Form 8-K - Current report

MARKETAXESS HOLDINGS INC.

Date: August 6, 2024

/s/ Ilene Fiszel Bieler

Ilene Fiszel Bieler

Chief Financial Officer

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 6, 2024

MarketAxess Holdings Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware

001-34091

52-2230784

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

55 Hudson Yards

New York, New York 10001

(Address of principal executive offices, including zip code)

(212) 813-6000

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class

Trading
Symbol(s)

Name of each exchange

on which registered

Common Stock, par value $0.003 per share

MKTX

NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 2.02

Results of Operations and Financial Condition

On August 6, 2024, MarketAxess Holdings Inc. (the “Company”) issued a press release announcing the Company’s financial results for its second quarter ended June 30, 2024. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information included in this Current Report on Form 8-K (including Exhibit 99.1 hereto) that is furnished pursuant to this Item 2.02 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. In addition, the information included in this Current Report on Form 8-K (including Exhibit 99.1 hereto) that is furnished pursuant to this Item 2.02 shall not be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference into such filing.

Item 8.01

Other Events

Declaration of Dividend

On August 6, 2024, the Company announced that its Board of Directors has declared a regular quarterly dividend to be paid to the holders of the outstanding shares of capital stock. A cash dividend of $0.74 per share of common stock outstanding will be paid on September 4, 2024 to stockholders of record as of the close of business on August 21, 2024.

Share Repurchase Program

On August 6, 2024, the Company also announced that its Board of Directors approved the authorization of a new share repurchase program under which the Company may purchase up to $200.0 million of its common stock (the “Share Repurchase Program”) in addition to the $50.0 million remaining under its existing share repurchase program.

Pursuant to the Share Repurchase Program, the Company may repurchase its common stock from time to time, in amounts, at prices and at such times as it deems appropriate, subject to market conditions and other considerations. The Share Repurchase Program will be conducted in compliance with applicable legal requirements and the manner, timing and amount of any purchase will be based on an evaluation of market conditions, stock price and other factors. The Share Repurchase Program has no termination date, may be suspended or discontinued at any time and does not obligate the Company to acquire any amount of common stock.

Item 9.01

Financial Statements and Exhibits

(d) Exhibits:


99.1		Press Release issued by MarketAxess Holdings Inc. on August 6, 2024.

104		Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Exhibit 99.1

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MarketAxess Reports Second Quarter 2024 Financial Results

Revenue Growth of 10% Driven by Growth in Total Credit ADV and Pragma Revenues

Second Strongest Quarter for Total Credit ADV with Strong Growth Across Most Products

Record Eurobonds ADV, Portfolio Trading Volume and Muni Bond Estimated Market Share

Board Increases Share Repurchase Authorization to $250 Million


NEW YORK \| August 6, 2024 - MarketAxess Holdings Inc. (Nasdaq: MKTX), the operator of a leading electronic trading platform for fixed-income securities, today announced financial results for the second quarter ended June 30, 2024. 2Q24 select financial and operational highlights* • Total revenues of $197.7 million, up 10%, includes Pragma revenues of $7.9 million and an increase of approximately $0.3 million from the impact of foreign currency fluctuations. • Strong geographic and product/protocol diversification with 16% growth across emerging markets, Eurobonds and municipals commission revenue helping to offset a decrease in U.S. high-yield trading activity, driven by lower credit spread volatility. • Record portfolio trading volume of $55.0 billion.¹ • 22% increase in services revenue (combined information, post-trade and technology services revenue) to $26.0 million, includes record information services revenue and an increase of approximately $2.9 million from Pragma revenues. • Total expenses of $116.3 million, up 12%, includes Pragma operating expenses of $7.8 million and an increase of approximately $0.2 million from the impact of foreign currency fluctuations. • Diluted earnings per share (“EPS”) of $1.72 on net income of $64.9 million, compared to EPS of $1.59 on net income of $59.9 million. The prior year quarter included a negative $0.04 per diluted share impact from foreign currency transaction losses and unrealized losses on investments. • Record 2,119 (+2%) active client firms, 1,626 (+1%) active U.S. credit client firms, record 1,076 (+2%) international active client firms and 1,167 (+4%) active client firms trading three or more products. • Record automation suite trade count (+37%) and record active client firms (+70%); automation suite trading volume up 21% and dealer algorithmic responses up 38%.		Chris Concannon, CEO of MarketAxess, commented: “In the second quarter, we continued to execute our strategy and delivered solid financial results and continued expense and capital discipline. Our strong free cash flow generation model gives us the flexibility to invest for growth and return capital to investors. We repurchased $50 million in shares year-to-date, and our Board approved a new share repurchase authorization of $200 million. The international roll-out of X-Pro and the launch of the next phase of our high-touch strategy is expected to occur late in the third quarter and will include initial elements of AI dealer select functionality. Our announcement yesterday to connect our liquidity pools with ICE Bonds to drive greater efficiency and liquidity in the Municipal and corporate bond markets is a great example of how we are leveraging connectivity to drive future growth. In summary, we made significant progress in executing our strategy in the second quarter, and we believe the strategic priorities we have established will drive increased market share and higher levels of revenue growth for shareholders in the future.”

