For the quarter ended March 2024, Tradeweb Markets (TW) reported revenue of $408.74 million, up 24.1% over the same period last year. EPS came in at $0.71, compared to $0.54 in the year-ago quarter.The reported revenue compares to the Zacks Consensus Estimate of $406.08 million, representing a surprise of +0.66%. The company has not delivered EPS surprise, with the consensus EPS estimate being $0.71.While investors scrutinize revenue and earnings changes year-over-year and how they compare with Wall Street ...

Tradeweb Markets (TW) came out with quarterly earnings of $0.71 per share, in line with the Zacks Consensus Estimate. This compares to earnings of $0.54 per share a year ago. These figures are adjusted for non-recurring items.A quarter ago, it was expected that this electronic marketplaces operator would post earnings of $0.63 per share when it actually produced earnings of $0.64, delivering a surprise of 1.59%.Over the last four quarters, the company has surpassed consensus EPS estimates two times.Tradeweb ...

```python import urllib.parse def format_heading_and_link(level, title, start_page, item_id): """Generates a Markdown heading with a page-jump link.""" encoded_item_id = urllib.parse.quote(item_id) link = f"[{title}](index={start_page}&type=section&id={encoded_item_id})" return f"{'' * level} {link}" def format_key_point(kp): """Formats a key point as an unordered list item (insight) or a Markdown table.""" output = [] if kp["type"] == "insight": content = kp["content"] Manually bolding key metrics and conclusions as per example if "On January 19, 2024, the Company acquired r8fin for total consideration of $125.9 million, consisting of $89.2 million in cash and $36.7 million in Class A common stock" in content: content = "On January 19, 2024, the Company acquired r8fin for total consideration of **$125.9 million**, consisting of **$89.2 million** in cash and **$36.7 million** in Class A common stock" elif "On April 5, 2024, the Company entered into a definitive agreement to acquire ICD for $785 million in cash, with the deal expected to close in the second half of 2024" in content: content = "On April 5, 2024, the Company entered into a definitive agreement to acquire ICD for **$785 million** in cash, with the deal expected to close in the second half of 2024" elif "As of March 31, 2024, the Tax Receivable Agreement liability stood at $432.0 million" in content: content = "As of March 31, 2024, the Tax Receivable Agreement liability stood at **$432.0 million**" elif "On April 25, 2024, the board declared a quarterly cash dividend of $0.10 per share, payable on June 17, 2024" in content: content = "On April 25, 2024, the board declared a quarterly cash dividend of **$0.10** per share, payable on June 17, 2024" elif "Total average daily volume (ADV) increased 39.1% to approximately $1.90 trillion, driven by strong growth in Rates Derivatives (up 57.1%) and Equities (up 40.5%)." in content: content = "Total average daily volume (ADV) increased **39.1%** to approximately **$1.90 trillion**, driven by strong growth in Rates Derivatives (up **57.1%**) and Equities (up **40.5%**)" elif "The company has a $500.0 million unsecured revolving credit facility maturing in November 2028, with no borrowings outstanding as of March 31, 2024" in content: content = "The company has a **$500.0 million** unsecured revolving credit facility maturing in November 2028, with no borrowings outstanding as of March 31, 2024" elif "As of March 31, 2024, the company had $239.8 million remaining under its authorized share repurchase program" in content: content = "As of March 31, 2024, the company had **$239.8 million** remaining under its authorized share repurchase program" elif "The company expects to make Tax Receivable Agreement payments of approximately $58.5 million within the next 12 months" in content: content = "The company expects to make Tax Receivable Agreement payments of approximately **$58.5 million** within the next 12 months" elif "The pending acquisition of ICD for $785 million is expected to be funded with cash and cash equivalents on hand" in content: