. Generally, as benchmark
interest rates rise, while the overall revenue generated from a securities lending transaction may not change, the portion derived from
interest earned on the cash collateral, which is classified as net interest income on “Segregated cash and securities, net” increases, while
the portion classified as “Securities borrowed and loaned, net” decreases.

In the current year, average securities borrowed balances increased 11%, to $5.9 billion, and average securities loaned balances increased
44%, to $13.7 billion, compared to the prior year. Net interest earned from securities lending is affected by the level of demand for
securities positions held by our customers that investors are looking to sell short. During the current year, net interest earned from
securities lending transactions decreased $184 million, or 67%, compared to the prior year, driven by lower demand for selling stocks
short, as the stock market rose steadily in the current year, and by fewer so-called “hard to borrow” stocks industry wide. However, as
noted above, the rise in benchmark interest rates has shifted a portion of the interest reported as generated by lending securities to interest
income on segregated cash (see further explanation above). It should be noted that securities lending transactions entered into to support
customer activity may produce interest income (expense) that is offset by interest expense (income) related to customer balances.

We estimate that if the interest earned and paid on cash collateral related to our securities lending transactions were included under
“Securities borrowed and loaned, net” in the table below, the total net interest income related to our securities lending activities would
have been $699 million in the current year, compared to $718 million in the prior year. Such additional interest attributed to our securities
lending activities would be reclassified from net interest income on “Segregated cash and securities, net” and “Customer credit balances,
net” in the table below, so it would have no effect on our overall net interest income or net interest margin.

Our Stock Yield Enhancement Program provides an opportunity for customers with fully-paid stock to allow us to lend it out. We pay
customers a rebate on the cash collateral generally equal to 50% of a market-based rate for lending the shares. We place cash and/or
U.S. Treasury securities as collateral securing the loans in the customer’s account, which is held in segregated accounts, or at an affiliate
acting as collateral agent for the benefit of our customer.

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The table below presents net interest income information corresponding to interest-earning assets and interest-bearing liabilities for the
periods indicated.
Year-Ended December 31,
2024 2023 2022
(in millions)
Average interest-earning assets
Segregated cash and securities $ 62,117 $ 59,582 $ 51,644
Customer margin loans 53,503 41,229 43,402
Securities borrowed 5,899 5,315 3,961
Other interest-earning assets 11,180 10,114 9,000
FDIC sweeps 1,3 4,214 3,003 2,229
$ 136,913 $ 119,242 $ 110,235

Average interest-bearing liabilities


Customer credit balances $ 105,840 $ 96,081 $ 90,172
Securities loaned 13,737 9,518 10,095
Other interest-bearing liabilities 26 1 4
$ 119,603 $ 105,600 $ 100,271

Net Interest income


Segregated cash and securities, net $ 3,024 $ 2,791 $ 742
Customer margin loans 2 3,012 2,278 1,083
Securities borrowed and loaned, net 92 276 413
Customer credit balances, net 2 (3,595) (3,125) (763)
Other net interest income 1,3 690 600 207
3
Net interest income $ 3,223 $ 2,820 $ 1,682

Net interest margin ("NIM") 2.35% 2.36% 1.53%

Annualized Yields
Segregated cash and securities 4.87% 4.68% 1.44%
Customer margin loans 5.63% 5.53% 2.50%
Customer credit balances 3.40% 3.25% 0.85%
___________________________

(1) Represents the average amount of customer cash swept into FDIC-insured banks as part of our Insured Bank Deposit Sweep
Program. This item is not recorded in the Company’s consolidated statements of financial condition. Income derived from
program deposits is reported in other net interest income in the table above.

(2) Interest income and interest expense on customer margin loans and customer credit balances, respectively, are calculated on
daily cash balances within each customer’s account on a net basis, which may result in an offset of balances across multiple
account segments (e.g., between securities and commodities segments).

(3) Includes income from financial instruments that has the same characteristics as interest, but is reported in other fees and services
and other income in the Company’s consolidated statements of comprehensive income. For the years ended December 31,
2024, 2023, and 2022, $28 million, $19 million and $10 million were reported in other fees and services, respectively. For the
years ended December 31, 2024, 2023, and 2022, $47 million, $7 million and $4 million were reported in other income,
respectively.

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Non-Interest Expenses

Non-interest expenses, for the current year, increased $219 million, or 17%, compared to the prior year, to $1,490 million, mainly due
to a $103 million increase in general and administrative expenses; a $61 million increase in execution, clearing and distribution fees;
and a $47 million increase in employee compensation and benefits. As a percentage of total net revenues, non-interest expenses were
29% for both the current year and the prior year.

Execution, Clearing and Distribution Fees

Execution, clearing and distribution fees include the costs of executing and clearing trades, net of liquidity rebates received from various
exchanges and market centers, as well as regulatory fees and market data fees. Execution fees are paid primarily to electronic exchanges
and market centers on which we trade. Clearing fees are paid to clearing houses and clearing agents. Market data fees, which are
associated with market data revenue included in other fees and services, are paid to third parties to receive streaming price quotes and
related information.

Execution, clearing and distribution fees, for the current year, increased $61 million, or 16%, compared to the prior year, to $447 million,
primarily driven by (1) a $55 million increase in regulatory fees due to an increase in the SEC fee rate effective May 22, 2024, a new
FINRA Consolidated Audit Trail (“CAT”) fee initiated in October 2024, and higher customer trading volumes; and (2) a $20 million
increase in clearing and depository fees due to higher customer trading volumes; partially offset by (3) a $19 million decrease in
exchange fees due to greater capture of liquidity rebates from certain exchanges. As a percentage of total net revenues, execution,
clearing and distribution fees were 9% for both the current year and the prior year.

Employee Compensation and Benefits

Employee compensation and benefits include salaries, bonuses and other incentive compensation plans, group insurance, contributions
to benefit programs and other related employee costs.

Employee compensation and benefits expenses, for the current year, increased $47 million, or 9%, compared to the prior year, to $574
million, associated with a combination of staffing increases and inflation. The average number of employees increased 2% to 2,960 for
the current year, compared to 2,892 for the prior year. We continued to add staff worldwide to support our business expansion. As we
continue to grow, our focus on automation has allowed us to maintain a relatively small staff. As a percentage of total net revenues,
employee compensation and benefits expenses were 11% for the current year and 12% for the prior year. Employee compensation and
benefits expenses as a percentage of adjusted net revenues were 11% for the current year and 12% for the prior year.

Occupancy, Depreciation and Amortization

Occupancy expenses consist primarily of rental payments on office and data center leases and related occupancy costs, such as utilities.
Depreciation and amortization expenses result from the depreciation of fixed assets, such as computing and communications hardware,
as well as amortization of leasehold improvements and capitalized in-house software development.

Occupancy, depreciation and amortization expenses, for the current year, increased $2 million, or 2%, compared to the prior year, to
$101 million, mainly due to higher costs related to the expansion of our physical space for both offices and data centers. As a percentage
of total net revenues, occupancy, depreciation and amortization expenses were 2% for both the current year and the prior year.

Communications

Communications expenses consist primarily of the cost of voice and data telecommunications lines supporting our business, including
connectivity to exchanges and market centers around the world.

Communications expenses, for the current year, decreased $2 million, or 5%, compared to the prior year, to $39 million. As a percentage
of total net revenues, communications expenses were 1% for both the current year and the prior year.

General and Administrative

General and administrative expenses consist primarily of advertising; professional services expenses, such as legal and audit work; legal
and regulatory matters; and other operating expenses.

General and administrative expenses, for the current year, increased $103 million, or 49%, compared to the prior year, to $314 million,
primarily due to a $57 million increase related to legal and regulatory matters, a $20 million increase in advertising expenses, and a one-
time charge of $12 million related to the consolidation of our European subsidiaries. As a percentage of total net revenues, general and
administrative expenses were 6% for the current year and 5% for the prior year.

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Customer Bad Debt

Customer bad debt expense consists primarily of losses incurred by customers in excess of their assets with us, net of amounts recovered
by us. Customer bad debt expense, for the current year increased $8 million, or 114%, compared to the prior year, to $15 million.

Income Tax Expense

We pay U.S. federal, state and local income taxes on our taxable income, which is proportional to the percentage we own of IBG LLC.
Also, our operating subsidiaries are subject to income tax in the respective jurisdictions in which they operate.

Income tax expense, for the current year, increased $31 million, or 12%, compared to the prior year, to $288 million, primarily due to
(1) higher income before taxes at our operating subsidiaries outside the U.S. and higher income tax rates in Europe following the adoption
of the minimum effective tax rate of 15% on January 1, 2024; (2) higher income before income taxes subject to U.S. income tax at IBG,
Inc.; and (3) IBG, Inc.’s higher average ownership percentage of IBG LLC, which rose from 25.0% to 25.6%; partially offset by (4) an
$11 million income tax benefit in the current year due to the remeasurement of deferred tax assets related to the step-up in basis arising
from the acquisition of interests in IBG LLC, primarily due to changes in the Company’s effective tax rates.

The table below presents information about our income tax expense for the periods indicated.

Year-Ended December 31,


2024 2023 2022
(in millions, except %)
Consolidated
Consolidated income before income taxes $ 3,695 $ 3,069 $ 1,998
IBG, Inc. stand-alone income before income taxes and eliminations (18) 4 2
Operating subsidiaries income before income taxes $ 3,713 $ 3,065 $ 1,996

Operating subsidiaries
Income before income taxes $ 3,713 $ 3,065 $ 1,996
Income tax expense 142 115 69
Net income available to members $ 3,571 $ 2,950 $ 1,927

IBG, Inc.
Average ownership percentage in IBG LLC 25.6% 25.0% 24.0%
Net income available to IBG, Inc. from operating subsidiaries $ 915 $ 737 $ 463
IBG, Inc. stand-alone income before income taxes (14) 5 4
Income before income taxes 901 742 467
Income tax expense 146 142 87
Net income available to common stockholders $ 755 $ 600 $ 380

Consolidated income tax expense


Income tax expense attributable to operating subsidiaries $ 142 $ 115 $ 69
Income tax expense attributable to IBG, Inc. 146 142 87
Consolidated income tax expense $ 288 $ 257 $ 156

Operating Results

Income before income taxes, for the current year, increased $626 million, or 20%, compared to the prior year, to $3,695 million. Pretax
profit margin was 71% for both the current year and the prior year.

Comparing our operating results for the current year to the prior year using non-GAAP financial measures, adjusted net revenues were
$5,257 million, up 20%; adjusted income before income taxes was $3,767 million, up 21%; and adjusted pre-tax profit margin was 72%
for the current year and 71% for the prior year. See the “Non-GAAP Financial Measures” section below in this Item 7 for additional
details.

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Noncontrolling Interest

We are the sole managing member of IBG LLC and, as such, operate and control all of the business and affairs of IBG LLC and its
subsidiaries and consolidate IBG LLC’s financial results into our financial statements. As of December 31, 2024, we held approximately
25.8% ownership interest in IBG LLC. Holdings holds approximately 74.2% ownership interest in IBG LLC. We reflect Holdings’
ownership as a noncontrolling interest in our consolidated statements of financial condition, consolidated statements of comprehensive
income, consolidated statements of changes in equity and consolidated statements of cash flows. Our share of IBG LLC’s net income,
excluding Holdings’ noncontrolling interest, for the current year was approximately 25.6%, compared to approximately 25.0% for the
prior year.

Year Ended December 31, 2023 compared to the Year Ended December 31, 2022

For a discussion of changes for the year ended December 31, 2023 compared to the Year Ended December 31, 2022 refer to the Annual
Report on Form 10-K filed with the SEC on February 27, 2024.

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Non-GAAP Financial Measures

We use certain non-GAAP financial measures as additional measures to enhance the understanding of our financial results. These non-
GAAP financial measures include adjusted net revenues, adjusted income before income taxes, adjusted net income available for
common stockholders, and adjusted diluted earnings per share (“EPS”). We believe that these non-GAAP financial measures are
important measures of our financial performance because they exclude certain items that may not be indicative of our core operating
results and business outlook. We believe these non-GAAP financial measures are useful to investors and analysts in evaluating the
operating performance of the business.

• We define adjusted net revenues as net revenues adjusted to remove the effect of our currency diversification strategy, our net
mark-to-market gains (losses) on investments, and the remeasurement of our Tax Receivable Agreement (“TRA”) liability.

• We define adjusted income before income taxes as income before income taxes adjusted to remove the effect of our currency
diversification strategy, our net mark-to-market gains (losses) on investments, the remeasurement of our TRA liability, and
unusual bad debt expense.

• We define adjusted net income available to common stockholders as net income available for common stockholders adjusted
to remove the after-tax effects attributable to IBG, Inc. of our currency diversification strategy, our net mark-to-market gains
(losses) on investments, the remeasurement of our TRA liability, unusual bad debt expense, and the remeasurement of certain
deferred tax assets.

• We define adjusted diluted EPS as adjusted net income available for common stockholders divided by the diluted weighted
average number of shares outstanding for the period.

Mark-to-market on investments represents the net mark-to-market gains (losses) on investments in equity securities that do not qualify
for equity method accounting, which are measured at fair value; on our U.S. government and municipal securities portfolios, which are
typically held to maturity; and on certain other investments, including equity securities taken over by the Company as a customer
accommodation following unusual market events or technical issues. In the event an investment is sold prior to maturity, accumulated
gains (losses) are realized and previously accumulated non-GAAP adjustments are reversed in the period of sale.

Remeasurement of our TRA liability represents the change in the amount payable to IBG Holdings LLC under the TRA, primarily due
to changes in the Company’s effective tax rates, which is related to the remeasurement of the deferred tax assets described below. For
further information refer to Note 4 – Equity and Earnings per Share under Part II, Item 8 – Financial Statements and Supplementary
Data of this Annual Report on Form 10-K.

Unusual bad debt expense consists of a credit loss on a loan not related to margin lending.

Remeasurement of certain deferred tax assets represents the change in the unamortized balance of deferred tax assets related to the step-
up in basis arising from the acquisition of interests in IBG LLC, primarily due to changes in the Company’s effective tax rates. For
further information refer to Note 4 – Equity and Earnings per Share under Part II, Item 8 – Financial Statements and Supplementary
Data of this Annual Report on Form 10-K.

We also report compensation and benefits expenses as a percentage of adjusted net revenues, as we believe this measure is useful to
investors and analysts in evaluating the growth of our workforce in relation to the growth of our core revenues.

These non-GAAP financial measures should be considered in addition to, rather than as a substitute for, measures of financial
performance prepared in accordance with GAAP1.
___________________________
1
Refers to generally accepted accounting principles in the United States.

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The tables below present a reconciliation of consolidated GAAP to non-GAAP financial measures for the periods indicated.

Year-Ended December 31,


2024 2023 2022

Adjusted net revenues (in millions)


Net revenues - GAAP $ 5,185 $ 4,340 $ 3,067
Non-GAAP adjustments
Currency diversification strategy, net 15 80 100
Mark-to-market on investments 48 (46) 52
Remeasurement of TRA liability 9 (7) (6)
Total non-GAAP adjustments 72 27 146
Adjusted net revenues $ 5,257 $ 4,367 $ 3,213

Adjusted income before income taxes (in millions)


Income before income taxes - GAAP $ 3,695 $ 3,069 $ 1,998
Non-GAAP adjustments
Currency diversification strategy, net 15 80 100
Mark-to-market on investments 48 (46) 52
Remeasurement of TRA liability 9 (7) (6)
Bad debt expense - 5 -
Total non-GAAP adjustments 72 32 146
Adjusted income before income taxes $ 3,767 $ 3,101 $ 2,144

Adjusted pre-tax profit margin 72% 71% 67%

Adjusted net income available for common stockholders (in millions)


Net income available for common stockholders - GAAP $ 755 $ 600 $ 380
Non-GAAP adjustments
Currency diversification strategy, net 4 20 24
Mark-to-market on investments 12 (12) 13
Remeasurement of TRA liability 9 (7) (6)
Bad debt expense - 1 -
Income tax effect of above adjustments 1 (4) (2) (7)
Remeasurement of deferred income taxes (11) 7 7
Total non-GAAP adjustments 11 8 30
Adjusted net income available for common stockholders $ 766 $ 608 $ 410

Adjusted diluted EPS (in dollars, except share amounts)


Diluted EPS - GAAP $ 6.93 $ 5.67 $ 3.75
Non-GAAP adjustments
Currency diversification strategy, net 0.04 0.19 0.24
Mark-to-market on investments 0.11 (0.11) 0.12
Remeasurement of TRA liability 0.08 (0.07) (0.06)
Bad debt expense 0.00 0.01 0.00
Income tax effect of above adjustments 1 (0.03) (0.01) (0.07)
Remeasurement of deferred income taxes (0.10) 0.07 0.07
Total non-GAAP adjustments 0.10 0.08 0.30
Adjusted diluted EPS $ 7.03 $ 5.75 $ 4.05

Diluted weighted average common shares outstanding 109,002,938 105,846,877 101,299,609

Note: Amounts may not add due to rounding.


_________________________
1
The income tax effect is estimated using the statutory income tax rates applicable to the Company.

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Liquidity and Capital Resources

We maintain a highly liquid balance sheet. The majority of our assets consists of investments of customer funds, collateralized
receivables arising from customer-related and proprietary securities transactions, and exchange-listed marketable securities, which are
marked-to-market daily. Collateralized receivables consist primarily of customer margin loans, securities borrowed, and securities
purchased under agreements to resell. As of December 31, 2024, total assets were $150.1 billion of which approximately $148.9 billion,
or 99.2%, were considered liquid.

Decisions on the allocation of capital are based upon, among other things, prudent risk management guidelines, potential liquidity and
cash flow needs for current and future business activities, regulatory capital requirements, and projected profitability. Our Treasury
department, Market Risk Committee, Enterprise Risk Management department and other management control groups assist in
evaluating, monitoring and controlling the impact that our business activities have on our financial condition, liquidity and capital
structure. The objective of these policies is to support our business strategies while ensuring ongoing and sufficient liquidity. Our
significant capital comprises an aggregate across our many regulated subsidiaries, and in addition to supporting our current business and
future expansion plans we believe this financial strength provides our customers with a source of confidence.

Daily monitoring of liquidity needs and available collateral levels is undertaken to help ensure that an appropriate liquidity cushion, in
the form of cash and unpledged collateral, is maintained at all times. We actively manage our excess liquidity and maintain significant
borrowing capabilities through the securities lending markets and in the form of credit facilities with banks. As a general practice, we
maintain sufficient levels of cash on hand to provide us with a buffer should we need immediately available funds for any reason. In
addition, pursuant to our liquidity risk management plan we perform periodic liquidity stress tests, which are designed to identify and
reserve liquid assets that would be available under market or idiosyncratic stress events. Based on our current level of operations, we
believe our cash flows from operations, available cash and available borrowings will be adequate to meet our future liquidity needs for
more than the next twelve months.

As of December 31, 2024, liability balances in connection with securities loaned and payables to customers were higher than the monthly
average balances during the current year. Short-term borrowing balance was lower than the average monthly balance during the current
year.

Cash and cash equivalents held by our non-U.S. operating subsidiaries as of December 31, 2024 were $1,513 million ($1,625 million as
of December 31, 2023). These funds are primarily intended to finance each individual operating subsidiary’s local operations, and thus
would not be available to fund U.S. domestic operations unless repatriated through payment of dividends to IBG LLC. As of December
31, 2024, we had no intention to repatriate any amounts from non-U.S. operating subsidiaries. With the enactment of the U.S. Tax Cuts
and Jobs Act on December 22, 2017, we recognized a liability for the one-time transition tax on deemed repatriation of earnings of some
of our foreign subsidiaries for the year ended December 31, 2017. As a result, in the event dividends were to be paid to the Company in
the future by a non-U.S. operating subsidiaries, the Company would not be required to accrue and pay income taxes on such dividends,
except for foreign taxes in the form of dividend withholding tax, and in connection with accumulated other comprehensive income/loss
from currency exchange rate changes not previously taxed in the U.S., if any, imposed on the recipient of the distribution or dividend
distribution tax imposed on the payor of the distribution.

Historically, our consolidated equity has consisted primarily of accumulated retained earnings, which to date have been sufficient to
fund our operations and growth. Our consolidated equity increased 17% to $16.6 billion as of December 31, 2024, from $14.1 billion
as of December 31, 2023. This increase is attributable to total comprehensive income, partially offset by distributions and dividends
paid during 2024.

Cash Flows

The table below presents our cash flows from operating activities, investing activities and financing activities for the periods indicated.

Year-Ended December 31,


2024 2023 2022
(in millions)
Net cash provided by operating activities $ 8,724 $ 4,544 $ 3,968
Net cash used in investing activities (44) (52) (67)
Net cash used in financing activities (833) (624) (470)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash (207) 122 (111)
Increase in cash, cash equivalents, and restricted cash $ 7,640 $ 3,990 $ 3,320

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Our cash, cash equivalents, and restricted cash (i.e., cash and cash equivalents that are subject to withdrawal or usage restrictions)
increased by $7,640 million to $40.2 billion for the year ended December31, 2024.

Operating Activities

Our cash flows from operating activities are largely a reflection of the changes in customer credit and margin loan balances. We raised
$8.7 billion in net cash from operating activities mainly driven by customer credit balances which increased $14.3 billion, investments
in securities segregated for regulatory purposes which decreased $7.5 billion, and securities loaned which increased $4.9 billion; partially
offset by customer margin loans which increased $20.0 billion.

Investing Activities

Our cash flows from investing activities are primarily related to other investments, capitalized internal software development, purchases
and sales of memberships, trading rights and shares at exchanges where we trade, and strategic investments where such investments
may enable us to offer better execution alternatives to our current and prospective customers, allow us to influence exchanges to provide
competing products at better prices using sophisticated technology, or enable us to acquire either technology or customers faster than
we could develop them on our own. We used net cash of $44 million in our investing activities primarily for purchases of property,
equipment, and intangible assets and other investments.

Financing Activities

Our cash flows from financing activities are comprised of short-term borrowings, capital transactions, and payments made to Holdings
under the Tax Receivable Agreement. Short-term borrowings from banks are part of our daily cash management in support of operating
activities. Capital transactions consist primarily of quarterly dividends paid to common stockholders and related distributions paid to
Holdings. We used net cash of $833 million in our financing activities, primarily for dividends paid to common stockholders and
proportionate distributions to noncontrolling interests.

Year Ended December 31, 2023:

For a discussion of changes in cash flows for the year ended December 31, 2023 refer to our Annual Report on Form 10-K filed with
the SEC on February 27, 2024.

Year Ended December 31, 2022:

For a discussion of changes in cash flows for the year ended December 31, 2022 refer to our Annual Report on Form 10-K filed with
the SEC on February 24, 2023.

Regulatory Capital Requirements

As of December 31, 2024, all operating subsidiaries were in compliance with their respective regulatory capital requirements. For
additional information regarding our regulatory capital requirements see Note 16 – “Regulatory Requirements” to the audited
consolidated financial statements in Part II, Item 8 of this Annual Report on Form 10-K.

Capital Expenditures

Our capital expenditures are comprised of compensation costs of our software engineering staff for development of software for internal
use and expenditures for computer, networking and communications hardware, and leasehold improvements. These expenditure items
are reported as property, equipment, and intangible assets. Capital expenditures for property, equipment, and intangible assets were
approximately $49 million, $49 million and $69 million for the three years ended December 31, 2024, 2023, and 2022, respectively. In
the future, we plan to meet capital expenditure needs with cash from operations and cash on hand, as we continue our focus on technology
infrastructure initiatives to further enhance our competitive position. In response to changing economic conditions, we believe we have
the flexibility to modify our capital expenditures by adjusting them (either upward or downward) to match our actual performance. If
we pursue any additional strategic acquisitions, we may incur additional capital expenditures.

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Contractual Obligations Summary

Our contractual obligations principally include obligations associated with our outstanding indebtedness and interest payments as of
December 31, 2024.
Payments Due by Year

Total 2025-2026 2027-2028 Thereafter


(in millions)

Payable to Holdings under Tax Receivable Agreement (1) $ 195 $ 28 $ 28 $ 139


Operating leases 134 57 38 39
Transition Tax liability (2) 18 18 - -
Total contractual cash obligations $ 347 $ 103 $ 66 $ 178
___________________________

(1) As of December 31, 2024, contractual amounts owed under the Tax Receivable Agreement of $195 million have been recorded
in payable to affiliate in the consolidated financial statements, representing management’s best estimate of the amounts
currently expected to be owed under the Tax Receivable Agreement. Through December 31, 2024, approximately $293 million
of cumulative cash payments have been made.

(2) The Tax Act implemented a modified territorial tax system that includes a one-time transition tax on deemed repatriated
earnings of foreign subsidiaries to be paid over an eight-year period starting in 2018. We believe this tax will not have a material
impact on our liquidity.

Seasonality

Our businesses are subject to seasonal fluctuations, reflecting varying numbers of market participants at times during the year, varying
numbers of trading days from quarter-to-quarter, and declines in trading activity due to holidays. Typical seasonal trends may be
superseded by market or world events, which can have a significant impact on prices and trading volume.