• In August 2024, the Board of Directors authorized a new share repurchase program for up to $200.0 million of the Company’s common stock. This program is in addition to the $50.0 million currently remaining under the Company’s existing program for a current aggregate outstanding authorization of $250.0 million.

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*	All comparisons versus 2Q23 unless otherwise noted.

Table 1: 2Q24 select financial results


5 in millions, except per share data (unaudited)	Revenues			Operating Income			Net Income			Diluted EPS			Net Income Margin (%)			EBITDA⁴			EBITDA Margin (%)⁴
2Q24	$	198		$	81		$	65		$	1.72			32.9	%	$	99			50.0	%
2Q23	$	180		$	76		$	60		$	1.59			33.3	%	$	91			50.4	%
% Change		10	%		7	%		8	%		8	%		(40	) bps		9	%		(40	) bps
YTD 2024	$	408		$	174		$	138		$	3.64			33.7	%	$	208			51.0	%
YTD 2023	$	383		$	171		$	133		$	3.55			34.9	%	$	201			52.5	%
% Change		7	%		2	%		3	%		3	%		(120	) bps		3	%		(150	) bps

Table 1A: 2Q24 trading volume (ADV)


						CREDIT																		RATES
$ in millions (unaudited)	US/UK Trading Days⁵		Total ADV			Total Credit			High-Grade			High-Yield			Emerging Markets			Eurobonds			Municipal Bonds			Total Rates			US Govt. Bonds			Agcy./Other Govt. Bonds
2Q24		63/61	$	34,169		$	13,743		$	6,436		$	1,337		$	3,337		$	2,103		$	522		$	20,426		$	19,634		$	792
2Q23		62/60	$	27,828		$	12,226		$	5,697		$	1,474		$	2,714		$	1,942		$	389		$	15,602		$	15,163		$	439
% Change				23	%		12	%		13	%		(9	%)		23	%		8	%		34	%		31	%		29	%		80	%

Table 1B: 2Q24 estimated market share


	CREDIT												RATES
(unaudited)	High-Grade			High-Yield			High-Grade/High-Yield Combined			Municipals¹			US Govt. Bonds¹
2Q24		18.7	%		13.5	%		17.6	%		7.4	%		2.3	%
2Q23		20.7	%		16.5	%		19.7	%		5.4	%		2.1	%
Bps Change		(200	) bps		(300	) bps		(210	) bps		+200	bps		+20	bps

2Q24 overview of results

Commission revenue and trading volume

Credit

Credit Commission Revenue

•

Total credit commission revenue of $160.8 million (including $33.2 million in fixed-distribution fees) increased $6.8 million, or 4%, compared to $154.0 million (including $35.3 million in fixed-distribution fees) in the prior year. The increase in total credit commission revenue was driven principally by higher emerging markets, U.S. high-grade and Eurobonds commission revenue. Strong growth in these products was partially offset by lower U.S. high-yield commission revenue on lower credit spread volatility. The decline in variable transaction fees per million (“FPM”) to $148.16 from $157.42 in the prior year was mainly due to product and protocol mix-shift, principally lower levels of U.S. high-yield activity and increased portfolio trading. The decrease in fixed-distribution fees was principally driven by the consolidation of two global dealers and migrations to variable fee plans, partially offset by the addition of new dealer fixed fee plans.

