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) October 1, 2003 CHICAGO MERCANTILE EXCHANGE HOLDINGS INC. ---------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 001-31553 36-4459170 --------------- ----------------- --------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 30 South Wacker Drive, Chicago, Illinois 60606 --------------------------------------------------- -------- (Address of Principal Executive Office) (Zip Code) Registrant's telephone number, including area code: (312) 930-1000 N/A --------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ITEM 9. Regulation FD Disclosure. As announced by Chicago Mercantile Exchange Holdings Inc. ("CME Holdings") on August 18, 2003, Mr. James J. McNulty will step down as CME Holdings' President and Chief Executive Officer when his contract expires on December 31, 2003. Under Mr. McNulty's employment agreement, he will not vest in the remaining 20% of his stock option that is currently unvested. As a result, CME Holdings' compensation expense for the fourth quarter of 2003 will be reduced by $2.6 million, the amount of stock-based compensation expense related to the unvested portion of the option that was previously recorded. No further expense will be incurred for the option. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CHICAGO MERCANTILE EXCHANGE HOLDINGS INC. Registrant Date: October 1, 2003 By: /s/ David G. Gomach ----------------------------------- David G. Gomach Managing Director and Chief Financial Officer