Inflation

Although we cannot accurately anticipate the effects of inflation on our operations, we believe that for the past several years inflation
may have indirectly had a material impact on our results of operations. Inflation has been one of the factors driving our employee
compensation and benefits expenses higher during the current period, although as a percentage of net revenues these expenses remain
stable. In an effort to stem inflation, central banks have increased benchmark interest rates in most currencies, which has contributed to
our net interest income. Inflation may also be a contributing factor to general uncertainty in the markets in the foreseeable future.
Statements about future inflation are subject to the risk that actual inflation and its effects may differ, possibly materially, due to, among
other things, changes in economic growth, impact of supply chain disruptions, unemployment and consumer demand.

Investments in U.S. Government Securities

We invest in U.S. government securities to satisfy U.S. regulatory requirements. As a broker-dealer, unlike banks, we are required to
mark these investments to market even though we intend to hold them to maturity. Sudden increases (decreases) in interest rates will
cause mark-to-market losses (gains) on these securities, which are recovered (eliminated) if we hold them to maturity, as currently
intended. As of December 31, 2024, substantially all of our U.S. government securities had maturities within three months. The impact
of changes in interest rates is further described in Part II, Item 7A of this Annual Report on Form 10-K entitled “Quantitative and
Qualitative Disclosures about Market Risk.”

Strategic Investments and Acquisitions

We regularly evaluate potential strategic investments and acquisitions. We hold strategic investments in certain electronic trading
exchanges, including BOX Options Exchange, LLC. We also hold strategic investments in certain businesses, including Zero Hash
Holdings Ltd., a crypto-service provider, in which we held a beneficial ownership interest of 31.6%, as of December 31, 2024.

We intend to continue making acquisitions on an opportunistic basis, generally only when the acquisition candidate will, in our opinion,
enable us to offer better execution alternatives to our current and prospective customers, allow us to influence exchanges to provide
competing products at better prices using sophisticated technology, or enable us to acquire either technology or customers faster than
we could develop them on our own.

As of December 31, 2024, there were no definitive agreements with respect to any material acquisition.

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Certain Information Concerning Off-Balance-Sheet Arrangements

We may be exposed to a risk of loss not reflected in our consolidated financial statements for futures products, which represent our
obligations to settle at contracted prices, and which may require us to repurchase or sell in the market at prevailing prices. Accordingly,
these transactions result in off-balance sheet risk, as our cost to liquidate such futures contracts may exceed the amounts reported in our
consolidated statements of financial condition.

Critical Accounting Policies and Estimates

Our consolidated financial statements have been prepared in accordance with U.S. GAAP, which requires management to make
estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements and accompanying
notes. These estimates and assumptions are based on judgment and the best available information at the time. Therefore, actual results
could differ materially from those estimates. We believe that the critical policies listed below represent the most significant estimates
used in the preparation of our consolidated financial statements. See Note 2 – “Significant Accounting Policies” to the audited
consolidated financial statements for a summary of our significant accounting policies in Part II, Item 8 of this Annual Report on Form
10-K.

Contingencies

Our policy is to estimate and accrue for potential losses that may arise out of litigation and regulatory proceedings, to the extent that
such losses are probable and can be estimated. Significant judgment is required in making these estimates and our final liabilities may
ultimately be materially different. Our total liability accrued with respect to litigation and regulatory proceedings is determined on a
case by case basis and represents an estimate of probable losses based on, among other factors, the progress of each case, our experience
with and industry experience with similar cases and the opinions and views of internal and external legal counsel. Given the inherent
difficulty of predicting the outcome of litigation and regulatory matters, particularly in cases or proceedings in which substantial or
indeterminate damages or fines are sought, or where cases or proceedings are in the early stages, we cannot estimate losses or ranges of
losses for cases or proceedings where there is only a reasonable possibility that a loss may be incurred.

Income Taxes

Our income tax expense, deferred tax assets and liabilities, and reserves for unrecognized tax benefits are based on enacted tax laws and
reflect management’s best assessment of estimated future taxes to be paid. We are subject to income taxes in both the U.S. and numerous
foreign jurisdictions. Determining income tax expense requires significant judgment and estimates.

Deferred income tax assets and liabilities arise from temporary differences between the tax and financial statement recognition of the
underlying assets and liabilities. In evaluating our ability to recover our deferred tax assets within the jurisdictions from which they
arise, we consider all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future
taxable income, tax-planning strategies, and results of recent operations.

In projecting future taxable income, historical results are adjusted for changes in accounting policies and incorporate assumptions
including the amount of future state, federal and foreign pre-tax operating income, the reversal of temporary differences, and the
implementation of feasible and prudent tax-planning strategies. These assumptions require significant judgment about the forecasts of
future taxable income and are consistent with the plans and estimates we are using to manage the underlying businesses. In evaluating
the objective evidence that historical results provide, three years of cumulative operating income (loss) are considered. Deferred income
taxes have not been provided for U.S. tax liabilities or for additional foreign taxes on the unremitted earnings of foreign subsidiaries
that have been indefinitely reinvested.

The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax laws and regulations in a
multitude of jurisdictions across our global operations. Changes in tax laws and rates could also affect recorded deferred tax assets and
liabilities in the future. For example, on December 15, 2022, the EU formally adopted the EU’s Pillar Two Directive, effective January
1, 2024, which provides for a minimum effective tax rate of 15%, as established by the Organization for Economic Cooperation and
Development (“OECD”) Pillar Two Framework. A significant number of other countries have either already or are expected to
implement similar legislation with varying effective dates. We record tax liabilities in accordance with Financial Accounting Standards
Board (“FASB”) ASC Topic 740 and adjust these liabilities when management’s judgment changes as a result of the evaluation of new
information not previously available. Because of the complexity of some of these uncertainties, the ultimate resolution may result in
payments that are different from the current estimates of these tax liabilities. These differences will be reflected as increases or decreases
to income tax expense in the period in which new information becomes available.

We recognize that a tax benefit from an uncertain tax position may be recognized only when it is more likely than not that the position
will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits.
A tax position that meets this standard is measured at the largest amount of benefit that will more likely than not be realized on settlement.

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Accounting Pronouncements Issued but Not Yet Adopted

For additional information regarding FASB Accounting Standards Updates (“ASU”s) that have been issued but not yet adopted and that
may impact the Company, refer to Note 2 – “Significant Accounting Policies” to the audited consolidated financial statements in Part
II, Item 8 of this Annual Report on form 10-K.

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ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to various market risks. Our exposures to market risks arise from assumptions built into our pricing models, equity price
risk, foreign currency exchange rate fluctuations related to our international operations, changes in interest rates and risks relating to the
extension of margin credit to our customers.

Market risk refers to the risk that a change in the level of one or more market prices, rates, indices, implied volatilities (the price volatility
of the underlying instrument imputed from option prices), correlations or other market factors, such as market liquidity, will result in
losses for a position or portfolio. Generally, we incur trading-related market risk as a result of our remaining market making activities,
where the substantial majority of our Value-at-Risk (“VaR”) for market risk exposures is generated. In addition, we incur
non-trading-related market risk primarily from investment activities and from foreign currency exposure held in the equity of our foreign
subsidiaries, i.e., our non-U.S. brokerage subsidiaries and information technology subsidiaries, and held to meet target balances in our
currency diversification strategy.

We use various risk management tools in managing our market risk, which are embedded in our real-time market making systems. We
employ certain hedging and risk management techniques to protect us from a severe market dislocation. Our risk management policies
are developed and implemented by our Steering Committee, which is chaired by our Chief Executive Officer and comprised of senior
executives of our various operating subsidiaries. The strategy of our remaining market making activities is to calculate quotes a few
seconds ahead of the market and execute small trades at a tiny but favorable differential as a result. This strategy is made possible by
our proprietary pricing model, which evaluates and monitors the risks inherent in our portfolio, assimilates external market data and
reevaluates the outstanding quotes in our portfolio many times per second. Our model automatically rebalances our positions throughout
each trading day to manage risk exposures on our options and futures positions and the underlying securities and will price the increased
risk that a position would add to the overall portfolio into the bid and offer prices we post. Under risk management policies implemented
and monitored primarily through our computer systems, reports to management, including risk profiles, profit and loss analysis and
trading performance, are prepared on a real-time basis as well as daily and periodical bases. Although our remaining market making
activities are completely automated, the trading process and our risk are monitored by a team of individuals who, in real time, observe
various risk parameters of our consolidated positions. Our assets and liabilities are marked-to-market daily for financial reporting
purposes and re-valued continuously throughout the trading day for risk management and asset/liability management purposes.

We use a covariant VaR methodology to measure, monitor and review the market risk of our market making portfolios, with the
exception of fixed income products, and our currency exposures. The risk of fixed income products, which comprise primarily U.S.
government securities, is measured using a stress test.

Pricing Model Exposure

As described above, our proprietary pricing model, which continuously evaluates and monitors the risks inherent in our portfolio,
assimilates external market data and reevaluates the outstanding quotes in our entire portfolio many times per second. Certain aspects
of the model rely on historical prices of securities. If the behavior of price movements of individual securities diverges substantially
from what their historical behavior would predict, we might incur trading losses. We attempt to limit such risks by diversifying our
portfolio across many different options, futures and underlying securities and avoiding concentrations of positions based on the same
underlying security. Historically, our losses from these events have been immaterial in comparison to our annual trading profits.

Foreign Currency Exposure

As a result of our international activities and accumulated earnings in our non-U.S. subsidiaries, our income and equity are exposed to
fluctuations in foreign exchange rates. For example, our non-U.S. subsidiaries are exposed to foreign exchange risks as described below:

• Some of our non-U.S. subsidiaries support customer transactions in financial instruments, carry bank balances, and borrow and
lend securities in various currencies in their regular course of business. At the end of each accounting period, these non-U.S.
subsidiaries’ assets and liabilities are revalued into their respective functional currencies for presentation in their financial
statements. The resulting foreign currency gains or losses are reported in their income statements and, as translated into U.S.
dollars for U.S. GAAP purposes, in our consolidated statements of comprehensive income, as a component of “Other income.”

• These non-U.S. subsidiaries’ financial statements are presented in their respective functional currencies, as noted above. For
U.S. GAAP purposes, at the end of each accounting period, each non-U.S. subsidiary’s equity is translated at the then prevailing
exchange rate into U.S. dollars and the resulting translation gain or loss is reported as OCI in our consolidated statements of
financial condition and consolidated statements of comprehensive income.

By periodically converting currency balances into functional currency, we substantially reduce the foreign currency exposures for each
of these non-U.S. subsidiaries, which minimizes the impact of exchange rate changes to its income statement. However, historically, we

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have taken the approach of not hedging our consolidated foreign currency exposures to the U.S. dollar, based on the notion that the cost
of constantly hedging over the years would amount to more than the random impact of rate changes on our non-U.S. dollar balances.

Instead, because we conduct business in many countries and many currencies and because we consider ourselves a global enterprise
based in a diversified basket of currencies rather than a U.S. dollar-based company, we actively manage our global currency exposure
by maintaining our equity in GLOBALs, a basket of currencies. Our risk management systems incorporate cash forex to hedge our
currency exposure at little or no cost. Currency spot positions entered into as part of our currency diversification strategy are held by
the parent holding company, IBG LLC.

The U.S. dollar value of the GLOBAL decreased 1.45% as of December 31, 2024 compared to December 31, 2023. As of December
31, 2024, approximately 23% of our equity was denominated in currencies other than the U.S. dollar.

The effects of our currency diversification strategy appear in two places in the consolidated financial statements: (1) as a component of
“Other income” in the consolidated statements of comprehensive income and (2) as OCI in the consolidated statements of financial
condition and the consolidated statements of comprehensive income. The full effect of the GLOBAL is captured in the consolidated
statements of comprehensive income.

The table below presents a comparison of the U.S. dollar equivalent of the GLOBAL for the periods indicated.

As of 12/31/2023 As of 12/31/2024
GLOBAL in % of Net Equity GLOBAL in % of Net Equity CHANGE in
Currency Composition FX Rate USD Equiv. Comp. (in USD millions) FX Rate USD Equiv. Comp. (in USD millions) % of Comp.
USD 0.72 1.0000 0.720 75.5% $ 10,619 1.0000 0.720 76.6% $ 12,714 1.1%
EUR 0.09 1.1037 0.099 10.4% 1,465 1.0353 0.093 9.9% 1,645 -0.5%
JPY 3.91 0.0071 0.028 2.9% 409 0.0064 0.025 2.6% 439 -0.3%
GBP 0.02 1.2731 0.025 2.7% 376 1.2513 0.025 2.7% 442 0.0%
CHF 0.02 1.1881 0.024 2.5% 350 1.1019 0.022 2.3% 389 -0.1%
CNH 0.13 0.1404 0.018 1.9% 269 0.1363 0.018 1.9% 313 0.0%
INR 1.10 0.0120 0.013 1.4% 195 0.0117 0.013 1.4% 227 0.0%
CAD 0.02 0.7549 0.011 1.2% 167 0.6953 0.010 1.1% 184 -0.1%
AUD 0.02 0.6811 0.010 1.1% 151 0.6188 0.009 1.0% 164 -0.1%
HKD 0.04 0.1281 0.004 0.5% 66 0.1287 0.005 0.5% 80 0.0%
0.954 100.0% $ 14,067 0.940 100.0% $ 16,597 0.0%

Interest Rate Risk

We had no variable-rate debt outstanding as of December 31, 2024.

We pay our customers interest based on benchmark overnight interest rates in various currencies, when interest rates are above a
benchmark rate plus a small spread, on cash balances above $10 thousand (or equivalent) in securities accounts holding more than $100
thousand and at lower, tiered rates for accounts holding less than $100 thousand (or equivalent) net asset value. In currencies, if any,
with negative rates, we pass through the cost of holding certain cash balances to our customers; therefore, we charge our customers
interest on these cash balances. In a normal rate environment, we typically invest a portion of these funds in U.S. government securities
with maturities of up to two years, although given the current interest rate environment, at this time substantially all such investments
mature within three months. If interest rates were to increase rapidly and substantially, our net interest income would not increase
proportionally with the interest rates for the portion of the funds invested at fixed yields. In addition, the mark-to-market changes in the
value of these fixed rate securities will be reflected in other income, instead of net interest income. Our margin balances are priced to a
benchmark rate plus a spread, with a minimum charge of 0.75% in U.S. dollars and most foreign currencies.

Based on customer balances and investments outstanding as of December 31, 2024, and assuming reinvestment of maturing instruments
in instruments of short-term duration, an increase of 0.25% over current U.S. dollar interest rate levels would increase our net interest
income by approximately $64 million on an annualized basis, assuming the full effect of reinvestment at higher rates. A 0.25% increase
in all the relevant non-U.S. dollar benchmark rates would increase our net interest income by approximately $24 million on an annualized
basis. Our interest rate sensitivity estimate contains separate assumptions for U.S. dollar rates from other currencies’ rates and it isolates
the effects of a rate increase on reinvestments. We do not approximate mark-to-market impact from interest rate changes; if U.S.
government securities whose prices were to fall under these scenarios were held to maturity, as intended, then the reduction in other
income would be temporary, as the securities would mature at par value. If such securities were sold prior to maturity, the loss would
be realized and the proceeds reinvested at prevailing higher interest rates.

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We also face the potential for reduced net interest income from customer deposits and margin loans if benchmark rates were to fall.
Based on customer balances and investments outstanding as of December 31, 2024, and assuming reinvestment of maturing instruments
in instruments of short-term duration, a decrease in U.S. dollar interest rates of 0.25% would decrease our net interest income by
approximately $64 million on an annualized basis, assuming the full effect of reinvestment at lower rates. A 0.25% decrease in all the
relevant non-U.S. dollar benchmark rates would decrease our net interest income by approximately $22 million on an annualized basis.

We also face interest rate risk due to positions carried for our remaining market making activities to the extent that long or short stock
positions may have been established for future or forward dates on options or futures contracts and the value of such positions is impacted
by interest rates. The amount of such risk cannot be quantified, however, the current low level of market making positions does not
indicate a material potential exposure.

Dividend Risk

We face dividend risk in our remaining market making activities as we derive revenues and incur expenses in the form of dividend
income and expense, respectively, from our inventory of equity securities, and must make payments in lieu of dividends on short
positions in equity securities within our portfolio. Projected future dividends are an important component of pricing equity options and
other derivatives, and incorrect projections may lead to trading losses. The amount of such risk cannot be quantified, however, the
current low level of market making positions does not indicate a material potential exposure.

Margin Loans

We extend margin loans to our customers, which are subject to various regulatory requirements. Margin loans are collateralized by cash
and securities in the customers’ accounts. The risks associated with margin credit increase during periods of fast market movements or
in cases where collateral is concentrated and market movements occur. During such times, customers who utilize margin loans and who
have collateralized their obligations with securities may find that the securities have a rapidly depreciating value and may not be
sufficient to cover their obligations in the event of a liquidation. We are also exposed to credit risk when our customers execute
transactions, such as short sales of options and equities that can expose them to risk beyond their invested capital.

We expect this kind of exposure to increase with the growth of our overall business. Because we indemnify and hold harmless our
clearing houses and counterparties from certain liabilities or claims, the use of margin loans and short sales may expose us to significant
off-balance-sheet risk if collateral requirements are not sufficient to fully cover losses that customers may incur and those customers
fail to satisfy their obligations. As of December 31, 2024, we had $64.4 billion in margin loans extended to our customers. The amount
of risk to which we are exposed from the margin loans we extend to our customers and from short sale transactions by our customers is
unlimited and not quantifiable as the risk is dependent upon analysis of a potentially significant and undeterminable rise or fall in stock
prices. Our account level margin requirements meet or exceed those required by Regulation T of the Board of Governors of the Federal
Reserve and FINRA portfolio margin rules, as applicable. As a matter of practice, we enforce real-time margin compliance monitoring
and liquidate customers’ positions if their equity falls below required margin requirements.

We have a comprehensive policy implemented in accordance with regulatory standards to assess and monitor the suitability of investors
to engage in various trading activities. To mitigate our risk, we also continuously monitor customer accounts to detect excessive
concentration, large orders or positions, patterns of day trading and other activities that indicate increased risk to us.

Our credit exposure is to a great extent mitigated by our real-time margining system, which automatically evaluates each account
throughout the trading day and closes out positions automatically for accounts that are found to be under-margined. While this
methodology is effective in most situations, it may not be effective in situations where no liquid market exists for the relevant securities
or commodities or where, for any reason, automatic liquidation for certain accounts has been disabled. Our Market Risk Committee
continually monitors and evaluates our risk management policies, including the implementation of policies and procedures to enhance
the detection and prevention of potential events to mitigate margin loan losses.

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Value-at-Risk

We estimate VaR using a historical approach, which uses the historical daily price returns of underlying assets as well as estimates of
the end of day implied volatility for options. Our one-day VaR is defined as the unrealized loss in portfolio value that, based on
historically observed market risk factors, would have been exceeded with a frequency of one percent, based on a calculation with a
confidence interval of 99%.

Our VaR model generally takes into account exposures to equity and commodity price risk and foreign exchange rates.

We use VaR as one of a range of risk management tools. Among their benefits, VaR models permit the estimation of a portfolio’s
aggregate market risk exposure, incorporating a range of varied market risks and portfolio assets. One key element of the VaR model is
that it reflects risk reduction due to portfolio diversification or hedging activities. However, VaR has various strengths and limitations,
which include, but are not limited to: use of historical changes in market risk factors, which may not be accurate predictors of future
market conditions, and may not fully incorporate the risk of extreme market events that are outsized relative to observed historical
market behavior or reflect the historical distribution of results beyond the confidence interval; and reporting of losses in a single day,
which does not reflect the risk of positions that cannot be liquidated or hedged in one day. A small proportion of market risk generated
by trading positions is not included in VaR. The modeling of the risk characteristics of some positions relies on approximations that,
under certain circumstances, could produce significantly different results from those produced using more precise measures. VaR is
most appropriate as a risk measure for trading positions in liquid financial markets and will understate the risk associated with severe
events, such as periods of extreme illiquidity.

The VaR calculation simulates the performance of the portfolio based on several years of daily price changes of the underlying assets
and determines the VaR as the calculated loss that occurs at the 99th percentile.

Since the reported VaR statistics are estimates based on historical data, VaR should not be viewed as predictive of our future revenues
or financial performance or of our ability to monitor and manage risk. There can be no assurance that our actual losses on a particular
day will not exceed the indicated VaR or that such losses will not occur more than one time in 100 trading days. VaR does not predict
the magnitude of losses which, should they occur, may be significantly greater than the VaR amount.

Stress Test

We estimate the market risk of our fixed income portfolio using a risk analysis model provided by a leading external vendor. For
corporate bonds, this stress test is configured to calculate the change in value of each fixed income security in the portfolio over one day
in five scenarios each of which represents a parallel shift of the U.S. Treasury yield curve. The scenarios are shifts of +/−100 and +/−200
basis points. For U.S. government securities, the stress test is configured to calculate the change in value of each fixed income security
in the portfolio over one day in three scenarios each of which represents a parallel shift of the U.S. Treasury yield curve. The scenarios
are shifts of +/−50 basis points.

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VaR and Stress Test Measures


At December 31, At December 31, Average High
Market Risk Category 2024 2023 2024 2024
(in millions)
(1)
Trading
Equities and Currencies (2) $ 8 $ 10 $ 9 $ 9
Trading Total $ 8 $ 10 $ 9 $ 9

Non-Trading (1)
Equities and Currencies $ 28 $ 28 $ 30 $ 34
Fixed Income, Other (3) 2 3 2 3
Non-Trading Total $ 30 $ 31 $ 32 $ 37

___________________________

(1) The product categories displayed in the table as “Trading” reflect activities undertaken in the Company's market making
activities.

The “Non-trading” category reflects investment activities and foreign currency exposures of the Company's non-market making
subsidiaries (i.e., its brokerage subsidiaries and information technology subsidiaries). This category also includes corporate
activities in foreign exchange designed to achieve the Company's currency diversification strategy.

The average and high VaR amounts are based on the four quarter ending calculations performed in 2024.

(2) Equities and currencies held for market making purposes are combined because these products are part of an integrated, hedged
market making portfolio, on which the risk is measured using VaR.

(3) The Non-Trading – Fixed Income, Other category contains primarily U.S. government securities held in segregated safekeeping
accounts for the exclusive benefit of our brokerage customers, on which the risk is measured using a stress test analysis.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Index to Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34) 67

Consolidated Statements of Financial Condition 69

Consolidated Statements of Comprehensive Income 70

Consolidated Statements of Cash Flows 71

Consolidated Statements of Change in Equity 72

Notes to Consolidated Financial Statements 73

Note 1. Organization of Business 73


Note 2. Significant Accounting Policies 73
Note 3. Trading Activities and Related Risks 83
Note 4. Equity and Earnings per Share 84
Note 5. Comprehensive Income 87
Note 6. Financial Assets and Financial Liabilities 88
Note 7. Collateralized Transactions 94
Note 8. Revenue from Contracts with Customers 95
Note 9. Other Income (Loss) 98
Note 10. Employee Incentive Plans 98
Note 11. Income Taxes 100
Note 12. Leases 102
Note 13. Property, Equipment and Intangible Assets 103
Note 14. Commitments, Contingencies and Guarantees 103
Note 15. Segment Reporting and Geographic Information 106
Note 16. Regulatory Requirements 107
Note 17. Related Party Transactions 108
Note 18. Parent Company Condensed Financial Statements 109
Note 19. Subsequent Events 110

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and the Board of Directors of


Interactive Brokers Group, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated statements of financial condition of Interactive Brokers Group, Inc. and subsidiaries
(the "Company") as of December 31, 2024 and 2023, the related consolidated statements of comprehensive income, cash flows and
changes in equity, for each of the three years in the period ended December 31, 2024, and the related (collectively referred to as the
"financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the
Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period
ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB),
the Company's internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control —
Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated
February 27, 2025, expressed an unqualified opinion on the Company's internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the
Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be
independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of
the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error
or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and
significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that
our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was
communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to
the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical
audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the
critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Income taxes — Refer to Notes 2 and 11 to the financial statements

Critical Audit Matter Description

The Company’s income tax expense, deferred tax assets and liabilities are based on enacted tax laws and reflects management's best
assessment of estimated future taxes to be paid. The Company is subject to income taxes in both the U.S. and numerous foreign
jurisdictions. The Company has deferred tax assets and liabilities that arose from temporary differences between tax and financial
statement recognition of underlying assets and liabilities. Determining income tax expense and deferred tax assets and liabilities requires
significant management judgments and estimates.

We identified management’s calculation of income tax expense and deferred tax assets and liabilities as a critical audit matter because
of the significant judgments and estimates management makes to determine these amounts. Performing audit procedures to evaluate the
reasonableness of management’s interpretation of tax law in a multitude of jurisdictions across the Company’s global operations, and
its estimate of the associated income tax expense and deferred tax assets and liabilities, required a high degree of auditor judgment and
increased effort, including the need to involve our income tax specialists.

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How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to income tax expense and deferred tax assets and liabilities included, among others, the following which
were performed with the assistance of our income tax specialists:
- Testing the operating effectiveness of controls over income tax balances and deferred tax assets and liabilities.
- Evaluating the Company’s income tax expense calculation, including testing the appropriateness of income tax rates
applied and of income allocations among the taxing jurisdictions, and the mathematical accuracy of the calculation.
- Evaluating the Company’s analyses supporting its conclusions as to the recognition and measurement of deferred tax
assets and liabilities.
- Evaluating management’s assessment of the Company’s ability to utilize the net deferred tax assets in future years.