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Credit Trading Volumes

•

Strong growth in total credit average daily volume (“ADV”) to $13.7 billion, up 12%. Record $55.0 billion in total portfolio trading volume, up 143% compared to the prior year, and up 24% from 1Q24.¹

•

34% Open Trading share² of total credit trading volume, in line with the prior year. The Company delivered estimated price improvement³ via Open Trading of approximately $110 million in the quarter.

U.S. Credit

•

U.S. high-grade ADV of $6.4 billion, up 13% on a 25% increase in estimated market ADV. Estimated market share was 18.7% (19.2% including single-dealer portfolio trades),⁶ down from 20.7% (20.8% including single-dealer portfolio trades).⁶

•

U.S. high-yield ADV of $1.3 billion, down 9%, with estimated market share of 13.5% (13.8% including single-dealer portfolio trades),⁶ down from 16.5% (16.6% including single-dealer portfolio trades).⁶ U.S. high-yield estimated market ADV increased 11%. We believe the decrease in U.S. high-yield estimated market share year-over-year was driven, in part, by lower levels of credit spread volatility and a greater focus on the new issue calendar by our long-only client segment.

•

Lower levels of credit spread volatility drove an estimated 37% decrease in ETF market maker client activity on the platform.

•

U.S. high-yield new issuance was $77.9 billion, up 44% from the prior year.

Other credit

•

Emerging markets ADV of $3.3 billion, up 23%, with strong regional contribution across the LATAM, EMEA and APAC regions. The increase was driven by a 26% increase in hard currency ADV, and a 17% increase in local markets ADV.

•

Record $4.7 billion in emerging markets portfolio trading volume.

•

Record Eurobonds ADV of $2.1 billion, up 8%.

•

Municipal bond ADV of $522 million, up 34%, with estimated market ADV down 2%. Record estimated market share of 7.4%, up from 5.4% in the prior year.¹

Strategic priority related protocols & workflow tools

•

A record 56% of our portfolio trading volume was executed on X-Pro.

•

Dealer RFQ ADV of $1.2 billion across all credit products increased 27%.

•

AxessIQ, the order and execution workflow solution designed for wealth management and private banking clients, achieved ADV of $135 million, up 22% from the prior year.

Rates

•

Total rates commission revenue of $5.8 million increased $1.2 million, or 25%. A 31% increase in total rates ADV to $20.4 billion was partially offset by a 5% decrease in FPM to $4.45 due to mix, compared to $4.70 in the prior year.

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Other

•

Total other commission revenue was $5.1 million, which consists of Pragma commission revenue.

Services revenue

Information services

•

Information services revenue of $12.5 million increased $0.9 million, or 8%, compared to the prior year. The increase in revenue was principally driven by net new data contract revenue.

Post-trade services

•

Post-trade services revenue of $10.4 million increased $1.0 million, or 10%, compared to the prior year mainly due to the impact of price increases and net new contract revenue.

Technology services

•

Total technology services revenue of $3.0 million, up from $0.2 million in the prior year. The current quarter includes $2.9 million of Pragma revenue.

Expenses

•

Total expenses of $116.3 million, up 12%, includes Pragma operating expenses of $7.8 million and an increase of $0.2 million from the impact of foreign currency fluctuations.

Non-operating

•

Other income (expense): Other income was $5.0 million, up from $3.2 million in the prior year. The current quarter included interest income of $6.4 million driven by higher interest rates, partially offset by a $1.0 million net foreign currency transaction loss. The prior year period included a $1.3 million net foreign currency transaction loss and a $0.8 million unrealized loss on U.S. Treasury investments, which had a negative $0.04 per diluted share impact in the quarter.

