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  • Controlled Company (new) — Thomas Peterffy controls 73.5% of voting power, allowing him to elect all directors and determine all stockholder votes; IBKR is exempt from Nasdaq independent-director and committee-composition requirements.
NASDAQ: IBKR Interactive Brokers Group, Inc. 424B5

Interactive Brokers issues 2.5M shares to Holdings in exchange for IBG LLC interests; no cash proceeds

Filed July 31, 2026 · ~2 min read

Key Changes

  • high

    Interactive Brokers is issuing 2,499,567 shares to Holdings in exchange for an equal number of IBG LLC membership interests. The company receives no cash proceeds from this transaction—it is an internal reorganization, not a capital raise.

    Use of Proceeds verify on EDGAR →
  • high

    Founder Thomas Peterffy controls 73.5% of voting power (73.4% post-offering) through his 91.6% economic interest in Holdings, which owns all Class B shares. He can elect all directors and block any change of control.

    Risk Factors verify on EDGAR →
  • high

    The company may issue up to 1,250.7 million additional shares (nearly 3x the current 450.6 million outstanding) to finance future purchases of IBG LLC interests from Holdings members. These offerings are anticipated at least annually.

    Risk Factors verify on EDGAR →

2 more material changes behind this preview — plus the full narrative summary, section-by-section diffs against the prior filing, and verbatim quotes with EDGAR citations.

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Figures/quotes linked to EDGAR · Narrative written by AI · Aug 3, 2026 · How we verify