/s/ Deloitte & Touche LLP


New York, New York
February 27, 2025

We have served as the Company's auditor since 1990.

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Consolidated Statements of Financial Condition

December 31,
(in millions, except share amounts) 2024 2023
Assets
Cash and cash equivalents $ 3,633 $ 3,753
Cash - segregated for regulatory purposes 36,600 28,840
Securities - segregated for regulatory purposes 27,846 35,386
Securities borrowed 5,369 5,835
Securities purchased under agreements to resell 6,575 5,504
Financial instruments owned, at fair value
Financial instruments owned 1,847 1,422
Financial instruments owned and pledged as collateral 77 66
Total financial instruments owned, at fair value 1,924 1,488
Receivables
Customers, less allowance for credit losses of $25 and $10 as of December 31, 2024 and 2023 64,432 44,472
Brokers, dealers, and clearing organizations 2,196 1,643
Interest 446 375
Total receivables 67,074 46,490
Other assets 1,121 955
Total assets $ 150,142 $ 128,251
Liabilities and equity
Short-term borrowings $ 14 $ 17
Securities loaned 16,248 11,347
Financial instruments sold, but not yet purchased, at fair value 293 193
Payables
Customers 115,343 101,012
Brokers, dealers, and clearing organizations 476 590
Affiliate 195 210
Accounts payable, accrued expenses and other liabilities 665 504
Interest 311 311
Total payables 116,990 102,627
Total liabilities 133,545 114,184
Commitments, contingencies and guarantees (see Note 14)
Equity
Stockholders’ equity
Common stock, $0.01 par value per share
Class A – Authorized - 1,000,000,000, Issued - 109,061,059 and 107,178,928 shares, Outstanding – 108,904,613 and
107,045,894 shares as of December 31, 2024 and 2023 1 1
Class B – Authorized, Issued and Outstanding – 100 shares as of December 31, 2024 and 2023 — —
Additional paid-in capital 1,816 1,726
Retained earnings 2,515 1,852
Accumulated other comprehensive income, net of income taxes of $0 and $0 as of December 31, 2024 and 2023 (45) 8
Treasury stock, at cost, 156,446 and 133,034 shares as of December 31, 2024 and 2023 (7) (3)
Total stockholders’ equity 4,280 3,584
Noncontrolling interests 12,317 10,483
Total equity 16,597 14,067
Total liabilities and equity $ 150,142 $ 128,251

See accompanying notes to the consolidated financial statements.

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Consolidated Statements of Comprehensive Income

Year-Ended December 31,


(in millions, except share or per share amounts) 2024 2023 2022
Revenues
Commissions $ 1,697 $ 1,360 $ 1,322
Other fees and services 280 197 184
Other income (loss) 60 (11) (107)
Total non-interest income 2,037 1,546 1,399

Interest income 7,339 6,230 2,686


Interest expense (4,191) (3,436) (1,018)
Total net interest income 3,148 2,794 1,668
Total net revenues 5,185 4,340 3,067

Non-interest expenses
Execution, clearing and distribution fees 447 386 324
Employee compensation and benefits 574 527 454
Occupancy, depreciation and amortization 101 99 90
Communications 39 41 33
General and administrative 314 211 165
Customer bad debt 15 7 3
Total non-interest expenses 1,490 1,271 1,069
Income before income taxes 3,695 3,069 1,998
Income tax expense 288 257 156
Net income 3,407 2,812 1,842
Less net income attributable to noncontrolling interests 2,652 2,212 1,462
Net income available for common stockholders $ 755 $ 600 $ 380
Earnings per share
Basic $ 6.99 $ 5.72 $ 3.78
Diluted $ 6.93 $ 5.67 $ 3.75
Weighted average common shares outstanding
Basic 108,112,199 104,965,050 100,460,016
Diluted 109,002,938 105,846,877 101,299,609
Comprehensive income
Net income available for common stockholders $ 755 $ 600 $ 380
Other comprehensive income
Cumulative translation adjustment, before income taxes (53) 30 (26)
Income taxes related to items of other comprehensive income — — —
Other comprehensive income (loss), net of tax (53) 30 (26)
Comprehensive income available for common stockholders $ 702 $ 630 $ 354
Comprehensive income attributable to noncontrolling interests
Net income attributable to noncontrolling interests $ 2,652 $ 2,212 $ 1,462
Other comprehensive income - cumulative translation adjustment (154) 92 (85)
Comprehensive income attributable to noncontrolling interests $ 2,498 $ 2,304 $ 1,377

See accompanying notes to the consolidated financial statements.

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Consolidated Statements of Cash Flows

Year-Ended December 31,


(in millions) 2024 2023 2022
Cash flows from operating activities
Net income $ 3,407 $ 2,812 $ 1,842
Adjustments to reconcile net income to net cash from operating activities
Deferred income taxes (2) 30 20
Depreciation and amortization 67 65 58
Amortization of right-of-use assets 29 29 26
Employee stock plan compensation 112 100 92
Unrealized (gains) losses on other investments, net (12) (14) 8
(Gain) loss on remeasurement of Tax Receivable Agreement liability 10 (7) (6)
Bad debt expense 15 7 3
Impairment loss — — 1
Shares distributed to customers under IBKR Promotions 23 12 9
Change in operating assets and liabilities
Securities - segregated for regulatory purposes 7,540 (3,605) (16,660)
Securities borrowed 466 (1,086) (837)
Securities purchased under agreements to resell (1,071) 525 (1,649)
Financial instruments owned, at fair value (434) (1,033) 189
Receivables from customers (19,975) (5,719) 16,172
Other receivables (624) 1,792 88
Other assets (203) (103) 35
Securities loaned 4,901 2,407 (2,829)
Financial instruments sold, but not yet purchased, at fair value 100 47 (36)
Payable to customers 14,331 7,817 7,561
Other payables 44 468 (119)
Net cash provided by operating activities 8,724 4,544 3,968
Cash flows from investing activities
Purchases of other investments (40) (26) (5)
Distributions received and proceeds from sales of other investments 45 23 7
Purchase of property, equipment and intangible assets (49) (49) (69)
Net cash used in investing activities (44) (52) (67)
Cash flows from financing activities
Short-term borrowings, net (3) (1) (9)
Dividends paid to stockholders (92) (42) (40)
Distributions to noncontrolling interests (715) (556) (404)
Repurchases of common stock for employee tax withholdings (54) (34) (20)
Proceeds from the sale of treasury stock 56 34 23
Payments made under the Tax Receivable Agreement (25) (25) (20)
Net cash used in financing activities (833) (624) (470)
Effect of exchange rate changes on cash, cash equivalents and restricted cash (207) 122 (111)
Net increase in cash, cash equivalents and restricted cash 7,640 3,990 3,320
Cash, cash equivalents and restricted cash at beginning of period 32,593 28,603 25,283
Cash, cash equivalents and restricted cash at end of period $ 40,233 $ 32,593 $ 28,603
Cash, cash equivalents and restricted cash
Cash and cash equivalents 3,633 3,753 3,436
Cash segregated for regulatory purposes 36,600 28,840 25,167
Cash, cash equivalents and restricted cash at end of period $ 40,233 $ 32,593 $ 28,603
Supplemental disclosures of cash flow information
Cash paid for interest $ 4,190 $ 3,317 $ 833
Cash paid for taxes, net $ 279 $ 228 $ 148
Cash paid for amounts included in lease liabilities $ 39 $ 35 $ 32
Non-cash financing activities
Issuance of common stock in exchange of member interests in IBG LLC $ 39 $ 229 $ 192
Redemption of member interests from IBG Holdings LLC $ (39) $ (229) $ (192)
Adjustments to additional paid-in capital for changes in proportionate ownership in IBG LLC $ 41 $ 33 $ 27
Adjustments to noncontrolling interests for changes in proportionate ownership in IBG LLC $ (41) $ (33) $ (27)
Non-cash distributions to noncontrolling interests $ — $ — $ (1)

See accompanying notes to the consolidated financial statements.

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Consolidated Statements of Changes in Equity
Three Years Ended December 31, 2024, 2023, and 2022
Class A Common Stock Accumulated
Additional Other Total Non-
Issued Par Paid-In Treasury Retained Comprehensive Stockholders' controlling Total
(in millions, except share amounts) Shares Value Capital Stock Earnings Income Equity Interests Equity
Balance, December 31, 2021 98,359,572 $ 1 $ 1,442 $ (5) $ 953 $ 4 $ 2,395 $ 7,827 $ 10,222
Issuance of common stock in follow-on offering 3,271,390 84 84 (84) —
Common stock distributed pursuant to stock incentive plans 1,276,186 — —
Issuance of common stock - IBKR Promotion 150,000 2 (10) (8) 8 —
Net distribution of common stock - IBKR Promotion 9 9 9
Compensation for stock grants vesting in the future 23 23 69 92
Deferred tax benefit retained - follow-on offering 3 3 3
Repurchases of common stock for employee tax withholdings
under stock incentive plans (20) (20) (20)
Sales of treasury stock 20 1 21 2 23
Dividends paid to stockholders - $0.10 per share (40) (40) (40)
Distributions from IBG LLC to noncontrolling interests — (405) (405)
Adjustments for changes in proportionate ownership in IBG LLC 27 27 (27) —
Comprehensive income 380 (26) 354 1,377 1,731
Balance, December 31, 2022 103,057,148 $ 1 $ 1,581 $ (6) $ 1,294 $ (22) $ 2,848 $ 8,767 $ 11,615
Issuance of common stock in follow-on offering 2,632,748 81 81 (81) —
Common stock distributed pursuant to stock incentive plans 1,389,032 — —
Issuance of common stock - IBKR Promotion 100,000 2 (8) (6) 6 —
Net distribution of common stock - IBKR Promotion 11 11 1 12
Compensation for stock grants vesting in the future 25 25 75 100
Deferred tax benefit retained - follow-on offering 4 4 4
Repurchases of common stock for employee tax withholdings
under stock incentive plans (34) (34) (34)
Sales of treasury stock 34 34 34
Dividends paid to stockholders - $0.10 per share (42) (42) (42)
Distributions from IBG LLC to noncontrolling interests — (556) (556)
Adjustments for changes in proportionate ownership in IBG LLC 33 33 (33) —
Comprehensive income 600 30 630 2,304 2,934
Balance, December 31, 2023 107,178,928 $ 1 $ 1,726 $ (3) $ 1,852 $ 8 $ 3,584 $ 10,483 $ 14,067
Issuance of common stock in follow-on offering 333,000 12 12 (12) —
Common stock distributed pursuant to stock incentive plans 1,349,131 — —
Issuance of common stock - IBKR Promotion 200,000 6 (23) (17) 17 —
Net distribution of common stock - IBKR Promotion 1 19 20 2 22
Compensation for stock grants vesting in the future 28 28 84 112
Deferred tax benefit retained - follow-on offering 1 1 1
Repurchases of common stock for employee tax withholdings
under stock incentive plans (54) (54) (54)
Sales of treasury stock 1 54 55 1 56
Dividends paid to stockholders 1 (92) (92) (92)
Distributions from IBG LLC to noncontrolling interests — (715) (715)
Adjustments for changes in proportionate ownership in IBG LLC 41 41 (41) —
Comprehensive income 755 (53) 702 2,498 3,200
Balance, December 31, 2024 109,061,059 $ 1 $ 1,816 $ (7) $ 2,515 $ (45) $ 4,280 $ 12,317 $ 16,597
___________________________
(1) In April of 2024, the Company increased the quarterly dividend from $0.10 per share to $0.25 per share.

See accompanying notes to the consolidated financial statements.

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Notes to Consolidated Financial Statements

1. Organization of Business

Interactive Brokers Group, Inc. (“IBG, Inc.”) is a Delaware holding company whose primary asset is its ownership of approximately
25.8% of the membership interests of IBG LLC, which, in turn, owns operating subsidiaries (collectively, “IBG LLC”). IBG, Inc.
together with IBG LLC and its consolidated subsidiaries (collectively, “the Company”), is an automated global electronic broker
specializing in executing and clearing trades in stocks, options, futures, foreign exchange instruments, bonds, mutual funds, exchange-
traded funds (“ETFs”), precious metals, and forecast contracts on more than 160 electronic exchanges and market centers around the
world and offering custody, prime brokerage, securities and margin lending services to customers. In addition, the Company’s customers
can use its trading platform to trade certain cryptocurrencies through third-party cryptocurrency service providers that execute, clear
and custody the cryptocurrencies. In the United States of America (“U.S.”), the Company conducts its business primarily from its
headquarters in Greenwich, Connecticut and from Chicago, Illinois. Abroad, the Company conducts its business through offices located
in Canada, the United Kingdom, Ireland, Switzerland, Hungary, India, China (Hong Kong and Shanghai), Japan, Singapore, and
Australia. As of December 31, 2024, the Company had 2,998 employees worldwide.

IBG LLC is a Connecticut limited liability company that conducts its business through its significant operating subsidiaries: Interactive
Brokers LLC (“IB LLC”); IBKR Securities Services LLC (“IBKRSS”); Interactive Brokers Canada Inc. (“IBC”); Interactive Brokers
(U.K.) Limited (“IBUK”); Interactive Brokers Ireland Limited (“IBIE”); IBKR Financial Services AG (“IBKRFS”); Interactive Brokers
(India) Private Limited (“IBI”); Interactive Brokers Hong Kong Limited (“IBHK”); Interactive Brokers Securities Japan, Inc. (“IBSJ”);
Interactive Brokers Singapore Private Limited (“IBSG”); and Interactive Brokers Australia Pty Limited (“IBA”).

Certain operating subsidiaries are members of various securities and commodities exchanges in North America, Europe and the
Asia/Pacific region and are subject to regulatory capital and other requirements (see Note 16). IB LLC, IBKRSS, IBC, IBUK, IBIE, IBI,
IBHK, IBSJ, IBSG and IBA carry securities accounts for customers or perform custodial functions relating to customer securities.

2. Significant Accounting Policies

Basis of Presentation

These consolidated financial statements are presented in U.S. dollars and have been prepared in accordance with accounting principles
generally accepted in the U.S. (“U.S. GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission
(“SEC”) regarding financial reporting with respect to Form 10-K.

These consolidated financial statements include the accounts of the Company and its consolidated subsidiaries and reflect all adjustments
of a normal and recurring nature that are, in the opinion of management, necessary for the fair presentation of the results for the periods
presented.

Principles of Consolidation, including Noncontrolling Interests

These consolidated financial statements include the accounts of IBG, Inc. and its majority and wholly-owned subsidiaries. As sole
managing member of IBG LLC, IBG, Inc. exerts control over IBG LLC’s operations. In accordance with Financial Accounting
Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 810, “Consolidation,” the Company consolidates IBG
LLC’s financial statements and records the interests in IBG LLC that it does not own as noncontrolling interests.

The Company’s policy is to consolidate all other entities in which it owns more than 50% unless it does not have control and any
potential variable interest entities (“VIEs”) where the Company is deemed to be the primary beneficiary when it has the power to make
the decisions that most significantly affect the economic performance of the VIE and has the obligation to absorb significant losses or
the right to receive benefits that could potentially be significant to the VIE. As of December 31, 2024, the Company was not the primary
beneficiary of any VIEs. All inter-company balances and transactions have been eliminated.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that
affect the reported amounts and disclosures in these consolidated financial statements and accompanying notes. These estimates and
assumptions are based on judgment and the best available information at the time. Therefore, actual results could differ materially from
those estimates. Such estimates include the allowance for credit losses, valuation of certain investments, compensation accruals, current
and deferred income taxes, and contingency reserves.

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Notes to Consolidated Financial Statements

Fair Value

Substantially all of the Company’s assets and liabilities, including financial instruments, are carried at fair value based on observable
market prices and are marked to market, or are assets and liabilities which are short-term in nature and are carried at amounts that
approximate fair value.

The Company applies the fair value hierarchy in accordance with FASB ASC Topic 820, “Fair Value Measurement” (“ASC Topic
820”), to prioritize the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted
quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable inputs. The three levels of the
fair value hierarchy are:

Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted
assets or liabilities.

Level 2 Quoted prices for similar assets in an active market, quoted prices in markets that are not considered to be active or
financial instruments for which all significant inputs are observable, either directly or indirectly.

Level 3 Prices or valuations that require inputs that are both significant to fair value measurement and unobservable.

Financial instruments owned, at fair value, and financial instruments sold, but not yet purchased, at fair value are generally classified as
Level 1 of the fair value hierarchy. The Company’s Level 1 financial instruments, which are valued using quoted market prices as
published by exchanges and clearing houses or otherwise broadly distributed in active markets, include active listed stocks, options,
warrants and U.S. and foreign government securities. The Company does not adjust quoted prices for financial instruments classified as
Level 1 of the fair value hierarchy, even if the Company may hold a large position whereby a purchase or sale could reasonably be
expected to impact quoted prices.

Currency forward contracts are valued using broadly distributed bank and broker prices and are classified as Level 2 of the fair value
hierarchy since inputs to their valuation can generally be corroborated by market data. Precious metals are valued using an internal
model, which incorporates the exchange-traded futures price of the underlying instruments, benchmark interest rates and estimated
storage costs, and are classified as Level 2 of the fair value hierarchy since the significant inputs to their valuation are observable. Other
securities that are not traded in active markets are also classified as Level 2 of the fair value hierarchy. Level 3 financial instruments are
comprised of securities that have been delisted or otherwise are no longer tradable in active markets and have been valued by the
Company based on internal estimates.

Earnings per Share

Earnings per share (“EPS”) is computed in accordance with FASB ASC Topic 260, “Earnings per Share.” Basic EPS is computed by
dividing the net income available for common stockholders by the weighted average number of shares outstanding for that period.
Diluted EPS is calculated by dividing the net income available for common stockholders by the diluted weighted average shares
outstanding for that period. Diluted EPS includes the determinants of basic EPS and, in addition, reflects the dilutive effect of shares of
common stock estimated to be distributed in the future under the Company’s stock-based compensation plans, with no adjustments to
net income available for common stockholders for potentially dilutive common shares.

Current Expected Credit Losses

The Company follows FASB ASC Topic 326 – “Financial Instruments – Credit Losses” (“ASC Topic 326”) which applies to financial
assets measured at amortized cost, held-to-maturity debt securities and off-balance sheet credit exposures. For on-balance sheet assets,
an allowance must be recognized at the origination or purchase of in-scope assets and represents the expected credit losses over the
contractual life of those assets. Expected credit losses on off-balance sheet credit exposures must be estimated over the contractual
period the Company is exposed to credit risk as a result of a present obligation to extend credit. The impact to the current period is not
material since the Company’s in-scope assets are primarily subject to collateral maintenance provisions for which the Company elected
to apply the practical expedient of reporting the difference between the fair value of the collateral and the amortized cost for the in-scope
assets as the allowance for current expected credit losses.

Cash and Cash Equivalents

Cash and cash equivalents consist of deposits with banks and all highly liquid investments, with maturities of three months or less, that
are not segregated and deposited for regulatory purposes or to meet margin requirements at clearing houses and clearing banks.
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Notes to Consolidated Financial Statements

Cash and Securities - Segregated for Regulatory Purposes

As a result of customer activities, certain operating subsidiaries are obligated by rules mandated by their primary regulators to segregate
or set aside cash or qualified securities to satisfy such regulations, which have been promulgated to protect customer assets. Restricted
cash represents cash and cash equivalents that are subject to withdrawal or usage restrictions. Cash segregated for regulatory purposes
meets the definition of restricted cash and is included in “Cash, cash equivalents and restricted cash” in the consolidated statements of
cash flows.

The table below presents the composition of the Company’s securities segregated for regulatory purposes for the periods indicated.

December 31,
2024 2023
(in millions)
U.S. and foreign government securities $ 6,460 $ 5,684
Municipal securities 33 70
Securities purchased under agreements to resell 1 21,353 29,632
$ 27,846 $ 35,386
___________________________

(1) These balances are collateralized by U.S. government securities.

Securities Borrowed and Securities Loaned

Securities borrowed and securities loaned are recorded at the amount of the cash collateral advanced or received. Securities borrowed
transactions require the Company to provide counterparties with collateral, which may be in the form of cash, letters of credit or other
securities. With respect to securities loaned, the Company receives collateral, which may be in the form of cash or other securities in an
amount generally in excess of the fair value of the securities loaned. The Company monitors the market value of securities borrowed
and loaned daily, with additional collateral obtained or refunded as permitted contractually. The Company’s policy is to net, in the
consolidated statements of financial condition, securities borrowed and securities loaned contracts entered into with the same
counterparty that meet the offsetting requirements prescribed in FASB ASC Topic 210-20, “Balance Sheet – Offsetting” (“ASC Topic
210-20”).

Securities lending fees received and paid by the Company are included in “Interest income” and “Interest expense,” respectively, in the
consolidated statements of comprehensive income.

Securities Purchased Under Agreements to Resell and Securities Sold Under Agreements to Repurchase

Securities purchased under agreements to resell and securities sold under agreements to repurchase, which are reported as collateralized
financing transactions, are recorded at contract value, which approximates fair value. To ensure that the fair value of the underlying
collateral remains sufficient, the collateral is valued daily with additional collateral obtained or excess collateral returned, as permitted
under contractual provisions. The Company’s policy is to net, in the consolidated statements of financial condition, securities purchased
under agreements to resell transactions and securities sold under agreements to repurchase transactions entered into with the same
counterparty that meet the offsetting requirements prescribed in ASC Topic 210-20.

Financial Instruments Owned and Financial Instruments Sold, But Not Yet Purchased, at Fair Value

Financial instrument transactions are accounted for on a trade date basis. Financial instruments owned and financial instruments sold,
but not yet purchased are stated at fair value based upon quoted market prices, or if not available, are valued by the Company based on
internal estimates (see Fair Value above). The Company’s financial instruments pledged to counterparties where the counterparty has
the right, by contract or custom, to sell or repledge the financial instruments are reported as “Financial instruments owned and pledged
as collateral” in the consolidated statements of financial condition.

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Notes to Consolidated Financial Statements

Customer Receivables and Payables

Receivables from and payables to customers include amounts due on cash and margin transactions, including futures contracts transacted
on behalf of customers. Securities owned by customers, including those that collateralize margin loans or other similar transactions, are
not reported in the consolidated statements of financial condition. Amounts receivable from customers that are determined by
management to be uncollectible are recorded as “Customer bad debt” expense in the consolidated statements of comprehensive income
(see Current Expected Credit Losses above).

Receivables from and Payables to Brokers, Dealers and Clearing Organizations

Receivables from and payables to brokers, dealers and clearing organizations include net receivables and payables from unsettled trades,
including amounts related to futures and options on futures contracts executed on behalf of customers, amounts receivable for securities
not delivered by the Company to the purchaser by the settlement date (“fails to deliver”) and cash deposits. Payables to brokers, dealers
and clearing organizations also include amounts payable for securities not received by the Company from a seller by the settlement date
(“fails to receive”).

Investments

The Company makes certain strategic investments related to its business which are included in “Other assets” in the consolidated
statements of financial condition. The Company accounts for these investments as follows:

• Under the equity method of accounting as required under FASB ASC Topic 323, “Investments - Equity Method and Joint
Ventures.” These investments, including where the investee is a limited partnership or limited liability company, are recorded
at the fair value amount of the Company’s initial investment and are adjusted each period for the Company’s share of the
investee’s income or loss. Contributions paid to and distributions received from equity method investees are recorded as
additions or reductions, respectively, to the respective investment balance.

• At fair value, if the investment in equity securities has a readily determinable fair value.

• At adjusted cost, if the investment does not have a readily determinable fair value. Adjusted cost represents the historical cost,
less impairment if any. If the Company identifies observable price changes in orderly transactions for the identical or a similar
investment of the same issuer, the Company measures the equity security at fair value as of the date that the observable
transaction occurred in accordance with FASB ASC Topic 321, “Investments in Equity Securities.”

A judgmental aspect of accounting for investments is evaluating whether a decline in the value of an investment has occurred. The
evaluation of impairment is dependent on specific quantitative and qualitative factors and circumstances surrounding an investment,
including recurring operating losses, credit defaults and subsequent rounds of financing. Most of the Company’s equity investments do
not have readily determinable market values. All investments are reviewed for changes in circumstances or occurrence of events that
suggest the Company’s investment may not be recoverable. An impairment loss, if any, is recognized in the period the determination is
made.

The table below presents the composition of the Company’s investments for the periods indicated.

December 31,
2024 2023
(in millions)

Equity method investments 1 $ 172 $ 142


2
Investments in equity securities at adjusted cost 29 22
2
Investments in equity securities at fair value 32 44
2
Investments in exchange memberships and equity securities of certain exchanges 2 2
$ 235 $ 210
______________________

(1) The Company’s share of income or losses is included in “Other income” in the consolidated statements of comprehensive
income.
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Notes to Consolidated Financial Statements

(2) These investments do not qualify for the equity method of accounting. Dividends received are included in “Other income” in
the consolidated statements of comprehensive income.

Property, Equipment and Intangible Assets

Property, equipment and intangible assets, which are included in “Other assets” in the consolidated statements of financial condition,
consist of leasehold improvements, computer equipment, software developed for the Company’s internal use, office furniture and
equipment.