•

Tax rate: The effective tax rate was 24.8%, up from 24.2% in the prior year.

Capital

•

The Company had $558.8 million in cash, cash equivalents, corporate bond investments and U.S. Treasury investments as of June 30, 2024. There were no outstanding borrowings under the Company’s credit facility.

•

In August 2024, the Board of Directors authorized a new share repurchase program for up to $200.0 million of the Company’s common stock.

•

Year-to-date through July 2024, a total of 242,890 shares were repurchased at a cost of $50.0 million, including 164,411 shares repurchased during the second quarter at a cost of $33.5 million. As of August 6, 2024, an aggregate of $250.0 million remained under the current authorizations by the Company’s Board of Directors.

•

The Board declared a quarterly cash dividend of $0.74 per share, payable on September 4, 2024 to stockholders of record as of the close of business on August 21, 2024.

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Other

•

Employee headcount was 864 as of June 30, 2024, down from 881 as of December 31, 2023, but up from 803 as of June 30, 2023.

¹	See “General Notes Regarding the Data Presented” below.

²	Open Trading share of total credit trading volume is derived by taking total Open Trading volume across all credit products where Open Trading is offered and dividing by total credit trading volume across all credit products where Open Trading is offered.

Estimated price improvement consists of estimated liquidity taker price improvement (defined as the difference between the winning price and the best disclosed dealer cover price) and estimated liquidity provider price improvement (defined as the difference between the winning price and then current Composite+ bid or offer level, offer if the provider is buying, bid if provider is selling) at the time of the inquiry.

⁴	EBITDA and EBITDA margin are non-GAAP financial measures. Refer to “Non-GAAP financial measures and other items” for a discussion of these non-GAAP financial measures.

⁵	The number of U.S. trading days is based on the SIFMA holiday recommendation calendar and the number of U.K. trading days is based primarily on the U.K. bank holiday schedule.

⁶

The Company is highlighting the impact of single-dealer portfolio trading volume on U.S. high-grade and U.S. high-yield trading volume and estimated market share, but will continue to exclude single-dealer portfolio trading activity from each product’s aggregated trading volume and estimated market share and the total credit FPM calculation.

Non-GAAP financial measures and other items

To supplement the Company’s unaudited financial statements presented in accordance with generally accepted accounting principles (“GAAP”), the Company uses certain non-GAAP measures of financial performance, including earnings before interest, taxes, depreciation and amortization (“EBITDA”), EBITDA margin and free cash flow. We define EBITDA margin as EBITDA divided by revenues. We define free cash flow as net cash provided by/(used in) operating activities excluding the net change in trading investments and net change in securities failed-to-deliver and securities failed-to-receive from broker-dealers, clearing organizations and customers, less expenditures for furniture, equipment and leasehold improvements and capitalized software development costs. The Company believes that these non-GAAP financial measures, when taken into consideration with the corresponding GAAP financial measures, provide additional information regarding the Company’s operating results because they assist both investors and management in analyzing and evaluating the performance of our business. See the attached schedule for a reconciliation of GAAP net income to EBITDA, GAAP net income margin to EBITDA margin and GAAP net cash provided by/(used in) operating activities to free cash flow.

Please refer to Tables 6 & 7 for a reconciliation of these non-GAAP financial measures to their most directly comparable GAAP measures.

Webcast and conference call information

Chris Concannon, Chief Executive Officer, Richard Schiffman, Global Head of Trading Solutions, and Ilene Fiszel Bieler, Chief Financial Officer will host a conference call to discuss the Company’s financial results and outlook on Tuesday, August 6, 2024 at 10:00 a.m. ET. To access the conference call, please dial 646-307-1963 (U.S./International) and use the ID 1832176. The Company will also host a live audio Webcast of the conference call on the Investor Relations section of the Company’s website at http://investor.marketaxess.com. The Webcast will be archived on http://investor.marketaxess.com for 90 days following the announcement.