content = "The pending acquisition of ICD for **$785 million** is expected to be funded with cash and cash equivalents on hand" elif "The valuation of acquired assets from the r8fin acquisition, such as the $56.5 million in Customer Relationships and $28.0 million in developed technology, involved significant Level 3 unobservable inputs and estimation." in content: content = "The valuation of acquired assets from the r8fin acquisition, such as the **$56.5 million** in Customer Relationships and **$28.0 million** in developed technology, involved significant Level 3 unobservable inputs and estimation" elif "In Q1 2024, 30% of revenue was denominated in foreign currencies (primarily euros) and 16% of operating expenses were in foreign currencies (primarily British pounds sterling)." in content: content = "In Q1 2024, **30%** of revenue was denominated in foreign currencies (primarily euros) and **16%** of operating expenses were in foreign currencies (primarily British pounds sterling)" elif "A hypothetical 10% change in the U.S. dollar value against all other currencies would have affected Q1 2024 operating income by approximately $9.0 million." in content: content = "A hypothetical **10%** change in the U.S. dollar value against all other currencies would have affected Q1 2024 operating income by approximately **$9.0 million**" elif "The company uses foreign currency forward contracts to mitigate FX risk, with a notional amount of $214.8 million as of March 31, 2024." in content: content = "The company uses foreign currency forward contracts to mitigate FX risk, with a notional amount of **$214.8 million** as of March 31, 2024" elif "On January 19, 2024, 374,601 unregistered shares of Class A common stock were issued as part of the r8fin acquisition." in content: content = "On January 19, 2024, **374,601** unregistered shares of Class A common stock were issued as part of the r8fin acquisition" Remove trailing period if present if content.endswith('.'): content = content[:-1] refs = "".join([f"[{num}](index={num}&type=chunk)" for num in sorted(kp.get("chunk_num", []))]) output.append(f"- {content}{refs}") elif kp["type"] == "table": output.append(f" {kp['title']}") Table title as subheading output.append(kp["content"]) return "\n".join(output) def generate_report_outline(outline_data): """Generates a professionally structured report outline in Markdown format.""" markdown_lines = [] def _process_items(items): for item in items: level = item["level"] title = item["title"] summary = item["summary"] start_page = item.get("start_page") item_id = item["item_id"] Add heading if level == 1: markdown_lines.append(f" {title}") else: markdown_lines.append(format_heading_and_link(level, title, start_page, item_id)) Add summary if summary: Translate and refine summary, converting units and bolding key figures summary_translated = summary.replace("$7.40 billion", "**$7.40 billion**").replace("$7.06 billion", "**$7.06 billion**") \ .replace("$1.32 billion", "**$1.32 billion**").replace("$1.13 billion", "**$1.13 billion**") \ .replace("$6.08 billion", "**$6.08 billion**").replace("$5.93 billion", "**$5.93 billion**") \ .replace("$408.7 million", "**$408.7 million**").replace("$329.2 million", "**$329.2 million**") \ .replace("24.1%", "**24.1%**").replace("36.8%", "**36.8%**") \ .replace("$167.7 million", "**$167.7 million**").replace("43.6%", "**43.6%**") \ .replace("$126.1 million", "**$126.1 million**") \ .replace("$0.59", "**$0.59**").replace("$0.42", "**$0.42**") \ .replace("$37.9 million", "**$37.9 million**").replace("$70.8 million", "**$70.8 million**") \ .replace("$107.0 million", "**$107.0 million**").replace("$89.2 million", "**$89.2 million**") \ .replace("$90.8 million", "**$90.8 million**") \ .replace("$125.9 million", "**$125.9 million**").replace("$785 million", "**$785 million**") \ .replace("$432.0 million", "**$432.0 million**").replace("$0.10 per share", "**$0.10 per share**") \ .replace("25.8%", "**25.8%**").replace("30.1%", "**30.1%**").replace("25.6%", "**25.6%**") \ .replace("16.6%", "**16.6%**") \ .replace("$1.5 billion", "**$1.5 billion**").replace("$500 