Property and equipment are recorded at historical cost, less accumulated depreciation and amortization. Additions and improvements
that extend the lives of assets are capitalized, while expenditures for repairs and maintenance are expensed as incurred. Depreciation
and amortization are computed using the straight-line method. Equipment is depreciated over the estimated useful lives of the assets,
while leasehold improvements are amortized over the lesser of the estimated economic useful life of the asset or the term of the lease.
Computer equipment is depreciated over three to five years and office furniture and equipment are depreciated over five to seven years.
Intangible assets with a finite life are amortized on a straight-line basis over their estimated useful lives of three to five years, and tested
for recoverability whenever events indicate that the carrying amounts may not be recoverable. Qualifying costs for internally developed
software are capitalized and amortized over the expected useful life of the developed software, not to exceed three years. Upon retirement
or disposition of property and equipment, the cost and related accumulated depreciation are removed from the consolidated statements
of financial condition and any resulting gain or loss is recorded in “Other income” in the consolidated statements of comprehensive
income. Fully depreciated (or amortized) assets are retired periodically throughout the year.

Leases

The Company reviews all relevant contracts to determine if the contract contains a lease at its inception date. A contract contains a lease
if the contract conveys to the company the right to control the use of an underlying asset for a period of time in exchange for
consideration. If the Company determines that a contract contains a lease, it recognizes, in the consolidated statements of financial
condition, a lease liability and a corresponding right-of-use asset on the commencement date of the lease. The lease liability is initially
measured at the present value of the future lease payments over the lease term using the rate implicit in the lease or, if not readily
determinable, the Company’s secured incremental borrowing rate. An operating lease right-of-use asset is initially measured at the value
of the lease liability minus any lease incentives and initial direct costs incurred plus any prepaid rent.

The Company’s leases are classified as operating leases and consist of real estate leases for office space, data centers and other facilities.
Each lease liability is measured using the Company’s secured incremental borrowing rate, which is based on an internally developed
yield curve using interest rates of third parties’ corporate debt issued with a similar risk profile as the Company and a duration similar
to the lease term. The Company’s leases have remaining terms of less than one year to twelve years, some of which include options to
extend the lease term, and some of which include options to terminate the lease upon notice. The Company considers these options when
determining the lease term used to calculate the right-of-use asset and the lease liability when the Company is reasonably certain it will
exercise such option.

The Company’s operating leases contain both lease components and non-lease components. Non-lease components are distinct elements
of a contract that are not related to securing the use of the underlying assets, such as common area maintenance and other management
costs. The Company elected to measure the lease liability by combining the lease and non-lease components as a single lease component.
As such, the Company includes the fixed payments and any payments that depend on a rate or index that relate to the lease and non-
lease components in the measurement of the lease liability. Some of the non-lease components are variable and not based on an index
or rate, and as a result, are not included in the measurement of the right-of-use asset or lease liability.

Operating lease expense is recognized on a straight-line basis over the lease term and is included in “Occupancy, depreciation and
amortization” expense in the Company’s consolidated statements of comprehensive income.

Crypto-assets safeguarding liability and corresponding safeguarding asset

On January 30, 2025, the SEC issued Staff Accounting Bulletin No. 122 (“SAB 122”) rescinding the interpretative guidance in the Staff
Accounting Bulletin No. 121 (“SAB 121”) which required an entity to recognize a safeguarding liability, with a corresponding asset,
when an entity has a safeguarding obligation to its customers. SAB 121 required the safeguarding liability to be recorded at the fair
value of the crypto-assets being safeguarded with consideration of potential loss events that could result in the corresponding asset being
different from the safeguarding liability. SAB 121 also required entities to provide additional disclosures about the nature and amount
of crypto assets being safeguarded, as well as any vulnerabilities related to concentrations in crypto-asset safeguarding.
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Notes to Consolidated Financial Statements

SAB 122, also states that an entity that has an obligation to safeguard crypto-assets for others should determine whether to recognize a
liability related to the risk of loss under such an obligation, and if so, the measurement of such a liability, by applying the recognition
and measurement requirements in accordance with FASB ASC Subtopic 450-20, “Loss Contingencies.” As of December 31, 2024, 2023
and 2022, respectively, no loss events have been identified.

The Company early adopted SAB 122 with retrospective application to all prior periods presented. Previously reported amounts in the
consolidated statements of financial condition and notes to the consolidated financial statements have been adjusted, as follows:

December 31, 2023 1


As Reported Adjustment As Adjusted
(in millions)
Assets
Other assets $ 1,127 $ (172) $ 955
Total assets $ 128,423 $ (172) $ 128,251

Liabilities
Accounts payable, accrued expenses and other liabilities $ 676 $ (172) $ 504
Total payables $ 102,799 $ (172) $ 102,627
Total liabilities $ 114,356 $ (172) $ 114,184
Total liabilities and equity $ 128,423 $ (172) $ 128,251

______________________

(1) For the consolidated statements of cash flow, the Company considered the change in the crypto-asset safeguarding asset and
the crypto-asset safeguarding liability to be non-cash items and were not included in the change in “Other assets” and “Other
payables” lines in the consolidated statements of cash flows. As a result, there is no impact to periods prior to the year ended
December 31, 2023.

Comprehensive Income and Foreign Currency Translation

The Company’s operating results are reported in the consolidated statements of comprehensive income pursuant to FASB ASC Topic
220, “Comprehensive Income.”

Comprehensive income consists of two components: net income and other comprehensive income (“OCI”). The Company’s OCI is
comprised of gains and losses resulting from translating foreign currency financial statements of non-U.S. subsidiaries, net of related
income taxes, where applicable. In general, the practice and intention of the Company is to reinvest the earnings of its non-U.S.
subsidiaries in those operations; therefore, tax is usually not accrued on OCI.

The Company’s non-U.S. domiciled subsidiaries have a functional currency that is other than the U.S. dollar. Such subsidiaries’ assets
and liabilities are translated into U.S. dollars at period-end exchange rates, and revenues and expenses are translated at average exchange
rates prevailing during the period. Adjustments that result from translating amounts from a subsidiary’s functional currency to the U.S.
dollar (as described above) are reported net of tax, where applicable, in “Accumulated other comprehensive income” in the consolidated
statements of financial condition.

Revenue Recognition

Commissions

Commissions earned for executing and/or clearing transactions are accrued on a trade date basis and are reported as “Commissions” in
the consolidated statements of comprehensive income. Commissions also include payments for order flow income received from IBKR
LiteSM liquidity providers. The Company’s IBKR LiteSM offering provides commission-free trades on U.S. exchange-listed stocks and
ETFs and generates no commission revenues from customers on these trades. See Note 8 for further information on revenue from
contracts with customers.

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Notes to Consolidated Financial Statements

Other Fees and Services

The Company earns fee income on services provided to customers, which includes market data fees, risk exposure fees, payments for
order flow from exchange-mandated programs, Insured Bank Deposit Sweep Program fees (“FDIC sweep fees”), and other fees and
services charged to customers. Fee income is recognized either daily or monthly. See Note 8 for further information on revenue from
contracts with customers.

Interest Income and Expense

The Company earns interest income and incurs interest expense primarily in connection with its electronic brokerage customer business
and its securities lending activities, which are recorded on an accrual basis and are included in “Interest income” and “Interest expense,”
respectively, in the consolidated statements of comprehensive income.

Principal Transactions

Principal transactions include gains and losses as a result of changes in the fair value of financial instruments owned, at fair value,
financial instruments sold, but not yet purchased, at fair value, and other investments measured at fair value (i.e., unrealized gains and
losses) and realized gains and losses related to the Company’s principal transactions. Included are net gains and losses on stocks, options,
U.S. and foreign government securities, municipal securities, futures, foreign exchange, precious metals and other derivative
instruments, which are reported on a net basis in “Other income” in the consolidated statements of comprehensive income. Dividends
are integral to the valuation of stocks. Accordingly, dividend income and expense attributable to financial instruments owned, at fair
value and financial instruments sold, but not yet purchased, at fair value, are reported on a net basis in “Other income” in the consolidated
statements of comprehensive income.

Foreign Currency Gains and Losses

Foreign currency balances are assets and liabilities in currencies other than the Company’s functional currency. At every reporting date,
the Company revalues its foreign currency balances to its functional currency at the spot exchange rate and records the associated foreign
currency gains and losses. These foreign currency gains and losses are reported in the consolidated statements of comprehensive income,
as follows: (a) foreign currency gains and losses related to the Company’s currency diversification strategy are reported in “Other
income”; (b) foreign currency gains and losses arising from currency swap transactions are reported in “Interest income” or “Interest
expense”; and (c) all other foreign currency gains and losses are reported in “Other income.”

Rebates

Rebates consist of volume discounts, credits, or payments received from exchanges or other market centers related to the placement
and/or removal of liquidity from the marketplace and are recorded on an accrual basis. Rebates are recorded net within “Execution,
clearing and distribution fees” in the consolidated statements of comprehensive income. Rebates received for trades executed on behalf
of customers that elect tiered pricing are passed, in whole or part, to these customers, and such pass-through amounts are recorded net
within “Commissions” in the consolidated statements of comprehensive income.

Stock-Based Compensation

The Company follows FASB ASC Topic 718, “Compensation - Stock Compensation” (“ASC Topic 718”), to account for its stock-based
compensation plans. ASC Topic 718 requires all share-based payments to employees to be recognized in the consolidated financial
statements using a fair value-based method. Grants, which are denominated in U.S. dollars, are communicated to employees in the year
of the grant, thereby establishing the fair value of each grant. The fair value of awards granted to employees are generally expensed as
follows: 50% in the year of grant in recognition of the plans’ post-employment provisions (as described below) and the remaining 50%
over the related vesting period utilizing the “graded vesting” method permitted under ASC Topic 718. In the case of “retirement eligible”
employees (those employees older than 59), 100% of awards are expensed when granted.

Awards granted under stock-based compensation plans are subject to the plans’ post-employment provisions in the event an employee
ceases employment with the Company. The plans provide that employees who discontinue employment with the Company without
cause and continue to meet the terms of the plans’ post-employment provisions will be eligible to earn 50% of previously granted but
not yet earned awards, unless the employee is over the age of 59, in which case the employee would be eligible to receive 100% of
previously granted but not yet earned awards.

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Notes to Consolidated Financial Statements

Income Taxes

The Company accounts for income taxes in accordance with FASB ASC Topic 740, “Income Taxes” (“ASC Topic 740”). The
Company’s income tax expense, deferred tax assets and liabilities, and reserves for unrecognized tax benefits are based on enacted tax
laws (see Note 11) and reflect management’s best assessment of estimated future taxes to be paid. The Company is subject to income
taxes in the U.S. and numerous foreign jurisdictions. Determining income tax expense requires significant judgment and estimates.
Deferred income tax assets and liabilities arise from temporary differences between the tax and financial statement recognition of
underlying assets and liabilities. In evaluating the ability to recover deferred tax assets within the jurisdictions from which they arise,
the Company considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected
future taxable income, tax-planning strategies and results of recent operations. In projecting future taxable income, historical results are
adjusted for changes in accounting policies and incorporate assumptions including the amount of future state, federal and foreign pre-
tax operating income, the reversal of temporary differences, and the implementation of feasible and prudent tax-planning strategies.
These assumptions require significant judgment about the forecasts of future taxable income and are consistent with the plans and
estimates the Company is using to manage the underlying businesses. In evaluating the objective evidence that historical results provide,
three years of cumulative operating income (loss) are considered. Deferred income taxes have not been provided for U.S. tax liabilities
or for additional foreign taxes on the unremitted earnings of foreign subsidiaries that have been indefinitely reinvested.

The calculation of the Company’s tax liabilities involves dealing with uncertainties in the application of complex tax laws and regulations
in a multitude of jurisdictions across the Company’s global operations. Changes in tax laws and rates could also affect recorded deferred
tax assets and liabilities in the future. On December 15, 2022, the European Union (“EU”) formally adopted the EU’s Pillar Two
Directive, effective January 1, 2024, which provides for a minimum effective tax rate of 15%, as established by the Organization for
Economic Cooperation and Development (“OECD”) Pillar Two Framework. A significant number of other countries have either already
or are expected to implement similar legislation with varying effective dates. The Company is continuing to evaluate the potential impact
of the EU’s Pillar Two Directive and similar legislations adopted by other countries (collectively, “Pillar Two Directives”), but based
on current guidance, the Company believes that its results of operations, financial condition and cash flows will not be materially
impacted by such Pillar Two Directives.

The Company records tax liabilities in accordance with ASC Topic 740 and adjusts these liabilities when management’s judgment
changes as a result of the evaluation of new information not previously available. Because of the complexity of some of these
uncertainties, the ultimate resolution may result in payments that are different from the current estimates of these tax liabilities. These
differences will be reflected as increases or decreases to income tax expense in the period in which new information becomes available.

The Company recognizes a tax benefit from an uncertain tax position only when it is more likely than not that the position will be
sustained upon examination, including resolutions of any related appeals or litigation processes, on the basis of the technical merits. A
tax position that meets this standard is measured at the largest amount of benefit that will more likely than not be realized on settlement.

The Company recognizes interest related to income tax matters as interest income or interest expense and penalties related to income
tax matters as “Income tax expense” in the consolidated statements of comprehensive income.

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Notes to Consolidated Financial Statements

Standards Adopted During 2024

Standard Summary of guidance Effect on financial statements


Segment Reporting (Topic 280) • Requires public entities with a single reportable • Effective date: January 1, 2024 and
segment to provide all new and existing segment for interim periods effective
Issued November 2023 disclosures required by FASB ASC Topic 280, January 1, 2025.
“Segment Reporting”. • The Company has determined that
• Requires public entities to disclose significant it has a single reportable segment
segment expenses that are regularly reported to the managed on a consolidated basis
chief operating decision maker (“CODM”) and and has included the required
included within each measure of segment profit or disclosures in the notes to the
loss, as well as the title and position of the CODM consolidated financial statements -
and an explanation on how the CODM uses see Note 15 – Segment Reporting
segment profit and loss in assessing segment and Geographic Information.
performance.

Rescinds SAB 121, Accounting for • Rescinds SAB 121, which required companies that • Effective date: January 1, 2025, on
the Obligations to Safeguard have obligations to safeguard crypto-assets held a fully retrospective basis, with
Crypto-assets, SAB 122 for their platform users to recognize a liability to early adoption permitted.
reflect such obligation and a corresponding asset • The Company early adopted SAB
Issued January 2025 in the balance sheet, both measured at the fair 122 as of December 31, 2024,
value of the crypto-assets. which resulted in the derecognition
of the crypto-assets safeguarding
liability and the corresponding
crypto-asset safeguarding asset
from its consolidated statements of
financial condition for all periods
presented.

FASB Standards issued but not adopted as of December 31, 2024

Standard Summary of guidance Effect on financial statements


Income Taxes (Topic 740) • Requires companies to disclose specific categories • Effective for annual periods
in the rate reconciliation and provide additional beginning after December 15, 2024.
Issued December 2023 information for reconciling items that meet a • The Company is currently assessing
quantitative threshold. the impact to its consolidated
• Requires companies to disclose the amount of financial statements.
income taxes paid disaggregated by federal, state,
and foreign taxes and amount of income taxes
paid disaggregated by individual jurisdictions in
which income taxes paid is equal to or greater
than five percent of total income taxes paid.
• Requires companies to disclose income (or loss)
from continuing operations before income tax
expense (or benefit) disaggregated between
domestic and foreign and income tax expense (or
benefit) from continuing operations disaggregated
by federal, state, and foreign.

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Notes to Consolidated Financial Statements

Standard Summary of guidance Effect on financial statements


Intangibles - Goodwill and Other - • Requires companies to subsequently measure • Effective for fiscal years beginning
Crypto Assets (Subtopic 350-60) crypto assets that meet certain criteria at fair value after December 15, 2024, including
with changes recognized in net income. interim periods within those fiscal
Issued December 2023 • Requires companies to disclose the name, cost years.
basis, fair value, and number of units for each • The changes are not expected to
significant crypto asset holding and the aggregate have a material impact on the
fair values and cost basis of the crypto asset Company’s consolidated financial
holdings that are not individually significant. statements.
• Requires companies to disclose a roll forward, in
the aggregate, of activity for crypto asset holdings,
including additions dispositions, gains, and losses.

Income Statement - Reporting • Requires companies to disclose the amounts of • Effective for annual reporting
Comprehensive Income - Expense employee compensation, depreciation, and periods beginning after December
Disaggregation Disclosures intangible asset amortization included in each 15, 2026, and interim reporting
(Subtopic 220-40) relevant expense caption. periods beginning after December
• Requires companies to include certain amounts 15, 2027.
Issued November 2024 already required to be disclosed under current U.S. • The Company is currently assessing
GAAP in the same disclosure as the other the impact to its consolidated
disaggregation requirements. financial statements.
• Disclose the total amount of selling expenses and
the company's definition of selling expenses.
• Requires companies to disclose a qualitative
description of amounts remaining in relevant
expense captions that are not separately
disaggregated.

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Notes to Consolidated Financial Statements

3. Trading Activities and Related Risks

Trading activities expose the Company to market and credit risks. These risks are managed in accordance with established risk
management policies and procedures. To accomplish this, management has established a risk management process that includes:

• a regular review of the risk management process by executive management as part of its oversight role;

• defined risk management policies and procedures supported by a rigorous analytic framework; and

• articulated risk tolerance levels as defined by executive management that are regularly reviewed to ensure that the
Company’s risk-taking is consistent with its business strategy, its capital structure, and current and anticipated market
conditions.

Market Risk

The Company is exposed to various market risks. Exposures to market risks arise from equity price risk, foreign currency exchange rate
fluctuations and changes in interest rates. The Company seeks to mitigate market risk associated with trading inventories by employing
hedging strategies that correlate rate, price and spread movements of trading inventories and related financing and hedging activities.
The Company uses a combination of cash instruments and exchange-traded derivatives to hedge its market exposures. The Company
does not apply hedge accounting. The following discussion describes the types of market risk faced:

Equity Price Risk

Equity price risk arises from the possibility that equity security prices will fluctuate, affecting the value of equity securities and
other instruments that derive their value from a particular stock, a defined basket of stocks, or a stock index. The Company is
subject to equity price risk primarily in financial instruments owned, at fair value and financial instruments sold, but not yet
purchased, at fair value. The Company attempts to limit such risks by continuously reevaluating prices and by diversifying its
portfolio across many different options, futures and underlying securities and avoiding concentrations of positions based on the
same underlying security.

Interest Rate Risk

Interest rate risk arises from the possibility that changes in interest rates will affect the value of financial instruments. The
Company is exposed to interest rate risk on cash and margin balances, positions carried in equity and fixed income securities,
options, futures and on its borrowings. These risks are managed through investment policies and by entering into interest rate
futures contracts.

Currency Risk

Currency risk arises from the possibility that fluctuations in foreign exchange rates will impact the value of financial
instruments. The Company manages this risk using spot (i.e., cash) currency transactions, currency futures contracts and
currency forward contracts. The Company actively manages its currency exposure using a currency diversification strategy that
is based on a defined basket of ten currencies internally referred to as the “GLOBAL.” These strategies minimize the fluctuation
of the Company’s equity as expressed in GLOBALs, thereby diversifying its risk in alignment with these global currencies,
weighted by the Company’s view of their importance. As the Company’s financial results are reported in U.S. dollars, the
change in the value of the GLOBAL as expressed in U.S. dollars affects the Company’s earnings. The impact of this currency
diversification strategy in the Company’s earnings is included in “Other income” in the consolidated statements of
comprehensive income.

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Notes to Consolidated Financial Statements

Credit Risk

The Company is exposed to the risk of loss if a customer, counterparty or issuer fails to perform its obligations under contractual terms
(“default risk”). Both cash instruments and derivatives expose the Company to default risk. The Company has established policies and
procedures for mitigating credit risk on principal transactions, including reviewing and establishing limits for credit exposure,
maintaining collateral and continually assessing the creditworthiness of counterparties.

The Company’s credit risk is limited as contracts entered into are settled directly at securities and commodities clearing houses or are
settled through member firms and banks with substantial financial and operational resources. Over-the-counter transactions, such as
securities lending and contracts for differences (“CFDs”), are marked to market daily and are conducted with counterparties that have
undergone a thorough credit review. The Company seeks to control the risks associated with its customer margin activities by requiring
customers to maintain collateral in compliance with regulatory and internal guidelines.

In the normal course of business, the Company executes, settles and finances various customer securities transactions. Execution of
these transactions includes the purchase and sale of securities which exposes the Company to default risk arising from the potential that
customers or counterparties may fail to satisfy their obligations. In these situations, the Company may be required to purchase or sell
financial instruments at unfavorable market prices to satisfy obligations to customers or counterparties. Liabilities to other brokers and
dealers related to unsettled transactions (i.e., securities fails to receive) are recorded at the amount for which the securities were
purchased, and are paid upon receipt of the securities from other brokers or dealers. In the case of aged securities fails to receive, the
Company may purchase the underlying security in the market and seek reimbursement for any losses from the counterparty.

For cash management purposes, the Company enters into short-term securities purchased under agreements to resell and securities sold
under agreements to repurchase transactions (“repos”) in addition to securities borrowing and lending arrangements, all of which may
result in credit exposure in the event the counterparty to a transaction is unable to fulfill its contractual obligations. Repos are
collateralized by securities with a market value in excess of the obligation under the contract. Similarly, securities lending agreements
are collateralized by deposits of cash or securities. The Company attempts to minimize credit risk associated with these activities by
monitoring collateral values daily and requiring additional collateral to be deposited with or returned to the Company as permitted under
contractual provisions.

Concentrations of Credit Risk

The Company’s exposure to credit risk associated with its trading and other activities is measured on an individual counterparty basis,
as well as by groups of counterparties that share similar attributes. Concentrations of credit risk can be affected by changes in political,
industry, or economic factors. To reduce the potential for risk concentration, credit limits are established and exposure is monitored in
light of changing counterparty and market conditions. As of December 31, 2024, the Company did not have any material concentrations
of credit risk outside the ordinary course of business.

Off-Balance Sheet Risks

The Company may be exposed to a risk of loss not reflected in the consolidated financial statements to settle futures and certain
over-the-counter contracts at contracted prices, which may require repurchase or sale of the underlying products in the market at
prevailing prices. Accordingly, these transactions result in off-balance sheet risk as the Company’s cost to liquidate such contracts may
exceed the amounts reported in the Company’s consolidated statements of financial condition.

4. Equity and Earnings per Share

In connection with IBG, Inc.’s initial public offering of Class A common stock (“IPO”) in May 2007, it purchased 10.0% of the
membership interests in IBG LLC from IBG Holdings LLC (“Holdings”), became the sole managing member of IBG LLC and began
to consolidate IBG LLC’s financial results into its financial statements. Holdings owns all of IBG, Inc.’s Class B common stock, which
has voting rights in proportion to its ownership interests in IBG LLC. The table below presents the amount of IBG LLC membership
interests held by IBG, Inc. and Holdings as of December 31, 2024.

IBG, Inc. Holdings Total


Ownership % 25.8% 74.2% 100.0%
Membership interests 108,931,614 313,643,354 422,574,968

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Notes to Consolidated Financial Statements

These consolidated financial statements reflect the results of operations and financial position of IBG, Inc., including consolidation of
its investment in IBG LLC and its subsidiaries. The noncontrolling interests in IBG LLC attributable to Holdings are reported as a
component of “Total equity” in the consolidated statements of financial condition.

Recapitalization and Post-IPO Capital Structure

Immediately before and immediately following the consummation of the IPO, IBG, Inc., Holdings, IBG LLC and the members of
IBG LLC consummated a series of transactions collectively referred to herein as the “Recapitalization.” In connection with the
Recapitalization, IBG, Inc., Holdings and the historical members of IBG LLC entered into an exchange agreement, dated as of May 3,
2007 (the “Exchange Agreement”), under which the historical members of IBG LLC received membership interests in Holdings in
exchange for their membership interests in IBG LLC. Additionally, IBG, Inc. became the sole managing member of IBG LLC.

In connection with the consummation of the IPO, Holdings used the net proceeds to redeem 10.0% of members’ interests in Holdings
in proportion to their interests. Immediately following the Recapitalization and IPO, Holdings owned approximately 90% of IBG LLC
and 100% of IBG, Inc.’s Class B common stock.

Since the consummation of the IPO and Recapitalization, IBG, Inc.’s equity capital structure has been comprised of Class A and Class B
common stock. All shares of common stock have a par value of $0.01 per share and have identical rights to earnings and dividends and
in liquidation. The below table presents the authorized, issued, and outstanding shares for the periods indicated.
December 31,
2024 2023
Authorized Issued Outstanding Authorized Issued Outstanding

Class A common stock 1,000,000,000 109,061,059 108,904,613 1,000,000,000 107,178,928 107,045,894


Class B common stock 100 100 100 100 100 100
Preferred stock 10,000 - - 10,000 - -

As a result of a federal income tax election made by IBG LLC applicable to the acquisition of IBG LLC member interests by IBG, Inc.,
the income tax basis of the assets of IBG LLC acquired by IBG, Inc. have been adjusted based on the amount paid for such interests.
Deferred tax assets were recorded as of the IPO date and in connection with subsequent redemptions of Holdings member interests in
exchange for common stock. These deferred tax assets are included in “Other assets” in the Company’s consolidated statements of
financial condition and are being amortized as additional deferred income tax expense over 15 years from the IPO date and from the
additional redemption dates, respectively, as allowable under current tax law. As of December 31, 2024 and 2023, the unamortized
balance of these deferred tax assets was $196 million and $197 million, respectively.