General Notes Regarding the Data Presented

Reported MarketAxess volume in all product categories includes only fully electronic trading volume. MarketAxess trading volumes and the Financial Industry Regulatory Authority (“FINRA”) Trade Reporting and Compliance Engine (“TRACE”) reported volumes are available on the Company’s website at investor.marketaxess.com/volume.

Due to variances in how portfolio trading market participants utilized the portfolio trading TRACE “flag,” the Company previously used its own internal methodology for calculating portfolio trading as an estimated percentage of TRACE volume and the Company’s estimated market share. The Company is reviewing recent improvements in the TRACE data, but it now believes that the portfolio trading TRACE “flag” more accurately reflects the true size of the portfolio trading market. As such, at this time, the Company is not presenting portfolio trading as an estimated percentage of TRACE volume or the Company’s portfolio trading estimated market share for the second quarter of 2024.

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In addition, for periods beginning with January 2024, the Company has made changes to the market volume data used to calculate estimated market share for Municipal and U.S. Government Bonds. For Municipal Bonds, the Company previously used estimates, derived from data issued by the Municipal Securities Rule Making Board (“MSRB”), including estimates for new issuance, commercial paper and variable-rate trading activity, and excluded these volumes from the estimated market volume data. While the Company still uses estimates, the new methodology for identifying and excluding these volumes from the market volume data is now based on MSRB “flags” to identify new issuance, commercial paper, and variable-rate volumes. For U.S. Government Bonds, the previous data source for estimated market volumes was the Federal Reserve Bank’s Reported Primary Dealer U.S. Treasury Bond Trading Volumes, which was reported on a one-week lag. The new source for U.S. Government Bond trading volumes is FINRA’s U.S. Treasury TRACE data. The Company believes that the refined methodology used for Municipal Bonds, and the new data source for U.S. Government Bonds, provides more accurate measures of estimated market volumes and estimated market share. Prior comparable periods have been recast retrospectively for both Municipal and U.S. Government Bonds to conform to the updated presentation of the data. The new estimated market volume data is also available on the Company’s website at investor.marketaxess.com/volume.

Cautionary Note Regarding Forward-Looking Statements

This press release may contain forward-looking statements, including statements about the outlook and prospects for the Company, product/protocol availability and ability to increase estimated market share, market conditions and industry growth, as well as statements about the Company’s future financial and operating performance. These and other statements that relate to future results and events are based on MarketAxess’ current expectations. The Company’s actual results in future periods may differ materially from those currently expected or desired because of a number of risks and uncertainties, including: global economic, political and market factors; the level of trading volume transacted on the MarketAxess platform; the rapidly evolving nature of the electronic financial services industry; the level and intensity of competition in the fixed-income electronic trading industry and the pricing pressures that may result; the variability of our growth rate; our ability to introduce new fee plans and our clients’ response; our ability to attract clients or adapt our technology and marketing strategy to new markets; risks related to our growing international operations; our dependence on our broker-dealer clients; the loss of any of our significant institutional investor clients; our exposure to risks resulting from non-performance by counterparties to transactions executed between our clients in which we act as an intermediary in matched principal trades; risks related to self-clearing; risks related to sanctions levied against states or individuals that could expose us to operational or regulatory risks; the effect of rapid market or technological changes on us and the users of our technology; our dependence on third-party suppliers for key products and services; our ability to successfully maintain the integrity of our trading platform and our response to system failures, capacity constraints and business interruptions; the occurrence of design defects, errors, failures or delays with our platforms, products or services; our vulnerability to malicious cyber-attacks and attempted cybersecurity breaches; our actual or perceived failure to comply with privacy and data protection laws; our ability to protect our intellectual property rights or technology and defend against intellectual property infringement or other claims; our ability to enter into strategic alliances and to acquire other businesses and successfully integrate them with our business; our dependence on our management team and our ability to attract and retain talent; limitations on our flexibility because we operate in a highly regulated industry; the increasing government regulation of us and our clients; risks related to the divergence of U.K. and European Union legal and regulatory requirements following the U.K.’s exit from the European Union; our exposure to costs and penalties related to our extensive regulation; our risks of litigation and securities laws liability; adverse effects as a result of climate change or other ESG risks that could affect our reputation; our future capital needs and our ability to obtain capital when needed; limitations on our operating flexibility contained in our credit agreement; our exposure to financial institutions by holding cash in excess of federally insured limits; and other factors. The Company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. More information about these and other factors affecting MarketAxess’ business and prospects is contained in MarketAxess’ periodic filings with the Securities and Exchange Commission and can be accessed at www.marketaxess.com.