million", "**$500 million**") \ .replace("$75-$83 million", "**$75-$83 million**") \ .replace("$20.6 million", "**$20.6 million**").replace("$219.5 million", "**$219.5 million**") \ .replace("53.7%", "**53.7%**").replace("52.3%", "**52.3%**") \ .replace("$167.9 million", "**$167.9 million**").replace("$0.71", "**$0.71**").replace("$0.54", "**$0.54**") \ .replace("$56.5 million", "**$56.5 million**").replace("$28.0 million", "**$28.0 million**") \ .replace("30%", "**30%**").replace("16%", "**16%**") \ .replace("$9.0 million", "**$9.0 million**") Remove trailing period if present if summary_translated.endswith('.'): summary_translated = summary_translated[:-1] markdown_lines.append(summary_translated) Add key points if "key_points" in item and item["key_points"]: for kp in item["key_points"]: markdown_lines.append(format_key_point(kp)) Recursively process children if "children" in item and item["children"]: _process_items(item["children"]) _process_items(outline_data) Post-processing for blank lines and final cleanup final_output = [] for i, line in enumerate(markdown_lines): Add a blank line before any heading (level 1, 2, or 3) unless it's the very first line of the output. if (line.startswith(" ") or line.startswith(" ") or line.startswith(" ")) and i > 0: prev_line = markdown_lines[i-1] Add blank line if moving from a higher-level heading to a lower-level heading (e.g., to ) or from content to any heading ( or ) if (line.startswith(" ") and prev_line.startswith(" ")) or \ (line.startswith(" ") and not prev_line.startswith("")) or \ (line.startswith(" ") and not prev_line.startswith("")): final_output.append("") No blank line if moving from a heading to its direct child heading (e.g., to ) or between table titles/content within the same logical section or between insights within the same logical section final_output.append(line) Remove any trailing blank lines while final_output and final_output[-1].strip() == "": final_output.pop() Remove any leading blank lines while final_output and final_output[0].strip() == "": final_output.pop(0) Remove consecutive blank lines cleaned_output = [] for line in final_output: if line.strip() == "" and (not cleaned_output or cleaned_output[-1].strip() == ""): continue cleaned_output.append(line) return "\n".join(cleaned_output) Assuming 'outline' is the provided JSON data outline = [ {"level": 1, "title": "PART I — FINANCIAL INFORMATION", "item_id": "PART I — FINANCIAL INFORMATION", "summary": None, "children": [ {"level": 2, "title": "Financial Statements", "item_id": "Item 1. Financial Statements", "summary": "This section presents the unaudited condensed consolidated financial statements for Tradeweb Markets Inc. as of March 31, 2024, and for the three months ended March 31, 2024 and 2023. It includes the Statements of Financial Condition, Income, Comprehensive Income, Changes in Equity, and Cash Flows, along with detailed notes covering significant accounting policies, acquisitions, revenue breakdown, and other financial details.", "children": [ {"level": 3, "title": "Condensed Consolidated Statements of Financial Condition", "item_id": "Condensed Consolidated Statements of Financial Condition", "summary": "As of March 31, 2024, total assets increased to $7.40 billion from $7.06 billion at December 31, 2023, primarily driven by a rise in 'Receivable from brokers and dealers and clearing organizations' and 'Deposits with clearing organizations'. Total liabilities also increased to $1.32 billion from $1.13 billion, mainly due to a higher 'Payable to brokers and dealers and clearing organizations'. Total equity grew to $6.08 billion from $5.93 billion.", "end_page": 8, "key_points": [{"type": "table", "title": "Condensed Consolidated Statements of Financial Condition (in thousands)", "content": "| Account | March 31, 2024 | December 31, 2023 |\n| :--- | :--- | :--- |\n| **Assets** | | |\n| Cash and cash equivalents | $1,544,881 | $1,706,468 |\n| Receivable from brokers and dealers and clearing organizations | $676,111 | $381,178 |\n| Goodwill | $2,857,713 | $2,815,524 |\n| **Total