IBG, Inc. also entered into an agreement (the “Tax Receivable Agreement”) with Holdings to pay Holdings (for the benefit of the former
members of IBG LLC) 85% of the tax savings that IBG, Inc. actually realizes as the result of tax basis increases. These payables to
Holdings are reported as “Payable to affiliate” in the Company’s consolidated statements of financial condition. The remaining 15% is
accounted for as a permanent increase to “Additional paid-in capital” in the Company’s consolidated statements of financial condition.

The cumulative amounts of deferred tax assets, payables to Holdings and additional paid-in capital arising from stock offerings from
the date of the IPO through December 31, 2024 were $688 million, $585 million and $103 million, respectively. Amounts payable under
the Tax Receivable Agreement are payable to Holdings annually following the filing of IBG, Inc.’s federal income tax return. The
Company has paid Holdings a cumulative total of $293 million through December 31, 2024 under the terms of the Tax Receivable
Agreement.

The Exchange Agreement, as amended, provides for future redemptions of member interests and for the purchase of member interests
in IBG LLC by IBG, Inc. from Holdings, which could result in IBG, Inc. acquiring the remaining member interests in IBG LLC that it
does not own. On an annual basis, members of Holdings can request redemption of their interests.

At the time of IBG, Inc.’s IPO in 2007, three hundred sixty (360) million shares of authorized common stock were reserved for future
sales and redemptions. From 2008 through 2010, Holdings redeemed 5,013,259 IBG LLC interests with a total value of $114 million,
which redemptions were funded using cash on hand at IBG LLC. Upon cash redemption, these IBG LLC interests were retired. From
2011 through 2023, IBG, Inc. issued 40,111,445 shares of common stock (with a fair value of $1.9 billion) directly to Holdings in
exchange for an equivalent number of member interests in IBG LLC. On July 25, 2024, the Company filed a Prospectus Supplement on
Form 424B5 (File Number 333-273451) with the SEC to issue 333,000 shares of common stock (with a fair value of $39 million) in
exchange for an equivalent number of shares of member interests in IBG LLC, in accordance with the Exchange Agreement.
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Notes to Consolidated Financial Statements

On July 26, 2023, the Company filed a Prospectus Supplement on Form 424B (File Number 333-273451) with the SEC to re-register
up to 630,000 shares of common stock, offering the opportunity for eligible persons to receive awards in the form of an offer to receive
such shares by participating in one or more promotions that are designed to attract new customers to the Company’s brokerage platform,
increase assets held with the Company’s brokerage business and enhance customer loyalty. The Company has authorized a total of
1,000,000 shares of common stock to be issued under these promotions. From 2019 through 2024, the Company issued 620,000 shares
to IBG LLC for distribution to eligible customers of certain of its subsidiaries.

As a consequence of redemption transactions in accordance with the Exchange Agreement, distribution of shares to customers under
one or more promotions, and distribution of shares to employees (see Note 10), IBG, Inc.’s interest in IBG LLC has increased to
approximately 25.8%, with Holdings owning the remaining 74.2% as of December 31, 2024. The redemptions also increased the
Holdings interest held by Mr. Thomas Peterffy and his affiliates from approximately 84.6% at the IPO to approximately 91.4% as of
December 31, 2024.

Earnings per Share

Basic earnings per share is calculated utilizing net income available for common stockholders divided by the weighted average number
of shares of Class A and Class B common stock outstanding for that period.

Year-Ended December 31,


2024 2023 2022
(in millions, except share or per share amounts)
Basic earnings per share
Net income available for common stockholders $ 755 $ 600 $ 380
Weighted average shares of common stock outstanding
Class A 108,112,099 104,964,950 100,459,916
Class B 100 100 100
108,112,199 104,965,050 100,460,016
Basic earnings per share $ 6.99 $ 5.72 $ 3.78

Diluted earnings per share are calculated utilizing the Company’s basic net income available for common stockholders divided by diluted
weighted average shares outstanding with no adjustments to net income available to common stockholders for potentially dilutive
common shares.

Year-Ended December 31,


2024 2023 2022
(in millions, except share or per share amounts)
Diluted earnings per share
Net income available for common stockholders $ 755 $ 600 $ 380
Weighted average shares of common stock outstanding
Class A
Issued and outstanding 108,112,099 104,964,950 100,459,916
Potentially dilutive common shares
Issuable pursuant to employee stock incentive plans 890,739 881,827 839,593
Class B 100 100 100
109,002,938 105,846,877 101,299,609
Diluted earnings per share $ 6.93 $ 5.67 $ 3.75

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Notes to Consolidated Financial Statements

Member Distributions and Stockholder Dividends

During the three years ended December 31, 2024, 2023, and 2022, IBG LLC made distributions totaling $961 million, $741 million and
$533 million to its members, of which IBG, Inc.’s proportionate share was $246 million, $185 million and $128 million, respectively.
The Company paid quarterly cash dividends of $0.10 per share of common stock, totaling $42 million and $40 million during 2023 and
2022, respectively. In April of 2024 the Company increased the cash dividend paid from $0.10 per share of common stock to $0.25,
paying dividends totaling $92 million during 2024.

On January 21, 2025, the Company declared a cash dividend of $0.25 per share of common stock, payable on March 14, 2025, to
stockholders of record as of February 28, 2025.

5. Comprehensive Income

The table below presents comprehensive income and earnings per share on comprehensive income for the periods indicated.

Year-Ended December 31,


2024 2023 2022
(in millions, except share or per share amounts)

Comprehensive income available for common stockholders $ 702 $ 630 $ 354

Earnings per share on comprehensive income


Basic $ 6.50 $ 6.00 $ 3.53
Diluted $ 6.44 $ 5.95 $ 3.50
Weighted average common shares outstanding
Basic 108,112,199 104,965,050 100,460,016
Diluted 109,002,938 105,846,877 101,299,609

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Notes to Consolidated Financial Statements

6. Financial Assets and Financial Liabilities

Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis

The tables below present, by level within the fair value hierarchy (see Note 2), financial assets and liabilities, measured at fair value on
a recurring basis for the periods indicated. As required by ASC Topic 820, financial assets and financial liabilities are classified in their
entirety based on the lowest level of input that is significant to the respective fair value measurement. The Company early adopted SAB
122 with retrospective application to all prior periods presented. Previously reported amounts have been adjusted to conform with the
current period presentation (see Note 2 Significant Accounting Policies - Crypto-assets safeguarding liability and corresponding
safeguarding asset).

Financial Assets at Fair Value as of December 31, 2024


Level 1 Level 2 Level 3 Total
(in millions)
Securities segregated for regulatory purposes
U.S. and foreign government securities $ 6,460 $ — $ — $ 6,460
Municipal securities — 33 — 33
Total securities segregated for regulatory purposes 6,460 33 — 6,493

Financial instruments owned, at fair value


Stocks 1,763 — — 1,763
Options 84 — — 84
U.S. and foreign government securities 54 — — 54
Mutual funds 2 — — 2
Precious metals — 21 — 21
Currency forward contracts — — — —
Total financial instruments owned, at fair value 1,903 21 — 1,924

Other assets
Customer-held fractional shares 260 — — 260
Other investments in equity securities 32 — — 32
Total other assets 292 — — 292
Total financial assets at fair value $ 8,655 $ 54 $ — $ 8,709

Financial Liabilities at Fair Value as of December 31, 2024


Level 1 Level 2 Level 3 Total
(in millions)
Financial instruments sold, but not yet purchased, at fair value
Stocks $ 116 $ — $ — $ 116
Options 96 — — 96
Precious metals — 18 — 18
Currency forward contracts — 63 — 63
Total financial instruments sold, but not yet purchased, at fair value 212 81 — 293

Accounts payable, accrued expenses and other liabilities


Fractional shares repurchase obligation 260 — — 260
Total accounts payable, accrued expenses and other liabilities 260 — — 260
Total financial liabilities at fair value $ 472 $ 81 $ — $ 553

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Notes to Consolidated Financial Statements

Financial Assets at Fair Value as of December 31, 2023


Level 1 Level 2 Level 3 Total
(in millions)
Securities segregated for regulatory purposes
U.S. and foreign government securities $ 5,684 $ — $ — $ 5,684
Municipal securities — 70 — 70
Total securities segregated for regulatory purposes 5,684 70 — 5,754

Financial instruments owned, at fair value


Stocks 1,023 — — 1,023
Options 354 — — 354
U.S. and foreign government securities 39 — — 39
Precious metals — 12 — 12
Currency forward contracts — 60 — 60
Total financial instruments owned, at fair value 1,416 72 — 1,488

Other assets
Customer-held fractional shares 144 — — 144
Other investments in equity securities 44 — — 44
Total other assets 188 — — 188
Total financial assets at fair value $ 7,288 $ 142 $ — $ 7,430

Financial Liabilities at Fair Value as of December 31, 2023


Level 1 Level 2 Level 3 Total
(in millions)
Financial instruments sold, but not yet purchased, at fair value
Stocks $ 77 $ — $ — $ 77
Options 104 — — 104
Precious metals — 7 — 7
Currency forward contracts — 5 — 5
Total financial instruments sold, but not yet purchased, at fair value 181 12 — 193
Accounts payable, accrued expenses and other liabilities
Fractional shares repurchase obligation 144 — — 144
Total accounts payable, accrued expenses and other liabilities 144 — — 144
Total financial liabilities at fair value $ 325 $ 12 $ — $ 337

Level 3 Financial Assets and Financial Liabilities

There were no transfers in or out of level 3 for the year ended December 31, 2024.

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Notes to Consolidated Financial Statements

Financial Assets and Liabilities Not Measured at Fair Value

Financial assets and liabilities not measured at fair value are recorded at carrying value, which approximates fair value due to their short-
term nature. The tables below represent the carrying value, fair value and fair value hierarchy category of certain financial assets and
liabilities that are not recorded at fair value in the Company's consolidated statements of financial condition for the periods indicated.
The tables below exclude certain financial instruments such as equity method investments and all non-financial assets and liabilities.

December 31, 2024


Carrying Fair
Value Value Level 1 Level 2 Level 3
(in millions)
Financial assets, not measured at fair value
Cash and cash equivalents $ 3,633 $ 3,633 $ 3,633 $ — $ —
Cash - segregated for regulatory purposes 36,600 36,600 36,600 — —
Securities - segregated for regulatory purposes 21,353 21,353 — 21,353 —
Securities borrowed 5,369 5,369 — 5,369 —
Securities purchased under agreements to resell 6,575 6,575 — 6,575 —
Receivables from customers 64,432 64,432 — 64,432 —
Receivables from brokers, dealers and clearing 2,196 2,196 — 2,196 —
Interest receivable 446 446 — 446 —
Other assets 30 32 — 3 29
Total financial assets, not measured at fair value $ 140,634 $ 140,636 $ 40,233 $ 100,374 $ 29

Financial liabilities, not measured at fair value


Short-term borrowings $ 14 $ 14 $ — $ 14 $ —
Securities loaned 16,248 16,248 — 16,248 —
Payables to customers 115,343 115,343 — 115,343 —
Payables to brokers, dealers and clearing organizations 476 476 — 476 —
Interest payable 311 311 — 311 —
Total financial liabilities, not measured at fair value $ 132,392 $ 132,392 $ — $ 132,392 $ —

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Notes to Consolidated Financial Statements

December 31, 2023


Carrying Fair
Value Value Level 1 Level 2 Level 3
(in millions)
Financial assets, not measured at fair value
Cash and cash equivalents $ 3,753 $ 3,753 $ 3,753 $ — $ —
Cash - segregated for regulatory purposes 28,840 28,840 28,840 — —
Securities - segregated for regulatory purposes 29,632 29,632 — 29,632 —
Securities borrowed 5,835 5,835 — 5,835 —
Securities purchased under agreements to resell 5,504 5,504 — 5,504 —
Receivables from customers 44,472 44,472 — 44,472 —
Receivables from brokers, dealers and clearing 1,643 1,643 — 1,643 —
Interest receivable 375 375 — 375 —
Other assets 22 23 — 2 21
Total financial assets, not measured at fair value $ 120,076 $ 120,077 $ 32,593 $ 87,463 $ 21

Financial liabilities, not measured at fair value


Short-term borrowings $ 17 $ 17 $ — $ 17 $ —
Securities loaned 11,347 11,347 — 11,347 —
Payables to customers 101,012 101,012 — 101,012 —
Payables to brokers, dealers and clearing organizations 590 590 — 590 —
Interest payable 311 311 — 311 —
Total financial liabilities, not measured at fair value $ 113,277 $ 113,277 $ — $ 113,277 $ —

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Notes to Consolidated Financial Statements

Netting of Financial Assets and Financial Liabilities

The Company’s policy is to net securities borrowed and securities loaned, and securities purchased under agreements to resell and
securities sold under agreements to repurchase that meet the offsetting requirements prescribed in ASC Topic 210-20. In the tables
below, the amounts of financial instruments that are not offset in the consolidated statements of financial condition, but could be netted
against cash or financial instruments with specific counterparties under master netting agreements, according to the terms of the
agreements, including clearing houses (exchange-traded options, warrants and discount certificates) or over the counter currency forward
contract counterparties, are presented to provide financial statement readers with the Company’s net payable or receivable with
counterparties for these financial instruments.

The tables below present the netting of financial assets and financial liabilities for the periods indicated.

December 31, 2024


Gross Amounts Net Amounts Amounts Not
Amounts Offset in the Presented in the Offset in the
of Financial Consolidated Consolidated Consolidated Statement
Assets and Statement of Statement of of Financial Condition
Liabilities Financial Financial Cash or Financial Net
Recognized Condition 2 Condition Instruments Amount

(in millions)
Offsetting of financial assets
Securities segregated for regulatory purposes -
1
purchased under agreements to resell $ 21,353 $ — $ 21,353 $ (21,353) $ —
Securities borrowed 5,369 — 5,369 (5,159) 210
Securities purchased under agreements to resell 6,575 — 6,575 (6,575) —
Financial instruments owned, at fair value
Options 84 — 84 (69) 15
Currency forward contracts — — — — —
Total $ 33,381 $ — $ 33,381 $ (33,156) $ 225

Offsetting of financial liabilities


Securities loaned $ 16,248 $ — $ 16,248 $ (15,105) $ 1,143
Financial instruments sold, but not yet purchased, at
Options 96 — 96 (69) 27
Currency forward contracts 63 — 63 — 63
Total $ 16,407 $ — $ 16,407 $ (15,174) $ 1,233

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Notes to Consolidated Financial Statements

December 31, 2023


Gross Amounts Net Amounts Amounts Not
Amounts Offset in the Presented in the Offset in the
of Financial Consolidated Consolidated Consolidated Statement
Assets and Statement of Statement of of Financial Condition
Liabilities Financial Financial Cash or Financial Net
Recognized Condition 2 Condition Instruments Amount

(in millions)
Offsetting of financial assets
Securities segregated for regulatory purposes -
1
purchased under agreements to resell $ 29,632 $ — $ 29,632 $ (29,632) $ —
Securities borrowed 5,835 — 5,835 (5,618) 217
Securities purchased under agreements to resell 5,504 — 5,504 (5,504) —
Financial instruments owned, at fair value
Options 354 — 354 (104) 250
Currency forward contracts 60 — 60 — 60
Total $ 41,385 $ — $ 41,385 $ (40,858) $ 527

Offsetting of financial liabilities


Securities loaned $ 11,347 $ — $ 11,347 $ (10,443) $ 904
Financial instruments sold, but not yet purchased, at
fair value
Options 104 — 104 (104) —
Currency forward contracts 5 — 5 — 5
Total $ 11,456 $ — $ 11,456 $ (10,547) $ 909
___________________________

(1) As of December 31, 2024 and 2023, the Company had $21.4 billion and $29.6 billion, respectively, of securities purchased
under agreements to resell that were segregated to satisfy regulatory requirements. These securities are included in “Securities
- segregated for regulatory purposes” in the consolidated statements of financial condition.

(2) The Company did not have any balances eligible for netting in accordance with ASC Topic 210-20 at December 31, 2024 and
2023.

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Notes to Consolidated Financial Statements

Secured Financing Transactions – Maturities and Collateral Pledged

The tables below present gross obligations for securities loaned transactions by remaining contractual maturity and class of collateral
pledged for the periods indicated.

December 31, 2024


Remaining Contractual Maturity
Overnight Less than 30 – 90 Over 90
and Open 30 days days days Total
(in millions)

Securities loaned
Stocks $ 16,215 $ — $ — $ — $ 16,215
Corporate bonds 33 — — — 33
Total securities loaned $ 16,248 $ — $ — $ — $ 16,248

December 31, 2023


Remaining Contractual Maturity
Overnight Less than 30 – 90 Over 90
and Open 30 days days days Total
(in millions)

Securities loaned
Stocks $ 11,306 $ — $ — $ — $ 11,306
Corporate bonds 41 — — — 41
Total securities loaned $ 11,347 $ — $ — $ — $ 11,347

7. Collateralized Transactions

The Company enters into securities borrowing and lending transactions and agreements to repurchase and resell securities to finance
trading inventory, to obtain securities for settlement and to earn residual interest rate spreads. In addition, the Company’s customers
pledge their securities owned to collateralize margin loans. Under these transactions, the Company either receives or provides collateral,
including equity, corporate debt and U.S. government securities. Under typical agreements, the Company is permitted to sell or repledge
securities received as collateral and use these securities to secure securities purchased under agreements to resell, enter into securities
lending transactions or deliver these securities to counterparties to cover short positions.

The Company also engages in securities financing transactions with and for customers through margin lending. Customer receivables
generated from margin lending activity are collateralized by customer-owned securities held by the Company. Customers’ required
margin levels and established credit limits are monitored continuously by risk management staff using automated systems. Pursuant to
the Company’s policy and as enforced by such systems, customers are required to deposit additional collateral or reduce positions, when
necessary, to avoid automatic liquidation of their positions.

Margin loans are extended to customers on a demand basis and are not committed facilities. Factors considered in the acceptance or
rejection of margin loans are the amount of the loan, the degree of leverage being employed in the customer account and an overall
evaluation of the customer’s portfolio to ensure proper diversification or, in the case of concentrated positions, appropriate liquidity of
the underlying collateral. Additionally, transactions relating to concentrated or restricted positions are limited or prohibited by raising
the level of required margin collateral (to 100% in the extreme case). The underlying collateral for margin loans is evaluated with respect
to the liquidity of the collateral positions, valuation of securities, volatility analysis and an evaluation of industry concentrations.
Adherence to the Company’s collateral policies significantly limits the Company’s credit exposure to margin loans in the event of a
customer’s default. Under margin lending agreements, the Company may request additional margin collateral from customers and may
sell securities that have not been paid for or purchase securities sold but not delivered from customers, if necessary. As of December 31,
2024 and 2023, approximately $64.4 billion and $44.5 billion, respectively, of customer margin loans were outstanding.

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Notes to Consolidated Financial Statements

The table below presents a summary of the amounts related to collateralized transactions for the periods indicated.

December 31, 2024 December 31, 2023


Permitted Sold or Permitted Sold or
to Repledge Repledged to Repledge Repledged
(in millions)
Securities lending transactions $ 134,407 $ 8,342 $ 97,210 $ 8,437
Securities purchased under agreements to resell transactions 1 27,988 26,678 35,198 34,825
Customer margin assets 87,809 21,465 54,847 17,234
$ 250,204 $ 56,485 $ 187,255 $ 60,496
___________________________

(1) As of December 31, 2024, $21.4 billion or 80% (as of December 31, 2023, $29.6 billion or 85%) of securities purchased under
agreements to resell were segregated to satisfy regulatory requirements and are included in “Securities - segregated for
regulatory purposes” in the consolidated statements of financial condition.

In the normal course of business, the Company pledges qualified securities with clearing organizations to satisfy daily margin and
clearing fund requirements. As of December 31, 2024 and 2023, the majority of the Company’s U.S. and foreign government securities
owned were pledged to clearing organizations.

The table below presents financial instruments owned and pledged as collateral, including amounts pledged to affiliates, where the
counterparty has the right to repledge, for the periods indicated.

December 31,
2024 2023
(in millions)
Stocks $ 25 $ 28
U.S. and foreign government securities 52 38
$ 77 $ 66

8. Revenues from Contracts with Customers

Revenue from contracts with customers is recognized when, or as, the Company satisfies its performance obligations by transferring the
promised services to the customers. A service is transferred to a customer when, or as, the customer obtains control of that service. A
performance obligation may be satisfied at a point in time or over time. Revenue from a performance obligation satisfied at a point in
time is recognized at the point in time that the Company determines the customer obtains control over the promised service. Revenue
from a performance obligation satisfied over time is recognized by measuring the Company’s progress in satisfying the performance
obligation in a manner that depicts the transfer of the services to the customer. The amount of revenue recognized reflects the
consideration the Company expects to receive in exchange for those promised services (i.e., the “transaction price”). In determining the
transaction price, the Company considers multiple factors, including the effects of variable consideration, if any.

The Company’s revenues from contracts with customers are recognized when the performance obligations are satisfied at an amount
that reflects the consideration expected to be received in exchange for such services. The majority of the Company’s performance
obligations are satisfied at a point in time and are typically collected from customers by debiting their brokerage account with the
Company.

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Notes to Consolidated Financial Statements

Nature of Services

The Company’s main sources of revenues from contracts with customers are as follows:

• Commissions are charged to customers for order execution services and trade clearing and settlement services. These services
represent a single performance obligation as the services are not separately identifiable in the context of the contract. The
Company recognizes revenue at a point in time at the execution of the order (i.e., trade date). Commissions are generally
collected from cleared customers on trade date and from non-cleared customers monthly. Commissions also include payments
for order flow received from IBKR LiteSM liquidity providers.

• Market data fees are charged to customers for market data services to which they subscribe that the Company delivers. The
Company recognizes revenue monthly as the performance obligation is satisfied over time by continually providing market
data for the period. Market data fees are collected monthly, generally in advance.

• Risk exposure fees are charged to customers who carry positions with a market risk that exceeds defined thresholds. The
Company recognizes revenue daily as the performance obligation is satisfied at a point in time by the Company taking on the
additional risk of account liquidation and potential losses due to insufficient margin. Risk exposure fees are collected daily.

• Payments for order flow are earned from various options exchanges based upon options trading volume originated by the
Company that meets certain criteria. The Company recognizes revenue daily as the performance obligation is satisfied at a
point in time on customer orders that qualify for payments subject to exchange-mandated programs. Payments for order flow
are collected monthly, in arrears.

• FDIC sweep fees are earned from the banks that participate in the Company’s Insured Bank Deposit Sweep Program with
respect to the Company’s customers’ funds deposited with each participating bank. The Company recognizes revenue daily as
the performance obligation is satisfied when customer funds are swept to their FDIC insured accounts with the participating
banks.

The Company also earns revenues from other services, including minimum activity fees, order cancelation or modification fees, position
transfer fees, telecommunications fees, and withdrawal fees, among others.

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Notes to Consolidated Financial Statements

Disaggregation of Revenue

The tables below present revenue from contracts with customers by geographic location and major types of services for the periods
indicated.

Year-Ended December 31,


2024 2023 2022
(in millions)
1
Geographic location
United States $ 1,230 $ 968 $ 931
International 747 589 575
$ 1,977 $ 1,557 $ 1,506

Major types of services


Commissions $ 1,697 $ 1,360 $ 1,322
Market data fees 2 71 70 76
Risk exposure fees 2 100 46 33
Payments for order flow 2 45 31 37
FDIC sweep fees 2 28 19 10
Other 2 36 31 28
$ 1,977 $ 1,557 $ 1,506
___________________________

(1) Based on the location of the subsidiaries in which the revenues are recorded.

(2) Included in “Other fees and services” in the consolidated statements of comprehensive income.

Receivables and Contract Balances

Receivables arise when the Company has an unconditional right to receive payment under a contract with a customer and are
derecognized when the cash is received. Receivables of $31 million and $26 million, as of December 31, 2024 and 2023, respectively,
are reported in “Other assets” in the consolidated statements of financial condition.

Contract assets arise when the revenue associated with the contract is recognized before the Company’s unconditional right to receive
payment under a contract with a customer (i.e., unbilled receivable) and are derecognized when either it becomes a receivable or the
cash is received. Contract assets are reported in “Other assets” in the consolidated statements of financial condition. As of December
31, 2024 and 2023, there were no contract asset balances outstanding.

Contract liabilities arise when customers remit contractual cash payments in advance of the Company satisfying its performance
obligations under the contract and are derecognized when the revenue associated with the contract is recognized either when a milestone
is met triggering the contractual right to bill the customer or when the performance obligation is satisfied. Contract liabilities are reported
in “Accounts payable, accrued expenses and other liabilities” in the consolidated statements of financial condition. As of December 31,
2024 and 2023, there were no contract liability balances outstanding.

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Notes to Consolidated Financial Statements

9. Other Income (Loss)

The table below presents the components of other income (loss) for the periods indicated.

Year-Ended December 31,


2024 2023 2022
(in millions)
1
Principal transactions $ 127 $ 48 $ (16)
Gains (losses) from currency diversification strategy, net (15) (80) (100)
Other, net (52) 21 9
$ 60 $ (11) $ (107)
___________________________

(1) Principal transactions include (1) trading gains and losses from the Company’s remaining market making activities; (2) realized
and unrealized gains and losses on financial instruments that (a) are held for purposes other than the Company’s market making
activities, or (b) are subject to restrictions; and (3) dividends on investments accounted at cost less impairment.