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About MarketAxess

MarketAxess (Nasdaq: MKTX) operates a leading electronic trading platform that delivers greater trading efficiency, a diversified pool of liquidity and significant cost savings to institutional investors and broker-dealers across the global fixed-income markets. Over 2,000 firms leverage MarketAxess’ patented technology to efficiently trade fixed-income securities. Our automated and algorithmic trading solutions, combined with our integrated and actionable data offerings, help our clients make faster, better-informed decisions on when and how to trade on our platform. MarketAxess’ award-winning Open Trading^® marketplace is widely regarded as the preferred all-to-all trading solution in the global credit markets. Founded in 2000, MarketAxess connects a robust network of market participants through an advanced full trading lifecycle solution that includes automated trading solutions, intelligent data and index products and a range of post-trade services. Learn more at www.marketaxess.com and on X @MarketAxess.

# # #


Contacts

INVESTOR RELATIONS		MEDIA RELATIONS

Stephen Davidson MarketAxess Holdings Inc. +1 212 813 6313 sdavidson2@marketaxess.com		Marisha Mistry MarketAxess Holdings Inc. +1 917 267 1232 mmistry@marketaxess.com

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Table 2: Consolidated Statements of Operations


	Three Months Ended									Six Months Ended
	June 30,									June 30,
In thousands, except per share data (unaudited)	2024			2023			% Change			2024			2023			% Change
Revenues
Commissions	$	171,679		$	158,586			8	%	$	356,552		$	340,577			5	%
Information services		12,544			11,655			8			24,425			22,665			8
Post-trade services		10,400			9,415			10			21,130			19,395			9
Technology services		3,037			190			NM			5,871			378			NM

Total revenues		197,660			179,846			10			407,978			383,015			7

Expenses
Employee compensation and benefits		56,790			48,383			17			118,054			100,698			17
Depreciation and amortization		18,356			17,005			8			36,556			33,466			9
Technology and communications		17,771			15,235			17			34,822			30,234			15
Professional and consulting fees		7,669			8,023			(4	)		14,064			15,150			(7	)
Occupancy		3,714			3,199			16			7,139			6,810			5
Marketing and advertising		3,010			3,308			(9	)		4,843			6,303			(23	)
Clearing costs		4,122			4,182			(1	)		9,033			8,727			4
General and administrative		4,889			4,784			2			9,628			10,544			(9	)

Total expenses		116,321			104,119			12			234,139			211,932			10

Operating income		81,339			75,727			7			173,839			171,083			2
Other income (expense)
Interest income		6,401			5,312			21			12,374			9,561			29
Interest expense		(621	)		(53	)		NM			(937	)		(183	)		412
Equity in earnings of unconsolidated affiliate		354			250			42			724			454			59
Other, net		(1,136	)		(2,286	)		(50	)		(2,946	)		(3,770	)		(22	)

Total other income (expense)		4,998			3,223			55			9,215			6,062			52

Income before income taxes		86,337			78,950			9			183,054			177,145			3
Provision for income taxes		21,399			19,091			12			45,501			43,658			4

Net income	$	64,938		$	59,859			8		$	137,553		$	133,487			3

Per Share Data:
Net income per common share
Basic	$	1.72		$	1.60					$	3.65		$	3.56
Diluted	$	1.72		$	1.59					$	3.64		$	3.55
Cash dividends declared per common share	$	0.74		$	0.72					$	1.48		$	1.44
Weighted-average common shares:
Basic		37,655			37,485						37,698			37,482
Diluted		37,689			37,588						37,740			37,617