10. Employee Incentive Plans

Defined Contribution Plan

The Company offers substantially all employees of U.S.-based operating subsidiaries who have met minimum service requirements the
opportunity to participate in defined contribution retirement plans qualifying under the provisions of Section 401(k) of the Internal
Revenue Code. The general purpose of this plan is to provide employees with an incentive to make regular savings in order to provide
additional financial security during retirement. This plan provides for the Company to match 50% of the employees’ pre-tax contribution,
up to a maximum of 10% of eligible earnings. The employee is vested in the matching contribution incrementally over six years of
service. Included in “Employee compensation and benefits” expense in the consolidated statements of comprehensive income were $8
million, $7 million and $6 million of plan contributions for the years ended December 31, 2024, 2023, and 2022, respectively.

2007 Stock Incentive Plan

Under the Company’s Stock Incentive Plan, up to 40 million shares of the Company’s Class A common stock may be issued to satisfy
vested restricted stock units granted to directors, officers, employees, contractors and consultants of the Company. The purpose of the
Stock Incentive Plan is to promote the Company’s long-term financial success by attracting, retaining and rewarding eligible
participants.

As a result of the Company’s organizational structure, a description of which can be found in “Business – Our Organizational Structure”
in Part I, Item 1 of this Annual Report on Form 10-K, there is no material dilutive effect upon ownership of common stockholders of
issuing shares under the Stock Incentive Plan. The issuances do not dilute the book value of the ownership of common stockholders
since the restricted stock units are granted at market value, and upon their vesting and the related issuance of shares of common stock,
the ownership of IBG, Inc. in IBG LLC, increases proportionately to the shares issued. As a result of such proportionate increase in
share ownership, the dilution upon issuance of common stock is borne by IBG LLC’s majority member (i.e., noncontrolling interest),
Holdings, and not by IBG, Inc. or its common stockholders. Additionally, dilution of earnings that may take place after issuance of
common stock is reflected in EPS reported in the Company’s financial statements. The EPS dilution can be neither estimated nor
projected, but historically it has not been material.

The Stock Incentive Plan is administered by the Compensation Committee of the Company’s Board of Directors. The Compensation
Committee has discretionary authority to determine the eligibility to participate in the Stock Incentive Plan and establishes the terms
and conditions of the awards, including the number of awards granted to each participant and all other terms and conditions applicable
to such awards in individual grant agreements. Awards are expected to be made primarily through grants of restricted stock units. Stock
Incentive Plan awards are subject to issuance over time. All previously granted but not yet earned awards may be canceled by the
Company upon the participant’s termination of employment or violation of certain applicable covenants before issuance, unless
determined otherwise by the Compensation Committee.

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Notes to Consolidated Financial Statements

The Stock Incentive Plan provides that, upon a change in control, the Compensation Committee may, at its discretion, fully vest any
granted but not yet earned awards under the Stock Incentive Plan, or provide that any such granted but not yet earned awards will be
honored or assumed, or new rights substituted by the new employer on a substantially similar basis and terms and conditions substantially
comparable to those of the Stock Incentive Plan.

The Company expects to continue to grant awards on or about December 31 of each year to eligible participants as part of an overall
plan of equity compensation. In 2021, the Company’s Compensation Committee approved a change to the vesting schedule for the Stock
Incentive Plan. For awards granted on December 31, 2021 onwards, restricted stock units vest and become distributable to participants
20% on each vesting date, which is on or about May 9 of each year, assuming continued employment with the Company and compliance
with non-competition and other applicable covenants. The vesting and distribution of grants prior to December 31, 2021 remain in
accordance with the following schedule: (a) 10% on the first vesting date, which is on or about May 9 of each year; and (b) an additional
15% on each of the following six anniversaries of the first vesting.

Awards granted to directors vest and are distributed as follows: (a) one-time award granted to external directors on December 31 of
the year of appointment vests over a five-year period (20% per year) commencing one year after the date of grant, and (b) annual
awards granted to all directors on December 31 of each year are fully vested and distributed immediately on grant date. A total of
40,586 restricted stock units have been granted to the directors cumulatively since the plan’s inception.

The table below presents Stock Incentive Plan awards granted and the related fair values since the plan’s inception.
Fair Value at
Date of Grant
Units ($ millions)
Prior periods (since inception) 29,332,059 $ 842
1
April 25, 2022 180,889 12
2
December 31, 2022 1,248,105 91
December 31, 2023 1,257,822 102
December 31, 2024 617,122 111
Total awards granted since inception 32,635,997 $ 1,158
___________________________

(1) On April 25, 2022, the Company awarded a special grant of restricted stock units to employees.

(2) Stock Incentive Plan number of granted restricted stock units related to 2023 was adjusted by 952 additional restricted stock
units during the year ended December 31, 2024.

Estimated future grants under the Stock Incentive Plan are accrued for ratably during each year (see Note 2). In accordance with the
vesting schedule, outstanding awards vest and are distributed to participants yearly on or about May 9 of each year. At the end of each
year, no vested awards remain undistributed.

Compensation expense related to the Stock Incentive Plan recognized in the consolidated statements of comprehensive income was
$112 million, $100 million and $92 million for the years ended December 31, 2024, 2023, and 2022, respectively. Estimated future
compensation costs for unvested awards, net of credits for canceled awards, as of December 31, 2024 are $39 million.

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Notes to Consolidated Financial Statements

The table below summarizes the Stock Incentive Plan activity for the periods indicated.

Intrinsic Value
of SIP Shares
Stock which Vested and
Incentive Plan were Distributed
Units ($ millions) 1
Balance, December 31, 2021 4,783,810
Granted 1,428,994
Canceled (179,856)
Distributed (1,276,186) $ 67
Balance, December 31, 2022 4,756,761
Granted 1,257,822 2
Canceled (20,480)
Distributed (1,389,032) $ 108
Balance, December 31, 2023 4,605,071
Granted 617,122
Canceled (43,021)
Distributed (1,349,131) $ 161
Balance, December 31, 2024 3,830,041

________________________

(1) Intrinsic value of SIP units distributed represents the compensation value reported to the participants.

(2) Stock Incentive Plan number of granted restricted stock units related to 2023 was adjusted by 952 additional restricted stock
units during the year ended December 31, 2024.

Awards previously granted but not yet earned under the stock plans are subject to the plans’ post-employment provisions in the event a
participant ceases employment with the Company. Since inception through December 31, 2024, a total of 1,392,895 restricted stock
units have been distributed under these post-employment provisions. These distributions are included in the table above.

11. Income Taxes

Income tax expense for the three years ended December 31, 2024, 2023, and 2022 differs from the U.S. federal statutory rate primarily
due to the tax treatment of income attributable to noncontrolling interests in IBG LLC. These noncontrolling interests are held directly
through a U.S. partnership. Accordingly, the income attributable to these noncontrolling interests is reported in the consolidated
statements of comprehensive income, but the related U.S. income tax expense attributable to these noncontrolling interests is not reported
by the Company as it is generally the obligation of the noncontrolling interests. Income tax expense is also affected by the differing
effective tax rates in foreign, state and local jurisdictions where certain of the Company’s subsidiaries are subject to corporate taxation.

Deferred income taxes arise primarily due to the amortization of the deferred tax assets recognized in connection with the common stock
offerings (see Note 4), differences in the valuation of financial assets and liabilities, and for other temporary differences arising from
the deductibility of compensation and depreciation expenses in different periods for accounting and income tax return purposes.

Under U.S. GAAP, the Company is allowed to make an accounting policy election of either (1) treating taxes due on future U.S.
inclusions in taxable income related to global intangible low tax income as a current-period expense when incurred (the “period cost
method”) or (2) factoring such amounts into the Company’s measurement of its deferred taxes (the “deferred method”). The Company
has elected the period cost method.

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Notes to Consolidated Financial Statements

The table below presents the components of the provision for income taxes for the periods indicated.

Year-Ended December 31,


2024 2023 2022
(in millions)
Current
Federal $ 133 $ 104 $ 59
State and local 22 14 8
Foreign 135 109 69
Total current 290 227 136
Deferred
Federal 8 27 21
State and local (9) 4 4
Foreign (1) (1) (5)
Total deferred (2) 30 20
$ 288 $ 257 $ 156

The table below presents a reconciliation of the statutory U.S. Federal income tax rate of 21% to the Company’s effective tax rate for
the periods indicated.

Year-Ended December 31,


2024 2023 2022
U.S. Statutory Tax Rate 21.0% 21.0% 21.0%
State, local and foreign taxes, net of federal benefit 1.8% 2.5% 2.1%
Subtotal 22.8% 23.5% 23.1%
Less: rate attributable to noncontrolling interests (15.0%) (15.1%) (15.3%)
Total 7.8% 8.4% 7.8%

The table below presents significant components of the Company’s deferred tax assets and liabilities, which are reported in other assets
and in accounts payable, accrued expenses and other liabilities, respectively, in the consolidated statements of financial condition for
the periods indicated.

December 31,
2024 2023 2022
(in millions)
Deferred tax assets
Arising from the acquisition of interests in IBG LLC $ 196 $ 197 $ 193
Deferred compensation 19 17 14
Other 35 31 34
Total deferred tax assets 250 245 241
Deferred tax liabilities
Foreign 3 4 2
Other 10 10 7
Total deferred tax liabilities 13 14 9
Net deferred tax assets $ 237 $ 231 $ 232

As of and for the years ended December 31, 2024 and 2023, the Company had no material valuation allowances on deferred tax assets.

The Company is subject to taxation in the U.S. and various states and foreign jurisdictions. As of December 31, 2024, the Company is
no longer subject to U.S. Federal, State and Non-U.S. income tax examinations for tax years before 2011.

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Notes to Consolidated Financial Statements

As of December 31, 2024, accumulated earnings held by non-U.S. subsidiaries totaled $3.2 billion (as of December 31, 2023
$2.7 billion), of which $3.0 billion of such earnings are indefinitely reinvested abroad due to regulatory and other capital requirements
and business needs in foreign jurisdictions. As a result, the Company has not provided for its proportionate share of additional foreign
taxes or deferred U.S. tax on Internal Revenue Code (“IRC”) Section 986 gains/losses on previously taxed earnings and any local foreign
withholding taxes associated with the repatriation of such earnings. If the Company were to record a deferred tax liability due to a
hypothetical repatriation of such earnings, the estimated amount of such taxes would be up to $42 million as of December 31, 2024.

Under U.S. GAAP, a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will
be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the
position. Based upon the Company’s review of its federal, state, local and foreign income tax returns and tax filing positions, the
Company has recorded a $3 million tax liability (including interest) for an uncertain tax position for an IRS audit primarily related to
the IRC Section 199 Domestic Production Activities Deduction.

12. Leases

All of the Company’s leases are classified as operating leases and primarily consist of real estate leases for corporate offices, data centers
and other facilities. As of December 31, 2024, the weighted-average remaining lease term on these leases is approximately 5.7 years
and the weighted-average discount rate used to measure the lease liabilities is approximately 3.92%. For the year ended December 31,
2024, right-of-use assets obtained under new operating leases were $15 million. The Company’s lease agreements do not contain any
residual value guarantees, restrictions, or covenants.

The table below presents balances reported in the consolidated statements of financial condition related to the Company’s leases for the
periods indicated.
December 31,
2024 2023
(in millions)
1
Right-of-use assets $ 102 $ 120
Lease liabilities 1 $ 121 $ 143
___________________________

(1) Right-of-use assets are included in “Other assets” and lease liabilities are included in “Accounts payable, accrued expenses and
other liabilities” in the Company’s consolidated statements of financial condition.

The table below presents balances reported in the consolidated statements of comprehensive income related to the Company’s leases for
the periods indicated.

Year-Ended December 31,


2024 2023 2022
(in millions)
Operating lease cost $ 34 $ 35 $ 32
Variable lease cost 6 6 4
Total lease cost $ 40 $ 41 $ 36

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Notes to Consolidated Financial Statements

The table below reconciles the undiscounted cash flows of the Company’s leases to the present value of its operating lease payments for
the period indicated.
December 31, 2024
(in millions)
2025 $ 30
2026 27
2027 20
2028 18
2029 17
Thereafter 22
Total undiscounted operating lease payments 134
Less: imputed interest (13)
Present value of operating lease liabilities $ 121

13. Property, Equipment and Intangible Assets

Property, equipment and intangible assets, which are included in “Other assets” in the consolidated statements of financial condition,
consist of leasehold improvements, computer equipment, software developed for the Company’s internal use, office furniture and
equipment. The table below presents balances related to property, equipment and intangible assets for the periods indicated.
December 31,
2024 2023
(in millions)

Leasehold improvements $ 28 $ 56
Computer equipment 67 90
Office furniture and equipment 15 15
110 161
Less - accumulated depreciation and amortization (51) (80)
Property and equipment, net 59 81

Internally developed software 88 84


Other intangible assets 4 4
Less - accumulated amortization (44) (45)
Intangible assets, net 48 43
Total property, equipment, and intangible assets, net $ 107 $ 124

Depreciation and amortization of $67 million, $65 million and $58 million, for the three years ended December 31, 2024, 2023, and
2022, respectively, is included in “Occupancy, depreciation and amortization” expense in the consolidated statements of comprehensive
income. Amortization expense related to the Company’s intangible assets as of December 31, 2024 is expected to be approximately $26
million, $16 million, and $6 million, for years ended December 31, 2025, 2026, and 2027, respectively.

14. Commitments, Contingencies and Guarantees

Legal, Regulatory and Governmental Matters

The Company is subject to certain pending and threatened legal, regulatory and governmental actions and proceedings that arise out of
the normal course of business. Given the inherent difficulty of predicting the outcome of such matters, particularly in proceedings where
claimants seek substantial or indeterminate damages, or which are in their early stages, the Company is generally not able to quantify
the actual loss or range of loss related to such legal proceedings, the manner in which they will be resolved, the timing of their final
resolution or the ultimate settlement. Management believes that the resolution of these matters will not have a material effect, if any, on
the Company’s business or financial condition, but may have a material impact on the results of operations for a given period.

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Notes to Consolidated Financial Statements

The Company accounts for potential losses related to litigation in accordance with FASB ASC Topic 450, “Contingencies.” As of
December 31, 2024 and 2023, accruals for potential losses related to legal, regulatory and governmental actions and proceedings matters
were not material.

Trading Technologies Matter

As previously disclosed, on February 3, 2010, Trading Technologies International, Inc. (“Trading Technologies”) filed a complaint in
the U.S. District Court for the Northern District of Illinois, Eastern Division (the “District Court”), against IBG LLC and IB LLC (the
“Defendants”). The complaint, as amended, alleged that the Defendants infringed twelve U.S. patents held by Trading Technologies,
and sought damages and injunctive relief.

After proceedings before the United States Patent and Trademark Office Patent Trial Appeal Board, and review by the United States
Court of Appeals for the Federal Circuit, all but four patents were found to be invalid. In June 2021, the District Court found two of the
remaining four patents to be invalid, and trial on the two remaining patents began on August 6, 2021. On September 7, 2021, the jury
rendered its verdict, finding that the Defendants infringed the two patents and awarding $6.6 million in damages to Trading
Technologies, while rejecting Trading Technologies’ claims of willful infringement and request for damages of at least $962.4 million.
On January 11, 2022, the District Court awarded Trading Technologies pre-judgment interest of $2.1 million and post-judgment interest,
and on March 31, 2022, granted Trading Technologies’ bill of costs of $490,232.

On March 24, 2022, Harris Brumfield, the successor-in-interest to the patents-in-suit, filed a notice of appeal with the Court of Appeals
of the Federal Circuit. On April 7, 2022, the Defendants filed a notice of cross-appeal, which the Defendants subsequently dismissed.
After briefing on the appeal, oral argument was held on January 8, 2024. On March 27, 2024, the Federal Circuit affirmed the District
Court’s judgment. On May 15, 2024, Harris Brumfield petitioned the Federal Circuit for a panel rehearing and rehearing en banc. On
August 5, 2024, the Federal Circuit denied the petition and issued the mandate of the court on August 12, 2024. Harris Brumfield filed
a petition for a writ of certiorari with the Supreme Court of the United States on January 2, 2025. The Defendants’ brief in opposition
to the petition is due March 20, 2025.

Class Action Matter

On December 18, 2015, a former individual customer filed a purported class action complaint against IB LLC, IBG, Inc., and Thomas
Frank, Ph.D., the Company’s Executive Vice President and former Chief Information Officer, in the U.S. District Court for the District
of Connecticut. The complaint alleges that a purported class of IB LLC’s customers were harmed by alleged “flaws” in the computerized
system used to close out (i.e., liquidate) positions in customer brokerage accounts that have margin deficiencies. The complaint seeks,
among other things, undefined compensatory damages and declaratory and injunctive relief.

On September 28, 2016, the District Court issued an order granting the Company’s motion to dismiss the complaint in its entirety,
without leave to amend. On September 28, 2017, the plaintiff appealed to the United States Court of Appeals for the Second Circuit. On
September 26, 2018, the Court of Appeals affirmed the dismissal of plaintiff’s claims of breach of contract and commercially
unreasonable liquidation but vacated and remanded back to the District Court plaintiff’s claims for negligence. The Company’s motion
to dismiss plaintiff’s subsequent second amended complaint was denied on September 30, 2019. On July 14, 2022, after obtaining leave
to amend his complaint, the plaintiff filed a third amended complaint. The Company’s answer and counterclaim were filed on July 26,
2022.

On August 25, 2023, the Court granted plaintiff’s motion for class certification, certifying a class that consists of IB LLC account holders
who are U.S. residents (with some exclusions) who had positions liquidated from December 18, 2013 to the date of trial at prices outside
of a “pricing corridor” defined in the Court’s decision. On September 8, 2023, the Company filed a petition for permission to appeal the
District Court’s class certification decision to the United States Court of Appeals for the Second Circuit, which denied the Company’s
petition on December 19, 2023. On December 4, 2024, plaintiff filed a motion for approval of the form and manner of notice of the
lawsuit to members of the class. On December 26, 2024, the Company filed its opposition to the motion, which is currently pending
before the District Court. The Company continues to believe that a purported class action is inappropriate given the great differences in
portfolios, markets and many other circumstances surrounding the liquidation of any particular customer’s margin-deficient account.
Pursuant to a District Court scheduling order, trial is tentatively scheduled to commence in 2026. IB LLC and the related defendants
continue to believe that the plaintiff’s claims are deficient and intend to continue to defend themselves vigorously and, consistent with
past practice, may pursue any potential claims for counsel fees and expenses incurred in defending the case.

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Notes to Consolidated Financial Statements

Regulatory Matters

IB LLC has identified a number of issues dating back to 2016 related to the Company’s compliance with sanctions regulations,
predominantly concerning the facilitation of transactions in countries, or by entities, sanctioned by the Office of Foreign Assets Control
(“OFAC”) of the United States Department of the Treasury. The Company has made voluntary self-disclosures to OFAC, has received
additional inquiries from OFAC related to the Company’s sanctions compliance program, and is cooperating with the investigation. The
Company cannot currently predict when OFAC’s investigation will conclude or the exact amount of any potential civil money penalty.
The Company believes that, in addition to its voluntary self-disclosures and continued cooperation with OFAC, the significant
investment in and improvements to the Company’s Anti-Money Laundering and Sanctions programs over the past five years will be
considered as mitigating factors with respect to the matter, and that any monetary fines or restrictions will not be material to the
Company’s financial results.

Guarantees

Certain of the operating subsidiaries provide guarantees to securities and commodities clearing houses and exchanges which meet the
accounting definition of a guarantee under FASB ASC Topic 460, “Guarantees.” Under standard membership agreements, clearing
house and exchange members are required to guarantee collectively the performance of other members. Under the agreements, if a
member becomes unable to satisfy its obligations, other members would be required to meet shortfalls. In the opinion of management,
the operating subsidiaries’ liability under these arrangements is not quantifiable and could exceed the cash and securities they have
posted as collateral. However, the potential for these operating subsidiaries to be required to make payments under these arrangements
is remote. Accordingly, no contingent liability is carried in the consolidated statements of financial condition for these arrangements.

In connection with its retail brokerage business, IB LLC or other electronic brokerage operating subsidiaries perform securities and
commodities execution, clearance and settlement on behalf of their customers for whom they commit to settle trades submitted by such
customers with the respective clearing houses. If a customer fails to fulfill its settlement obligations, the respective operating subsidiary
must fulfill those settlement obligations. No contingent liability is carried on the consolidated statements of financial condition for such
customer obligations.

Other Commitments

Certain clearing houses, clearing banks and firms used by certain operating subsidiaries are given a security interest in certain assets of
those operating subsidiaries held by those clearing organizations. These assets may be applied to satisfy the obligations of those operating
subsidiaries to the respective clearing organizations.

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Notes to Consolidated Financial Statements

15. Segment Reporting and Geographic Information

Segment Reporting

The Company has a single reportable segment, electronic brokerage, which is managed on a consolidated basis since the Company’s
chief operating decision maker (“CODM”) assesses performance and allocates resources on a consolidated basis based on income before
income taxes and net income as reported on the consolidated statements of comprehensive income. The Company’s CODM is its Chief
Executive Officer and President.

The electronic brokerage segment provides execution, clearing and settlement of trades globally for hedge and mutual funds, ETFs,
registered investment advisors, proprietary trading groups, introducing brokers and individual investors. The electronic brokerage
segment derives revenue from customers in the U.S. and international markets by routing orders and executing and processing trades in
stocks, options, futures, foreign exchange instruments (“forex”), bonds, mutual funds, ETFs, precious metals, and forecast contracts on
more than 160 electronic exchanges and market centers in 36 countries and 28 currencies around the world, and by offering custody,
prime brokerage, and securities and margin lending services to customers. In addition, electronic brokerage customers can use its trading
platform to trade certain cryptocurrencies through third-party cryptocurrency service providers that execute, clear and custody the
cryptocurrencies.

Since the electronic brokerage segment is managed on a consolidated basis, there are no reconciling items between segment and the
consolidated amounts reported in these financial statements, including total assets and segment assets. The accounting policies of the
electronic brokerage segment are the same as those described in the summary of significant accounting policies in Note 2.

The table below presents selected financial information, including significant expenses, for the Company’s single operating segment
for the periods indicated.

Year-Ended December 31,


2024 2023 2022
(in millions)

Total net revenues $ 5,185 $ 4,340 $ 3,067

Significant Expenses
Transaction based fees 1 364 308 254
Non-transaction based fees 1 83 78 70
Employee compensation 2 533 486 427
Advertising 3 67 47 46
Other expenses 4 443 352 272
Total non-interest expenses 1,490 1,271 1,069
Income before income taxes 3,695 3,069 1,998
Income tax expense 288 257 156
Net income $ 3,407 $ 2,812 $ 1,842

Total Segment Assets $ 150,142 $ 128,251 $ 115,143


___________________________

(1) Included in “Execution, clearing and distribution fees” in the consolidated statements of comprehensive income.

(2) Included in “Employee compensation and benefits” in the consolidated statements of comprehensive income.

(3) Included in “General and administrative” in the consolidated statements of comprehensive income.

(4) Includes “Occupancy, depreciation and amortization”; “Communications”; “Customer bad debt”; employee benefits and other
personnel expenses included in “Employee compensation and benefits”; and professional services, legal and regulatory matters,
and other administrative expenses included in “General and administrative” in the consolidated statements of comprehensive
income.
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Notes to Consolidated Financial Statements

Interest income and expense is disclosed in the consolidated statements of comprehensive income. Depreciation and amortization
expense is disclosed in Note 13 – Property, Equipment and Intangible Assets.

Geographic Information

The Company operates its automated global business in the U.S. and international markets on more than 160 electronic exchanges and
market centers. A significant portion of the Company’s net revenues is generated by subsidiaries operating outside the U.S. International
operations are conducted in 35 countries in Europe, Asia/Pacific and the Americas (outside the U.S.). The following table presents total
net revenues and income before income taxes by geographic area for the periods indicated.

Significant transactions and balances between the operating subsidiaries occur, primarily as a result of certain operating subsidiaries
holding exchange or clearing organization memberships, which are utilized to provide execution and clearing services to subsidiaries.
Intra-region income and expenses and related balances have been eliminated in this geographic information to reflect the external
business conducted in each geographic region. The geographic analysis presented below is based on the location of the subsidiaries in
which the transactions are recorded. This geographic information does not reflect the way the Company’s business is managed.

Year-Ended December 31,


2024 2023 2022
(in millions)
Net revenues
United States $ 3,589 $ 3,028 $ 2,115
International 1,596 1,312 952
Total net revenues $ 5,185 $ 4,340 $ 3,067
Income before income taxes
United States $ 2,786 $ 2,316 $ 1,546
International 909 753 452
Total income before income taxes $ 3,695 $ 3,069 $ 1,998

16. Regulatory Requirements

As of December 31, 2024, aggregate excess regulatory capital for all operating subsidiaries was $12.4 billion.

IB LLC, IBKRSS and IB Corp. are subject to the Uniform Net Capital Rule (Rule 15c3-1) under the Exchange Act. IB LLC is also
subject to the CFTC’s minimum financial requirements (Regulation 1.17). IBC is subject to the Canadian Investment Regulatory
Organization risk-adjusted capital requirement. IBKRFS is subject to the Swiss Financial Market Supervisory Authority eligible equity
requirement, IBUK is subject to the United Kingdom Financial Conduct Authority Capital Requirements Directive, IBIE is subject to
the Central Bank of Ireland financial resources requirement, IBI is subject to the National Stock Exchange of India net capital
requirements, IBHK is subject to the Hong Kong Securities Futures Commission liquid capital requirement, IBSJ is subject to the
Japanese Financial Supervisory Agency capital requirements, IBSG is subject to the Monetary Authority of Singapore capital
requirements, and IBA is subject to the Australian Securities Exchange liquid capital requirement.

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Notes to Consolidated Financial Statements

The table below summarizes capital, capital requirements and excess regulatory capital as of December 31, 2024.

Net Capital/
Eligible Equity Requirement Excess
(in millions)
IB LLC $ 9,450 $ 1,268 $ 8,182
IBHK 1,427 359 1,068
IBIE 1,302 293 1,009
Other regulated operating subsidiaries 2,274 170 2,104
$ 14,453 $ 2,090 $ 12,363

Regulatory capital requirements could restrict the operating subsidiaries from expanding their business and declaring dividends if their
net capital does not meet regulatory requirements. Also, certain operating subsidiaries are subject to other regulatory restrictions and
requirements.

As of December 31, 2024, all regulated operating subsidiaries were in compliance with their respective regulatory capital requirements.

17. Related Party Transactions

Receivable from affiliate, reported in “Other assets” in the consolidated statements of financial condition, represents amounts advanced
to Holdings and payable to affiliate represents amounts payable to Holdings under the Tax Receivable Agreement (see Note 4).

The table below presents the receivables from and payables to directors, officers, and their affiliates which are included in receivables
from and payables to customers, respectively, in the consolidated statements of financial condition for the periods indicated.

December 31,
2024 2023

(in millions)
Receivables from directors, officers and their affiliates $ 44 $ 6
Payables to directors, officers, and their affiliates $ 1,320 $ 985

The Company may extend credit to these related parties in connection with margin and securities loans. Such loans are (i) made in the
ordinary course of business, (ii) are made on substantially the same terms, including interest rates and collateral, as those prevailing at
the time for comparable loans with persons not related to the company, and (iii) do not involve more than the normal risk of collectability
or present other unfavorable features.

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Notes to Consolidated Financial Statements

18. Parent Company Condensed Financial Statements

The preparation of the Parent Company Condensed Financial Statements in conformity with U.S. GAAP requires management to
make estimates and assumptions that affect reported amounts and disclosures in the condensed financial statements.

Parent Company Only – Condensed Statements of Financial Condition

December 31,
(in millions, except share amounts) 2024 2023
Assets
Cash and cash equivalents $ 1 $ 6
Investments in subsidiaries, equity basis 4,270 3,571
Other assets 1 233 230
Total assets $ 4,504 $ 3,807
Liabilities and Equity
Liabilities:
Payable to affiliates 2 $ 195 $ 209
Accrued expenses and other liabilities 29 14
224 223
Stockholders' equity:
Common stock, $0.01 par value per share:
Class A – Authorized - 1,000,000,000, Issued - 109,061,059 and 107,178,928 shares, Outstanding –
108,904,613 and 107,045,994 shares as of December 31, 2024 and 2023 1 1
Class B – Authorized, Issued and Outstanding – 100 shares as of December 31, 2024 and 2023 — —
Additional paid-in capital 1,816 1,726
Retained earnings 2,515 1,852
Accumulated other comprehensive income, net of income taxes of $0 and $0 as of December 31, 2024 and
2023 (45) 8
Treasury stock, at cost, 156,446 and 133,034 shares as of December 31, 2024 and 2023 (7) (3)
Total equity 4,280 3,584
Total liabilities and equity $ 4,504 $ 3,807
___________________________

(1) As of December 31, 2024 and 2023, receivables from affiliates were immaterial.

(2) As of December 31, 2024 and 2023, respectively, payable to affiliates of $195 million and $210 million consisted primarily of
amounts payable to Holdings under the Tax Receivable Agreement.

Parent Company Only – Condensed Statements of Comprehensive Income


Year-Ended December 31,
(in millions) 2024 2023 2022
Income (loss) before income from subsidiaries $ (12) $ 5 $ 4
Undistributed gains of subsidiaries, net 913 737 463
Income tax expense 146 142 87
Net income $ 755 $ 600 $ 380

Net income available for common stockholders $ 755 $ 600 $ 380


Cumulative translation adjustment, net of tax (53) 30 (26)
Comprehensive income available for common stockholders $ 702 $ 630 $ 354

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Notes to Consolidated Financial Statements

Parent Company Only – Condensed Statements of Cash Flows

Year-Ended December 31,

(in millions) 2024 2023 2022


Cash flows from operating activities
Net income $ 755 $ 600 $ 380
Adjustments to reconcile net income to net cash used in operating activities
Undistributed gains of subsidiaries, net (913) (737) (463)
Deferred income taxes 2 34 28
(Gain) loss on remeasurement of Tax Receivable Agreement liability 10 (7) (6)
Changes in operating assets and liabilities 64 (33) 20
Net cash used in operating activities (82) (143) (41)
Cash flows provided by investing activities 1 246 185 127
Cash flows used in financing activities (116) (67) (59)
Effect of exchange rate changes on cash and cash equivalents (53) 30 (26)
Net increase in cash and cash equivalents (5) 5 1
Cash and cash equivalents at beginning of year 6 1 —
Cash and cash equivalents at end of year $ 1 $ 6 $ 1
Supplemental disclosures of cash flow information
Cash paid for interest $ 3 $ 2 $ 1
Cash paid for taxes, net $ 117 $ 111 $ 67

Non-cash investing activities:


Non-cash distributions from subsidiaries $ — $ — $ 1
___________________________

(1) Dividends received from IBG LLC for the three years ended December 31, 2024, 2023 and 2022, were $246 million, $185 million and
$128 million, respectively.

19. Subsequent Events

The Company has evaluated subsequent events for adjustment to or disclosure in its consolidated financial statements through the date
the consolidated financial statements were issued.

Except as disclosed in Note 4 and Note 14, no other recordable or disclosable events occurred.

*****

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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL


DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to provide reasonable assurance that information required
to be disclosed in the reports it files or submits under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed,
summarized and reported accurately and within the time periods specified in the SEC’s rules and forms. Disclosure controls and
procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the
Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to management, including the
Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), as appropriate, to allow timely decisions regarding required
disclosure.

Under the supervision and with the participation of our management, including our CEO and our CFO, we conducted an evaluation of
our disclosure controls and procedures; as such term is defined under Exchange Act Rule 13a-15(e). Based on this evaluation, our CEO
and our CFO concluded that our disclosure controls and procedures were effective as of the end of the period covered by this annual
report.

Management’s Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting. IBG, Inc.’s internal
control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

Our internal control over financial reporting includes those policies and procedures that pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of IBG, Inc.; provide reasonable assurance
that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted
accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of IBG, Inc.’s
management and directors; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use
or disposition of our assets that could have a material effect on our financial statements.

Our Accounting Policy Committee (the “APC”) provides a robust framework for the design and implementation of all relevant controls.
The APC is comprised of six (6) experienced subject matter experts from within the Company’s accounting and regulatory disciplines,
and includes the CFO and the Chief Accounting Officer. The APC is responsible for assessing the effects of complex transactions and
related accounting guidance on the Company’s financial statements and to report the results of its assessments to management and to
the Audit Committee. The APC’s mandate includes review and approval of the adoption and implementation of accounting guidance
(new or newly applicable) by the Company.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any
evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions,
or that the degree of compliance with the policies or procedures may deteriorate.

Management, including our CEO and our CFO, assessed the effectiveness of IBG, Inc.’s internal control over financial reporting as of
December 31, 2024. In making this assessment, management used the criteria set forth in Internal Control-Integrated Framework (2013)
issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on management’s assessment
and those criteria, management concluded that IBG, Inc. maintained effective internal control over financial reporting as of December
31, 2024.

The effectiveness of the Company’s internal control over financial reporting as of December 31, 2024, has been audited by Deloitte &
Touche LLP, an independent registered public accounting firm, as stated in their report, which appears herein.

Changes to Internal Control over Financial Reporting

No changes to our internal control over financial reporting for the year ended December 31, 2024 have materially affected, or are
reasonably likely to materially affect, our internal control over financial reporting.
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and the Board of Directors of


Interactive Brokers Group, Inc.

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of Interactive Brokers Group, Inc. and subsidiaries (the “Company”) as of
December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of
Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects,
effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated
Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB),
the consolidated statements as of and for the year ended December 31, 2024, of the Company and our report dated February 27, 2025,
expressed an unqualified opinion on those financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of
the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control
over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based
on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company
in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission
and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness
exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such
other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting
principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the
maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the
company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in
accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention
or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the
financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections
of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in
conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte & Touche LLP


New York, New York
February 27, 2025

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ITEM 9B. OTHER INFORMATION

During the quarter ended December 31, 2024, none of our directors or officers adopted, modified or terminated a contract, instruction
or written plan for the purchase or sale of our securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or a
“non-Rule 10b5-1 trading arrangement”, as defined in Item 408(c) of Regulation S-K.

ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Information related to the Company’s directors and nominees under the following captions in the Company’s Proxy Statement is
incorporated by reference herein:

• “Item 1 - Election of Directors”

• “Item 1 - Election of Directors - Board Meetings and Committees”

Executive Officers and Directors of Interactive Brokers Group, Inc.


Name Age Position
Thomas Peterffy 80 Chairman of the Board of Directors
Earl H. Nemser 78 Vice Chairman and Director
Milan Galik 58 Chief Executive Officer, President and Director
Paul J. Brody 64 Chief Financial Officer, Treasurer, Secretary and Director
Thomas A. Frank 69 Executive Vice President
Lawrence E. Harris 68 Director (Independent)
William Peterffy 35 Director
Nicole Yuen 62 Director (Independent)
Jill Bright 62 Director (Independent)
Richard Repetto 66 Director (Independent)

Thomas Peterffy – Mr. Peterffy, our founder, has been the Chairman of our Board since November 2006 and Chief Executive Officer
from November 2006 to September 2019. Mr. Peterffy has been at the forefront of applying computer technology to automate trading
and brokerage functions since he emigrated from Hungary to the United States in 1965. In 1977, after purchasing a seat on the American
Stock Exchange and trading as an individual market maker in equity options, Mr. Peterffy was among the first to apply a computerized
mathematical model to continuously value equity option prices. By 1986, Mr. Peterffy developed and employed a fully integrated,
automated market making system for stocks, options and futures. As this pioneering system extended around the globe, online brokerage
functions were added and, in 1993, Interactive Brokers was formed.

Earl H. Nemser – Mr. Nemser has been our Vice Chairman since November 2006. Mr. Nemser has been the Vice Chairman of IBG
LLC and its predecessors since 1988 and serves as a director and/or officer for various subsidiaries of IBG LLC. Mr. Nemser serves as
an Independent Advisor to the law firm Dechert LLP. Mr. Nemser served as Special Counsel to Dechert LLP from January 2005 to
October 2018. Prior to such time, Mr. Nemser served as Partner at the law firms of Swidler Berlin Shereff Friedman, LLP from 1995 to
December 2004 and Cadwalader, Wickersham & Taft LLP prior to 1995. Mr. Nemser received a Bachelor of Arts degree in economics
from New York University in 1967 and a Juris Doctor, magna cum laude, from Boston University School of Law in 1970.

Milan Galik – Mr. Galik joined us in 1990 as a software developer and has served as the Chief Executive Officer of the Company since
October 2019. Mr. Galik has also served as President of the Company and IBG LLC since October 2014. Mr. Galik served as Senior
Vice President, Software Development of IBG LLC from October 2003 to October 2014. In addition, Mr. Galik has served as Vice
President of IBKR Securities Services LLC since April 1998 and served as a member of the board of directors of the Boston Options
Exchange from October 2013 to May 2023. Mr. Galik received a Master of Science degree in electrical engineering from the Technical
University of Budapest in 1990.

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Paul J. Brody – Mr. Brody has been our Chief Financial Officer, Treasurer and Secretary since November 2006. Mr. Brody joined the
Company in 1987 and has served as Chief Financial Officer of IBG LLC since December 2003. Mr. Brody serves as a director and/or
officer for various of our subsidiaries. From 2005 to 2012, Mr. Brody served as a director, and for a portion of the time as member Vice
Chairman, of The Options Clearing Corporation, of which Interactive Brokers LLC and IBKR Securities Services LLC are members.
Mr. Brody also served as a director of Quadriserv Inc., an electronic securities lending platform provider, from 2009 to 2015. Mr. Brody
received a Bachelor of Arts degree in economics from Cornell University in 1982.

Thomas A. Frank – Dr. Frank joined us in 1985 and has served since July 1999 as Executive Vice President of Interactive Brokers LLC.
Dr. Frank served as Interactive Brokers LLC’s Chief Information Officer from July 1999 to April 2024. In addition, Dr. Frank has served
as Vice President of IBKR Securities Services LLC since December 1990. Dr. Frank has served as a director of The Options Clearing
Corporation, since 2015. Dr. Frank received a Ph.D. in physics from the Massachusetts Institute of Technology in 1985.

Lawrence E. Harris – Dr. Harris has been a director since July 2007 and lead independent director since July 2012. Dr. Harris is a
professor of Finance and Business Economics at the University of Southern California, where he holds the Fred V. Keenan Chair in
Finance at the Marshall School of Business. Dr. Harris also serves as trustee of the Davis Fundamental ETF Trust and as the research
coordinator of the Institute for Quantitative Research in Finance. Dr. Harris formerly served as Chief Economist of the U.S. Securities
and Exchange Commission. Dr. Harris earned his Ph.D. in Economics from the University of Chicago and is a CFA charterholder.
Dr. Harris is an expert in the economics of securities market microstructure. Dr. Harris has written extensively about trading rules,
transaction costs, index markets, and market regulation. Dr. Harris is also the author of the widely respected textbook Trading and
Exchanges: Market Microstructure for Practitioners.

William Peterffy – Mr. William Peterffy has been a director since April 2020, following one year as a Board observer. Mr. William
Peterffy is the Chair of the Investment Committee of the Peterffy Foundation where he oversees its investment portfolio. Mr. William
Peterffy is also a member of the Board of Trustees of the Collective Heritage Institute (commonly known as Bioneers) and focuses his
efforts on sustainability issues. Mr. William Peterffy is the Chief Executive Officer and founder of One Small Planet. Mr. William
Peterffy also worked as an investment analyst within the hedge fund industry. Mr. William Peterffy is the son of our Chairman, Mr.
Thomas Peterffy.

Nicole Yuen – Ms. Yuen has been a director since July 2020. Ms. Yuen has had a long-standing career in investment banking in Asia
for over two decades and is widely credited for her pioneering efforts in internationalizing China’s capital market. Ms. Yuen was
formerly Managing Director, Head of Equities, North Asia and Vice Chairman, Greater China for Credit Suisse from 2012 to 2018.
Before joining Credit Suisse, Ms. Yuen worked at UBS for 18 years holding various leadership positions, across investment banking
and securities divisions in Asia. Ms. Yuen also served as a member of the Listing Committee of the China Securities Regulatory
Commission. Prior to investment banking, Ms. Yuen was a partner at Clifford Chance, Hong Kong, after having worked as a lawyer in
the U.K., the U.S. and The Netherlands. Ms. Yuen now also sits on the board of Asia Dragon Trust plc as an independent non-executive
director.

Jill Bright – Ms. Bright has been a director since April 2022. Ms. Bright has over three decades of experience in human resources
management and administration. Ms. Bright is an operating executive at Crestview Partners focused on human capital management and
also serves as Chief Transformation Officer for one of their portfolio companies. Ms. Bright has served as Chief Administrative Officer
for LionTree LLC as well as for Condé Nast, led Human Resources & Administration for Sotheby’s and spent over five years in Human
Resources at American Express. Ms. Bright is currently a Board Director and Chair of the Compensation Committee for WideOpenWest
(WOW) and also serves as a Board Director and Chair of the Human Resource Committee for Pursuit (PRSU). Ms. Bright completed
her MBA at New York University's Stern School of Business.

Richard Repetto – Mr. Repetto has been a director since January 2024. Mr. Repetto is a renowned research analyst with over 25 years
of experience covering electronic trading and financial technology companies. Mr. Repetto retired in June 2023 as Managing Director
and Senior Research Analyst at Piper Sandler. Mr. Repetto is currently employed at Cornerstone Financial Technology Management, a
hedge fund focused on using advanced technology in the investment decision making process for financial technology stocks.
Throughout his successful career, Mr. Repetto received many accolades, including the Financial Times/StarMine “Global Analyst of
the Year” from the Financial Times in 2012.

Code of Ethics

IBG, Inc.’s Code of Ethics and Business Conduct applies to all directors, officers and employees, including its Chief Executive Officer,
its Chief Financial Officer and its Chief Accounting Officer. Information relating to our Code of Business Conduct and Ethics is included
in Part I, Item 1 of this Annual Report on Form 10-K. We will post any amendments to the Code of Ethics and Business Conduct, and
any waivers that are required to be disclosed by the rules of either the SEC or Nasdaq on the investor relations section of our website
located at www.interactivebrokers.com/ir.

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Insider Trading Policy

We have adopted an Insider Trading Policy that governs the purchase, sale and/or other dispositions of our securities by our directors,
officers and employees, as well as their immediate family members and entities owned or controlled by them, that is designed to promote
compliance with insider trading laws, rules and regulations.

ITEM 11. EXECUTIVE COMPENSATION

Information relating to director and executive officer compensation under the following captions in the Company’s Proxy Statement is
incorporated by reference herein:

• “Compensation of Directors”

• “Executive Compensation”

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS

Other information relating to security ownership of certain beneficial owners and management is set forth under the caption “Beneficial
Ownership of Directors, Executive Officers and Owners of More than Five Percent” in the Company’s Proxy Statement and such
information is incorporated by reference herein.

ITEM 13. TRANSACTIONS WITH RELATED PERSONS, PROMOTERS AND CERTAIN CONTROL PERSONS

Information regarding certain relationships and related transactions under the following caption in the Company’s Proxy Statement and
such information is incorporated by reference herein:

• “Certain Relationships and Related Transactions”

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Information regarding principal accounting fees and under the following caption in the Company’s Proxy Statement is incorporated by
reference herein:

• “Item 2 - Ratification of Appointment of Independent Registered Public Accounting Firm”


PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

Documents filed as part of this report

1. Consolidated Financial Statements

The consolidated financial statements required to be filed in the Annual Report on Form 10-K are listed on page 59 hereof and in Part II,
Item 8 hereof.

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2. Exhibits

Exhibit
Number Description
3.1 Amended and Restated Certificate of Incorporation of Interactive Brokers Group, Inc. (filed as Exhibit 3.1 to
Amendment No. 2 to the Registration Statement on Form S-1 filed by the Company on April 4, 2007).**
3.2 Amended bylaws of Interactive Brokers Group, Inc. (filed as Exhibit 3.1 to the Form 8-K filed by the Company on
February 24, 2016).**
4.1 Description of the Registrant’s Securities.
10.1 Amended and Restated Operating Agreement of IBG LLC (filed as Exhibit 10.1 to the Quarterly Report on Form 10-Q
for the Quarterly Period Ended March 31, 2007 filed by the Company on June 15, 2007).**
10.2 Form of Limited Liability Company Operating Agreement of IBG Holdings LLC (filed as Exhibit 10.5 to Amendment
No. 1 to the Registration Statement on Form S-1 filed by the Company on February 12, 2007).**
10.3 Exchange Agreement by and among Interactive Brokers Group, Inc., IBG Holdings LLC, IBG LLC and the Members of
IBG LLC (filed as Exhibit 10.3 to the Quarterly Report on Form 10-Q for the Quarterly Period Ended September 30,
2009 filed by the Company on November 11, 2009).**
10.4 Tax Receivable Agreement by and between Interactive Brokers Group, Inc. and IBG Holdings LLC (filed as Exhibit 10.3
to the Quarterly Report on Form 10-Q for the Quarterly Period Ended March 31, 2007 filed by the Company on June 15,
2007).**
10.5 Amended Interactive Brokers Group, Inc. 2007 Stock Incentive Plan (filed as Exhibit 10.5 to Form 10-Q for the Quarterly
Period Ended June 30, 2023 filed by the Company on August 7, 2023)**+
10.6 Interactive Brokers Group, Inc. 2007 ROI Unit Stock Plan. (filed as Exhibit 10.9 to Amendment No. 2 to the Registration
Statement on Form S-1 filed by the Company on April 4, 2007).**+
10.7 Interactive Brokers Group, Inc. Amendment to the Exchange Agreement (filed as Exhibit 10.1 to the Form 8-K filed by
the Company on June 6, 2012).**+
10.8 Second Amendment to Exchange Agreement by and among Interactive Brokers Group, Inc., IBG Holdings LLC, IBG
(filed as Exhibit 10.1 to the Quarterly Report on Form 10-Q for the Quarterly Period Ended September 31, 2015 filed by
the Company on November 9, 2015).**
10.9 First Amendment to Limited Liability Company Agreement of IBG Holdings LLC (filed as Exhibit 10.2 to the Quarterly
Report on Form 10-Q for the Quarterly Period Ended September 31, 2015 filed by the Company on November 9,
2015).**
19.1 Insider Trading Policies and Procedures.
21.1 Subsidiaries of the registrant.
23.1 Consent of Independent Registered Public Accounting Firm.
31.1 Certification of Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 Certification of Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1 Certification of Chief Executive Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2 Certification of Chief Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
97.1 Policy Relating to Recovery of Erroneously Awarded Compensation. (filed as Exhibit 97.1 to the Annual Report on
Form 10-K for the Annual Period Ended December 31, 2023 filed by the Company on February 27, 2024)**
101.INS XBRL Instance Document*
101.SCH XBRL Extension Schema*
101.CAL XBRL Extension Calculation Linkbase*
101.DEF XBRL Extension Definition Linkbase*
101.LAB XBRL Extension Label Linkbase*
101.PRE XBRL Extension Presentation Linkbase*
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

___________________________

** Previously filed; incorporated herein by reference.

+ These exhibits relate to management contracts or compensatory plans or arrangements.

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* Attached as Exhibit 101 to this Annual Report on Form 10-K for the annual period ended December 31, 2024, are the following
materials formatted in iXBRL (Inline eXtensible Business Reporting Language) (i) the Consolidated Statements of Financial
Condition, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Statements of Cash Flows, (iv) the
Consolidated Statements of Changes in Stockholders’ Equity and (v) Notes to the Consolidated Financial Statements tagged in
detail levels 1-4.

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ITEM 16. 10-K SUMMARY

None.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) the Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned thereunto duly authorized.

INTERACTIVE BROKERS GROUP, INC.

/s/ PAUL J. BRODY


Name: Paul J. Brody
Title: Chief Financial Officer, Treasurer and Secretary
(Signing both in his capacity as a duly authorized officer
and as principal financial officer of the registrant)
Date: February 27, 2025

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of
the registrant and in the capacities and on the dates indicated:

Signature Title Date

/s/ THOMAS PETERFFY


Chairman of the Board of Directors February 27, 2025
Thomas Peterffy

/s/ EARL H. NEMSER


Vice Chairman of the Board of Directors February 27, 2025
Earl H. Nemser

/s/ MILAN GALIK Chief Executive Officer and President


February 27, 2025
Milan Galik (Principal Executive Officer)

/s/ DENIS MENDONCA Chief Accounting Officer


February 27, 2025
Denis Mendonca (Principal Accounting Officer)

/s/ LAWRENCE E. HARRIS


Director February 27, 2025
Lawrence E. Harris

/s/ NICOLE YUEN


Director February 27, 2025
Nicole Yuen

/s/ RICHARD REPETTO


Director February 27, 2025
Richard Repetto
Exhibit 4.1

DESCRIPTION OF CAPITAL STOCK

The following is a summary of Interactive Brokers Group, Inc.’s capital stock and provisions of our certificate of incorporation and
bylaws, as each is currently in effect. This summary does not purport to be complete and is qualified in its entirety by the provisions
of our certificate of incorporation and bylaws, copies of which are incorporated by reference as exhibits to this Annual Report on
Form 10-K. When we use the terms “we,” “us,” and “our,” we mean solely Interactive Brokers Group, Inc. and not our subsidiaries.

Our authorized capital stock consists of 1,000,000,000 shares of Class A common stock, par value $0.01 per share, 100 shares of Class
B common stock, par value $0.01 per share and 10,000 shares of preferred stock. In this section, when we refer to “common stock,”
we are referring to Class A common stock and Class B common stock, taken as a whole.

Common Stock

Except as otherwise provided in our organizational documents and applicable law, all shares of common stock are identical and entitle
the holder to the same rights and privileges and subjects them to the same limitations and restrictions. The principle difference
between the Class A and Class B common stock concerns relative voting rights.