NM - not meaningful

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Table 3: Commission Revenue Detail



In thousands, except fee per million data	Three Months Ended June 30,							Six Months Ended June 30,
(unaudited)	2024		2023		% Change			2024		2023			% Change
Variable transaction fees
Credit	$	127,645	$	118,710		8	%	$	269,149	$	259,680			4	%
Rates		5,719		4,547		26			10,885		10,805			1
Other		5,076		—		NM			9,925		—			NM

Total variable transaction fees		138,440		123,257		12			289,959		270,485			7

Fixed distribution fees
Credit		33,177		35,268		(6	)		66,465		69,952			(5	)
Rates		62		61		2			128		140			(9	)

Total fixed distribution fees		33,239		35,329		(6	)		66,593		70,092			(5	)

Total commission revenue	$	171,679	$	158,586		8		$	356,552	$	340,577			5

Average variable transaction fee per million
Credit	$	148.16	$	157.42		(6	)%	$	151.25	$	161.43			(6	)%
Rates		4.45		4.70		(5	)		4.61		4.35			6

Table 4: Trading Volume Detail*

	Three Months Ended June 30,
In millions (unaudited)	2024				2023					% Change
	Volume		ADV		Volume			ADV		Volume			ADV
Credit
High-grade	$	405,440	$	6,436	$	353,239		$	5,697		15	%		13	%
High-yield		84,248		1,337		91,390			1,474		(8	)		(9	)
Emerging markets		210,205		3,337		168,257			2,714		25			23
Eurobonds		128,266		2,103		116,495			1,942		10			8
Other credit		33,376		530		24,729			399		35			33

Total credit trading		861,535		13,743		754,110			12,226		14			12

Rates
U.S. government bonds		1,236,917		19,634		940,127			15,163		32			29
Agency and other government bonds		48,506		792		26,721			439		82			80

Total rates trading		1,285,423		20,426		966,848			15,602		33			31

Total trading	$	2,146,958	$	34,169	$	1,720,958		$	27,828		25			23

Number of U.S. Trading Days¹				63					62
Number of U.K. Trading Days²				61					60

	Six Months Ended June 30,
In millions (unaudited)	2024				2023					% Change
	Volume		ADV		Volume			ADV		Volume			ADV
Credit
High-grade	$	861,438	$	6,947	$	745,954		$	6,016		15	%		15	%
High-yield		169,627		1,368		214,263			1,728		(21	)		(21	)
Emerging markets		431,632		3,481		360,098			2,904		20			20
Eurobonds		257,115		2,074		234,861			1,894		9			10
Other credit		59,705		481		53,412			430		12			12

Total credit trading		1,779,517		14,351		1,608,588			12,972		11			11

Rates
U.S. government bonds		2,282,713		18,409		2,431,419			19,608		(6	)		(6	)
Agency and other government bonds		80,132		646		53,782			434		49			49

Total rates trading		2,362,845		19,055		2,485,201			20,042		(5	)		(5	)

Total trading	$	4,142,362	$	33,406	$	4,093,789		$	33,014		1			1

Number of U.S. Trading Days¹				124					124
Number of U.K. Trading Days²				124					124

¹	The number of U.S. trading days is based on the SIFMA holiday recommendation calendar.

²	The number of U.K. trading days is based on the U.K. Bank holiday schedule.

*	Consistent with FINRA TRACE reporting standards, both sides of trades are included in the Company’s reported volumes when the Company executes trades on a matched principal basis between two counterparties. Consistent with industry standards, U.S. government bond trades are single-counted.

NM - not meaningful

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Table 5: Consolidated Condensed Balance Sheet Data


	As of
In thousands (unaudited)	June 30, 2024			December 31, 2023
Assets
Cash and cash equivalents	$	434,063		$	451,280
Cash segregated under federal regulations		46,141			45,122
Investments, at fair value		135,908			134,861
Accounts receivable, net		92,350			89,839
Receivables from broker-dealers, clearing organizations and customers		577,992			687,936
Goodwill		236,706			236,706
Intangible assets, net of accumulated amortization		108,420			119,108
Furniture, equipment, leasehold improvements and capitalized software, net		108,802			102,671
Operating lease right-of-use assets		60,500			63,045
Prepaid expenses and other assets		85,831			84,499

Total assets	$	1,886,713		$	2,015,067

Liabilities and stockholders’ equity
Liabilities
Accrued employee compensation	$	41,002		$	60,124
Payables to broker-dealers, clearing organizations and customers		392,846			537,398
Securities sold, not yet purchased, at fair value		9,167			—
Income and other tax liabilities		2,058			7,892
Accounts payable, accrued expenses and other liabilities		36,338			37,013
Operating lease liabilities		76,081			79,677

Total liabilities		557,492			722,104

Stockholders’ equity
Common stock		123			123
Additional paid-in capital		335,641			333,292
Treasury stock		(302,455	)		(260,298	)
Retained earnings		1,325,139			1,244,216
Accumulated other comprehensive loss		(29,227	)		(24,370	)

Total stockholders’ equity		1,329,221			1,292,963

Total liabilities and stockholders’ equity	$	1,886,713		$	2,015,067

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Table 6: Reconciliation of Net Income to EBITDA and Net Income Margin to EBITDA Margin


	Three Months Ended June 30,						Six Months Ended June 30,
In thousands (unaudited)	2024			2023			2024			2023
Net income	$	64,938		$	59,859		$	137,553		$	133,487
Add back:
Interest income		(6,401	)		(5,312	)		(12,374	)		(9,561	)
Interest expense		621			53			937			183
Provision for income taxes		21,399			19,091			45,501			43,658
Depreciation and amortization		18,356			17,005			36,556			33,466

EBITDA	$	98,913		$	90,696		$	208,173		$	201,233

Net income margin¹		32.9	%		33.3	%		33.7	%		34.9	%
Add back:
Interest income		(3.2	)		(3.0	)		(3.0	)		(2.5	)
Interest expense		0.3			—			0.2			—
Provision for income taxes		10.7			10.6			11.1			11.4
Depreciation and amortization		9.3			9.5			9.0			8.7

EBITDA margin²		50.0	%		50.4	%		51.0	%		52.5	%


Table 7: Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow

	Three Months Ended June 30,						Six Months Ended June 30,
In thousands (unaudited)	2024			2023			2024			2023
Net cash (used in)/provided by operating activities	$	118,849		$	105,394		$	113,900		$	112,921
Exclude: Net change in trading investments		100			(890	)		(155	)		(471	)
Exclude: Net change in fail-to-deliver/receive from broker-dealers, clearing organizations and customers		(3,151	)		(46,010	)		48,137			757
Less: Purchases of furniture, equipment and leasehold improvements		(7,695	)		(1,055	)		(8,892	)		(1,272	)
Less: Capitalization of software development costs		(10,496	)		(11,025	)		(24,459	)		(21,715	)

Free cash flow	$	97,607		$	46,414		$	128,531		$	90,220

¹	Net income margin is derived by dividing net income by total revenues for the applicable period.

²	EBITDA margin is derived by dividing EBITDA by total revenues for the applicable period.

Page 11

Document and Entity Information	Aug. 06, 2024
Cover [Abstract]
Entity Registrant Name	MARKETAXESS HOLDINGS INC
Amendment Flag	false
Entity Central Index Key	0001278021
Document Type	8-K
Document Period End Date	Aug. 06, 2024
Entity Incorporation State Country Code	DE
Entity File Number	001-34091
Entity Tax Identification Number	52-2230784
Entity Address, Address Line One	55 Hudson Yards
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10001
City Area Code	(212)
Local Phone Number	813-6000
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock, par value $0.003 per share
Trading Symbol	MKTX
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false