Class A common stock

Voting rights

The holders of Class A common stock are entitled to one vote per share. Holders of shares of Class A common stock are not entitled to
cumulate their votes in the election of directors. Generally, all matters to be voted on by stockholders must be approved by a majority
(or, in the case of election of directors, by a plurality) of the votes entitled to be cast by all shares of Class A common stock and Class
B common stock present in person or represented by proxy, voting together as a single class. Except as otherwise provided by law,
amendments to our amended and restated certificate of incorporation must be approved by a majority of the combined voting power of
all shares of Class A common stock and Class B common stock, voting together as a single class. However, amendments to the
amended and restated certificate of incorporation that would alter or change the powers, preferences or special rights of the Class A
common stock so as to affect them adversely also must be approved by a majority of the votes entitled to be cast by the holders of the
shares affected by the amendment, voting as a separate class. Notwithstanding the foregoing, any amendment to our amended and
restated certificate of incorporation to increase or decrease the authorized shares of any class of common stock (but not below the
number of shares thereof then outstanding) shall be approved upon the affirmative vote of the holders of a majority of the shares of
Class A common stock and Class B common stock, voting together as a single class.

Dividend rights

Subject to the rights of any Preferred Stock, holders of Class A common stock share ratably (based on the number of shares of
common stock held) in any dividend declared by our board of directors. Dividends consisting of shares of Class A common stock may
be paid only as follows: (i) shares of Class A common stock may be paid only to holders of shares of Class A common stock; and (ii)
shares are paid proportionally with respect to each outstanding share of Class A common stock. We may not subdivide or combine
shares of either class of common stock without at the same time proportionally subdividing or combining shares of the other class.
Dividends payable to holders of Class B common stock can only be paid if dividends in the same amount per share are simultaneously
paid to holders of Class A common stock.

Liquidation rights

On our liquidation, dissolution or winding up and subject to the rights of any Preferred Stock, all holders of Class A common stock are
entitled to share ratably in any assets available for distribution to holders of shares of common stock.

1
Other matters

In accordance with the amended and restated limited liability company agreement pursuant to which IBG LLC is governed, we intend
to keep the number of outstanding IBG LLC membership interests owned by us equal to the number of outstanding shares of our
common stock at all times. This means that as we issue additional shares of our common stock we would expect to use the proceeds
to acquire a corresponding number of shares in IBG LLC. To the extent this occurs, existing common stockholders experience no
material dilution with regard to their equity interest in IBG LLC as a result of the issuance of additional shares of our common stock.

In the event of our merger or consolidation with or into another company in connection with which shares of either class of common
stock are converted into or exchangeable for shares of stock, other securities or property (including cash), all holders of common
stock, regardless of class, are entitled to receive the same kind and amount of shares of stock and other securities and property
(including cash), provided that if shares of either class of common stock are exchanged for shares of capital stock, such shares
exchanged for or changed into may differ to the extent that the Class A common stock and the Class B common stock differ.

No shares of either class of common stock are subject to redemption or have preemptive rights to purchase additional shares of either
class of common stock. All outstanding shares of Class A common stock have been legally issued, fully paid and nonassessable.

Class B common stock

Voting rights

The holders of Class B common stock, in the aggregate, are entitled to the number of votes equal to the number of IBG LLC
membership interests held by such holders. IBG Holdings LLC, as the sole holder of the Class B common stock, is entitled to
approximately 314 million votes, as of December 31, 2024.

Holders of shares of Class B common stock are not entitled to cumulate their votes in the election of directors. Generally, all matters
to be voted on by stockholders must be approved by a majority (or, in the case of election of directors, by a plurality) of the votes
entitled to be cast by all shares of Class B common stock and Class A common stock present in person or represented by proxy, voting
together as a single class. Except as otherwise provided by law, amendments to the amended and restated certificate of incorporation
must be approved by a majority of the combined voting power of all shares of Class B common stock and Class A common stock,
voting together as a single class. However, amendments to the certificate of incorporation that would alter or change the powers,
preferences or special rights of the Class B common stock so as to affect them adversely also must be approved by a majority of the
votes entitled to be cast by the holders of the shares affected by the amendment, voting as a separate class. Notwithstanding the
foregoing, any amendment to our amended and restated certificate of incorporation to increase or decrease the authorized shares of
any class of common stock (but not below the number of shares thereof then outstanding) shall be approved upon the affirmative vote
of the holders of a majority of the shares of Class B common stock and Class A common stock, voting together as a single class.

Dividend rights

Subject to the rights of any Preferred Stock, holders of Class B common stock share ratably (based on the number of shares of
common stock held) in any dividend declared by the board of directors. Dividends consisting of shares of Class B common stock may
be paid only as follows: (i) shares of Class B common stock may be paid only to holders of shares of Class B common stock; and (ii)
shares are paid proportionally with respect to each outstanding share of Class B common stock. We may not subdivide or combine
shares of either class of common stock without at the same time proportionally subdividing or combining shares of the other class.
Dividends payable to holders of Class B common stock can only be paid if dividends in the same amount per share are simultaneously
paid to holders of Class A common stock.

Liquidation rights

On our liquidation, dissolution or winding up and subject to the rights of any Preferred Stock, all holders of Class B common stock are
entitled to share ratably in any assets available for distribution to holders of shares of common stock.

2
Other matters

In the event of our merger or consolidation with or into another company in connection with which shares of either class of common
stock are converted into or exchangeable for shares of stock, other securities or property (including cash), all holders of common
stock, regardless of class, are entitled to receive the same kind and amount of shares of stock and other securities and property
(including cash), provided that, if shares of either class of common stock are exchanged for shares of capital stock, such shares
exchanged for or changed into may differ to the extent that the Class A common stock and the Class B common stock differ.

No shares of either class of common stock are subject to redemption or will have preemptive rights to purchase additional shares of
either class of common stock. All outstanding shares of Class B common stock have been legally issued and are fully paid and
nonassessable.

Preferred Stock

Our board of directors has the authority, without further action by our stockholders, to issue our preferred stock in one or more series
and to fix the rights, preferences, privileges, and restrictions thereof. These rights, preferences, and privileges include dividend rights,
conversion rights, voting rights, terms of redemption, liquidation preferences, sinking fund terms, and the number of shares
constituting any series or the designation of such series, any or all of which may be greater than the rights of our common stock. The
issuance of our preferred stock could adversely affect the voting power of our holders of common stock and the likelihood that such
holders will receive dividend payments and payments upon liquidation. In addition, the issuance of our preferred stock could have the
effect of delaying, deferring, or preventing a change in our control.

Anti-takeover Effects of the Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws

Certain provisions of our amended and restated certificate of incorporation and our bylaws could have anti-takeover effects. These
provisions are intended to enhance the likelihood of continuity and stability in the composition of our corporate policies formulated by
our board of directors. In addition, these provisions also are intended to ensure that our board of directors will have sufficient time to
fulfill its fiduciary duties to us and our stockholders. These provisions also are designed to reduce our vulnerability to an unsolicited
proposal for our takeover that does not contemplate the acquisition of all of our outstanding shares or an unsolicited proposal for the
restructuring or sale of all or part of us. The provisions are also intended to discourage certain tactics that may be used in proxy fights.
However, these provisions could delay or frustrate the removal of incumbent directors or the assumption of control of us by the holder
of a large block of common stock, and could also discourage or make more difficult a merger, tender offer, or proxy contest, even if
such event would be favorable to the interest of our stockholders.

Special meetings of stockholders. Our bylaws preclude our stockholders from calling special meetings of stockholders or requiring the
board of directors or any officer to call such a meeting or from proposing business at such a meeting. Our bylaws provide that only a
majority of our board of directors, the chairman of the board or the chief executive officer can call a special meeting of stockholders.
Because our stockholders do not have the right to call a special meeting, a stockholder cannot force stockholder consideration of a
proposal over the opposition of the board of directors by calling a special meeting of stockholders prior to the time a majority of the
board of directors, the chairman of the board or the chief executive officer believes the matter should be considered or until the next
annual meeting provided that the requestor met the notice requirements. The restriction on the ability of stockholders to call a special
meeting means that a proposal to replace board members also can be delayed until the next annual meeting.

Other limitations on stockholder actions. Advance notice is required for stockholders to nominate directors or to submit proposals for
consideration at meetings of stockholders. This provision may have the effect of precluding the conduct of certain business at a
meeting if the proper notice is not provided and may also discourage or deter a potential acquirer from conducting a solicitation of
proxies to elect the acquirer’s own slate of directors or otherwise attempting to obtain control of our company. In addition, the ability
of our stockholders to remove directors without cause is precluded.

3
Section 203 of the General Corporation Law of the State of Delaware

We are subject to Section 203 of the General Corporation Law of the State of Delaware, which prohibits a Delaware corporation from
engaging in any business combination with any interested stockholder for a period of three years following the date that such
stockholder became an interested stockholder, with the following exceptions:

• prior to such date, the board of directors of the corporation approved either the business combination or the transaction that
resulted in the stockholder becoming an interested holder;

• upon consummation of the transaction that resulted in the stockholder becoming an interested stockholder, the interested
stockholder owned at least 85% of the voting stock of the corporation outstanding at the time the transaction commenced,
excluding for purposes of determining the number of shares outstanding those shares owned by persons who are directors and
also officers and by employee stock plans in which employee participants do not have the right to determine confidentially
whether shares held subject to the plan will be tendered in a tender or exchange offer; and

• on or subsequent to such date, the business combination is approved by the board of directors and authorized at an annual or
special meeting of the stockholders, and not by written consent, by the affirmative vote of at least 662/3% of the outstanding
voting stock that is not owned by the interested stockholder.

Section 203 defines business combination to include the following (each as more particularly described under Delaware law):

• any merger or consolidation involving the corporation and the interested stockholder;

• any sale, transfer, pledge or other disposition of 10% or more of the assets of the corporation involving the interested
stockholder;

• subject to certain exceptions, any transaction that results in the issuance or transfer by the corporation of any stock of the
corporation to the interested stockholder;

• any transaction involving the corporation that has the effect of increasing the proportionate share of the stock or any class or
series of the corporation beneficially owned by the interested stockholder; or

• the receipt by the interested stockholder of the benefit of any loss, advances, guarantees, pledges, or other financial benefits
by or through the corporation.

In general, Section 203 defines an interested stockholder as an entity or person beneficially owning 15% or more of the outstanding
voting stock of the corporation or any entity or person affiliated with or controlling or controlled by such entity or person.

Transfer Agent and Registrar

The transfer agent and registrar for shares of our common stock is Computershare Shareholder Services, Inc.

Listing

Our common stock is listed on The Nasdaq Stock Market LLC’s Global Select Market under the symbol “IBKR.”

4
Exhibit 19.1

INSIDER TRADING POLICES AND PROCEDURES

I. OVERVIEW
All employees of Interactive Brokers Group, Inc. and its direct and indirect subsidiaries (collectively, the “Group”) have a
continuing obligation to: (i) comply with all applicable laws and regulations related to securities trading, including the prohibition
against trading based on material non-public information; (ii) disclose any trading activity undertaken in securities or commodities
accounts under their control or in which they or their families have any interest, and; (iii) refrain from engaging in any trading or
investing activity that conveys, or appears to convey, a personal benefit to an employee related to a Group action over which the
employee had influence. The following explains the various regulatory requirements to which Group affiliates and their employees
are subject, and the requirements, obligations and restrictions applicable to the Group and its employees.

II. REGULATORY REQUIREMENTS


Group affiliates are subject to the rules and regulations of the various national, state and/or provincial government regulators of a
variety of jurisdictions globally, as well as of the Self- Regulatory Organizations of which they are members (collectively,
“Regulatory Authorities”). Certain Regulatory Authorities require the monitoring and/or reporting of employee trading activity in
order to identify trades that may violate the prohibitions on insider trading and/or manipulative or deceptive practices. Such
prohibitions include trading on the basis of information relating to the trading activities of Group. The rules require that firms review
all trades effected for the accounts of exchange members or employees and their families. For these purposes, “employee accounts”
include any account in which an Employee has an interest or has the power, directly or indirectly, to make investment decisions and
“family member accounts” include accounts of the following:

• an employee's spouse;
• children of employees and the children's spouses, provided that they reside in the same household with, or are financially
dependent upon the employee;
• any other related individual over whose account the employee has control or financial interest in; and
• any other individual over whose account the employee has control and to whose financial support the employee materially
contributes.

III. ACCOUNT DISCLOSURE


In order to comply with the requirements of the Regulatory Authorities, Group employees must disclose all "employee accounts"
and "family member accounts," and must arrange for the Group to receive duplicate copies of all account statements for the trading
activity in these accounts. (Copies should be sent directly from the brokerage firm to the Group. The enclosed form letter should
be completed and returned to the Compliance Department, where it will be signed and forwarded to the brokerage firm.)
Each Group employee is under a continuing obligation to immediately advise the Group prior to establishing any new trading
account by providing the information requested on the attached form, and returning it signed and dated to the Compliance Department
within one week of receipt. Each Group employee is also under a continuing obligation to immediately notify the Group if the
employee closes an existing trading account. Periodically, the Group will remind Group employees to review the trading account
information that the Group has on file and confirm whether such information is accurate or needs to be revised. Group employees
must receive consent from the Group Compliance Department prior to participating in private securities transactions (e.g., private
placement offerings). Please note that any false or misleading statements made to the Group are cause for immediate termination
of employment.

IV. INSIDER TRADING IS PROHIBITED AND UNLAWFUL

The Group forbids any officer, director or employee from trading based on material non-public information, or communicating
material non-public information to others in violation of the law. The law concerning insider trading prohibits:

• trading by an insider, either personally or on behalf of others, while in possession of material nonpublic information;

• trading by a non-insider, while in possession of material nonpublic information; or

• communicating material nonpublic information to others.

1
Penalties for trading on or communicating material nonpublic information are severe, both for individuals involved in such
unlawful conduct and potentially their employers.

Identifying Inside Information:

Before considering trading for yourself or others in the securities of a company about which you may have potential inside
information, consider (and if unsure seek guidance from Compliance) the following questions:

• Is the information material? Is this information that an investor would consider important in making his or her investment
decisions? Is this information that would substantially affect the market price of the securities if generally disclosed?

• Is the information nonpublic? To whom has this information been provided? Has the information been effectively
communicated to the marketplace?

If you believe that the information is material and nonpublic, or if you have any questions as to whether the information is material
and nonpublic, you should take the following steps:

1. Report the matter immediately to your Chief Compliance Officer (“CCO”).

2. Do not use the information to purchase or sell the securities on behalf of yourself or others, including customer accounts
carried by the Firm.

3. Do not communicate the information inside or outside IB Group, other than to the CCO. After IB Group management has
reviewed the issue, you will be given appropriate guidance.

V. RESTRICTION ON TRADING RELATED TO IB GROUP ACTIONS


Group officers, directors and employees who have any knowledge, role in, or influence over a Group decision to take an action
(other than one required by law, rule or regulation) that could affect the market price of any security or investment product are
prohibited from engaging in trading related to such security or investment product for such period of time as the action taken could
affect pricing. The purpose of this policy is to ensure no Group employee can personally benefit, or even create the perception of
deriving personal benefit, from a Group action over which the employee had influence or knowledge. This prohibition applies even
after the action is publicly disclosed. For example, an employee involved in a Group decision to limit Group trading of a particular
security or category of securities is prohibited from engaging in trading related to such security or securities so long as the Group
limitation is in place.

VI. ADDITIONAL TRADING RESTRICTIONS:


1. Restrictions Applicable to Employees who trade on behalf of IBKR: Employees with knowledge of pending IBKR trading
that could affect the market price of any security or investment product are prohibited from engaging in trading related to
such security or investment product so long as such pending activity is undisclosed and could affect pricing.

2. Restrictions Applicable to Floor Personnel. Trading floor employees are prohibited from trading in securities,
commodities, derivative products, financial instruments, or other exchange traded investment products that trade at the
exchange at which the employee works.

3. Restrictions Applicable to All Group Employees. Group employees may not personally trade securities, commodities,
derivative products, financial instruments or exchange traded investment products on their own behalf between the hours of
8:30 a.m. and 6:00 p.m. local time at the Group employee’s place of employment (the “Prohibited Hours”); however, with
the approval of the Compliance Department of their region, Group employees may make arrangements for trading activity
on their behalf during Prohibited Hours, so long as the activity does not require their personal attention or involvement during
Prohibited Hours. Such approved arrangements may include, for example, retaining a Financial Advisor authorized to trade
on behalf of an employee during Prohibited Hours (without requiring any communication with or action by the employee
during Prohibited Hours) or use of automated trading tools that execute trades without requiring any monitoring by or
attention from employee during Prohibited Hours.

2
4. Restrictions Applicable to Trading Interactive Brokers Group, Inc. Securities (IBKR). Group employees, officers and
directors, and their spouses or significant others, children and other immediate family members who live with them (each a
“Covered Person”) may purchase or sell IBKR shares only within the ten (10) calendar day period beginning on the first
U.S. business day following one full trading day after the announcement of IBKR’s final quarterly (or annual) earnings as
filed with the SEC (“Trading Window”). Resulting trades must be executed within the Trading Window. Any orders that are
capable of executing outside the Trading Window, e.g., “good ‘til cancelled” (“GTC”) orders, must be cancelled at or before
the end of the Trading Window.
For example, if earnings are announced on a Tuesday, then the Trading Window would begin two days later on Thursday
and last until Friday of the following week (barring holidays). The foregoing restriction shall not apply to transactions made
under a trading plan adopted pursuant to SEC Rule 10b5-1(c) (a “Rule 10b5-1 Plan") and approved in writing by IBKR’s
Chief Financial Officer or General Counsel (or their designee).
No Covered Person may (at any time, including during the Trading Window) hedge IBKR stock, sell IBKR stock short or trade
IBKR-related derivative products (including without limitation equity options contracts, security futures contracts and CFDs)
(collectively, “IBKR Derivatives”).

In addition, no Covered Person may buy, sell, or otherwise trade in IBKR shares or IBKR Derivatives, or tip others to trade in
IBKR shares or IBKR Derivatives, while in possession of material, non-public information. If you have any question as to
whether you possess material, non-public information, you must consult with Compliance.

5. Restrictions Applicable to IBG Holdings LLC Members. IBG Holdings LLC Members and their “Related Parties” may
not under any circumstances purchase or otherwise acquire IBKR shares or IBKR Derivatives without the prior consent
of the Group’s Chairman.

For purposes of this item 5, “Related Parties” mean any family members (including spouse, siblings, ancestors, and lineal
descendants or any shares or interests that are beneficially owned by you or your family members through a trust or a
partnership, and any shares or interests owned by any other partner in a partnership in which you or one of your family
members holds an interest). If you have any questions regarding application of the foregoing, you must consult with the
Group’s Chairman.

VII. PURPOSE OF GROUP TRADING POLICIES AND RESTRICTIONS:

This policy is aimed at avoiding the possibility of violations of insider trading regulations and otherwise protects the Group from
loss.

If any employee discovers that another employee has traded without disclosure to the Group or in violation of the above trading
restrictions, or believes that another person has violated, or is about to violate, the prohibition against insider trading, or otherwise
engage, or is about to engage in, a manipulative or deceptive practice, such Group employee should immediately advise the
Compliance Department either directly or (including for anonymous reporting) through https://interactivebrokers.ethicspoint.com.
Appropriate rewards will be made to anyone who discovers and reports violations of these rules.

3
EXHIBIT 21.1
SUBSIDIARIES OF THE COMPANY
Name Jurisdiction of Organization
IBG LLC Connecticut, U.S.A.

The following is a list of subsidiaries of IBG LLC:


Name Jurisdiction of Organization
Interactive Brokers LLC(1) Connecticut, U.S.A.
IBKR Security Services LLC(2) Connecticut, U.S.A.
IA GP LLC Delaware, U.S.A.
Interactive Venture Partners GP LLC Delaware, U.S.A.
Interactive Venture Partners LLC Delaware, U.S.A.
IB Exchange Corp. Delaware, U.S.A.
IB Global Investments LLC(3) Delaware, U.S.A.
ForecastEx LLC(3) Delaware, U.S.A.
Interactive Brokers Ireland Limited Ireland
Interactive Brokers (India) Private Limited(3) India
Interactive Brokers Software Services (India) Private Limited India
Interactive Brokers Singapore Pte. Ltd Singapore

(1) IBG LLC owns 99.9% and Mr. Thomas Peterffy owns 0.1%.
(2) IBG LLC owns 99.99% and Mr. Thomas Peterffy owns 0.01%.
(3) IBG LLC Owns 99.99% and IB Exchange Corp. owns 0.01%

The following is a list of subsidiaries of IB Exchange Corp:


Name Jurisdiction of Organization
Interactive Brokers Canada Inc. Canada
Interactive Brokers (U.K.) Limited United Kingdom
Interactive Brokers Hong Kong Limited Hong Kong
Interactive Brokers Australia Pty Limited Australia
Interactive Brokers Securities Japan, Inc. Japan
IB Business Services (Shanghai) Company Limited China
IBKR Financial Services AG Switzerland
Interactive Brokers Hungary Informatikai KFT Hungary
Interactive Brokers Software Services Estonia OU Estonia
Interactive Brokers Software Services Rus Russia
Interactive Brokers Corp. Delaware, U.S.A.
Covestor, Inc. Delaware, U.S.A.

The following is a list of subsidiaries of IBKR Financial Services AG:


Name Jurisdiction of Organization
Global Financial Information Services GmbH Switzerland

The following is a list of subsidiaries and branches of Interactive Brokers (U.K.) Limited:
Name Jurisdiction of Organization
Interactive Brokers (U.K.) Nominee Limited United Kingdom
Interactive Brokers (U.K.) Limited (DIFC Branch) United Arab Emirates

The following is a list of subsidiaries of Interactive Brokers Australia Pty Limited:


Name Jurisdiction of Organization
Interactive Brokers Australia Nominees Pty Limited Australia

The following is a list of subsidiaries of Covestor, Inc.:


Name Jurisdiction of Organization
Covestor Limited United Kingdom

The following is a list of subsidiaries of Interactive Brokers Ireland Limited


Name Jurisdiction of Organization
Interactive Brokers Ireland (Nominee) Limited Ireland

The following is a list of subsidiaries of Interactive Brokers Hungary Informatikai KFT


Name Jurisdiction of Organization
Interactive Venture Partners Advisory Hungary KFT Hungary
Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in Registration Statement Nos. 333-142686, 333-174913, 333-203358
and 333-273481 on Form S-8 and Registration No. 333-273451 on Form S-3 of our reports dated February 27, 2025
relating to the consolidated financial statements of Interactive Brokers Group, Inc. and subsidiaries, and the
effectiveness of Interactive Brokers Group, Inc. and subsidiaries’, internal control over financial reporting, appearing
in this Annual Report on Form 10-K for the year ended December 31, 2024.

/s/ Deloitte & Touche LLP


New York, New York
February 27, 2025
EXHIBIT 31.1
CERTIFICATION
I, Milan Galik, certify that:

1. I have reviewed this Annual Report on Form 10-K for the year ended December 31, 2024 of Interactive
Brokers Group, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state
a material fact necessary to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report,
fairly present in all material respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control
over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and
procedures to be designed under our supervision, to ensure that material information relating to the
registrant, including its consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over
financial reporting to be designed under our supervision, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in
this report our conclusions about the effectiveness of the disclosure controls and procedures, as of
the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that
occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in
the case of an annual report) that has materially affected, or is reasonably likely to materially
affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of
internal control over financial reporting, to the registrant’s auditors and the Audit Committee of the
registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control
over financial reporting which are reasonably likely to adversely affect the registrant’s ability to
record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a
significant role in the registrant’s internal control over financial reporting.

By: /s/ MILAN GALIK


Name: Milan Galik
Title: Chief Executive Officer and President

Date: February 27, 2025


EXHIBIT 31.2
CERTIFICATION
I, Paul J. Brody, certify that:

1. I have reviewed this Annual Report on Form 10-K for the year ended December 31, 2024 of Interactive
Brokers Group, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state
a material fact necessary to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report,
fairly present in all material respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control
over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and
procedures to be designed under our supervision, to ensure that material information relating to the
registrant, including its consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over
financial reporting to be designed under our supervision, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in
this report our conclusions about the effectiveness of the disclosure controls and procedures, as of
the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that
occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in
the case of an annual report) that has materially affected, or is reasonably likely to materially
affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of
internal control over financial reporting, to the registrant’s auditors and the Audit Committee of the
registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control
over financial reporting which are reasonably likely to adversely affect the registrant’s ability to
record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a
significant role in the registrant’s internal control over financial reporting.

By: /s/ PAUL J. BRODY


Name: Paul J. Brody
Title: Chief Financial Officer, Treasurer and
Secretary
Date: February 27, 2025
EXHIBIT 32.1

CERTIFICATION

Pursuant to 18 U.S.C. § 1350, the undersigned officer of Interactive Brokers Group, Inc. (the “Company”) hereby
certifies that the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the “Report”)
fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of
1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition
and results of operations of the Company.

By: /s/ MILAN GALIK


Name: Milan Galik
Title: Chief Executive Officer and President

Date: February 27, 2025

The foregoing certification is being furnished solely pursuant to 18 U.S.C. § 1350 and is not being filed as part of
the Report or as a separate disclosure document.
EXHIBIT 32.2

CERTIFICATION

Pursuant to 18 U.S.C. § 1350, the undersigned officer of Interactive Brokers Group, Inc. (the “Company”) hereby
certifies that the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the “Report”)
fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of
1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition
and results of operations of the Company.

By: /s/ PAUL J. BRODY


Name: Paul J. Brody
Title: Chief Financial Officer, Treasurer and
Secretary

Date: February 27, 2025

The foregoing certification is being furnished solely pursuant to 18 U.S.C. § 1350 and is not being filed as part of
the Report or as a separate disclosure document.

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