assets** | **$7,395,949** | **$7,059,538** |\n| **Liabilities** | | |\n| Payable to brokers and dealers and clearing organizations | $646,643 | $351,864 |\n| Accrued compensation | $81,765 | $164,329 |\n| Tax receivable agreement liability | $431,980 | $457,523 |\n| **Total liabilities** | **$1,319,922** | **$1,128,132** |\n| **Total equity** | **$6,076,027** | **$5,931,406** |", "chunk_num": [33]}], "start_page": 8}, {"level": 3, "title": "Condensed Consolidated Statements of Income", "item_id": "Condensed Consolidated Statements of Income", "summary": "For the three months ended March 31, 2024, total revenues increased by 24.1% year-over-year to $408.7 million. Operating income grew 36.8% to $167.7 million. Net income attributable to Tradeweb Markets Inc. rose significantly by 43.6% to $126.1 million, resulting in a diluted EPS of $0.59, up from $0.42 in the prior year period.", "end_page": 9, "key_points": [{"type": "table", "title": "Condensed Consolidated Statements of Income (in thousands, except per share amounts)", "content": "| Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 |\n| :--- | :--- | :--- |\n| Total revenue | $408,739 | $329,249 |\n| Total expenses | $241,061 | $206,683 |\n| Operating income | $167,678 | $122,566 |\n| Net income | $143,382 | $102,193 |\n| Net income attributable to Tradeweb Markets Inc. | $126,142 | $87,856 |\n| Diluted EPS | $0.59 | $0.42 |", "chunk_num": [35]}], "start_page": 9}, {"level": 3, "title": "Condensed Consolidated Statements of Cash Flows", "item_id": "Condensed Consolidated Statements of Cash Flows", "summary": "For the first quarter of 2024, net cash provided by operating activities was $37.9 million, a decrease from $70.8 million in Q1 2023, mainly due to changes in working capital, including a significant increase in deposits with clearing organizations. Net cash used in investing activities increased to $107.0 million, driven by the $89.2 million cash payment for the r8fin acquisition. Net cash used in financing activities was $90.8 million, primarily for tax payments on stock compensation, TRA payments, and dividends.", "end_page": 14, "key_points": [{"type": "table", "title": "Condensed Consolidated Statements of Cash Flows (in thousands)", "content": "| Cash Flow Activity | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 |\n| :--- | :--- | :--- |\n| Net cash provided by operating activities | $37,914 | $70,840 |\n| Net cash used in investing activities | ($106,991) | ($16,714) |\n| Net cash used in financing activities | ($90,770) | ($80,456) |\n| Net (decrease) in cash, cash equivalents and restricted cash | ($161,587) | ($24,554) |", "chunk_num": [46]}], "start_page": 13}, {"level": 3, "title": "Notes to Condensed Consolidated Financial Statements", "item_id": "Notes to Condensed Consolidated Financial Statements", "summary": "The notes detail the company's organization, accounting policies, and financial activities. Key events include the acquisition of r8fin in January 2024 for $125.9 million and the agreement to acquire ICD for $785 million. Revenues are broken down by type and geography, showing strong growth in both U.S. and international markets. The report also covers the Tax Receivable Agreement liability of $432.0 million, regulatory capital requirements for its subsidiaries, and subsequent events, including a declared quarterly dividend of $0.10 per share.", "end_page": 43, "key_points": [{"type": "insight", "content": "On January 19, 2024, the Company acquired r8fin for total consideration of $125.9 million, consisting of $89.2 million in cash and $36.7 million in Class A common stock.", "chunk_num": [61, 120]}, {"type": "insight", "content": "On April 5, 2024, the Company entered into a definitive agreement to acquire ICD for $785 million in cash, with the deal expected to close in the second half of 2024.", "chunk_num": [192]}, {"type": "insight", "content": "As of March 31, 2024, the Tax Receivable Agreement liability stood at $432.0 million.", "chunk_num": [141]}, {"type": "insight", "content": "On April 25, 2024, the board declared a quarterly cash dividend of $0.10 per share, payable on June 17, 2024.", "chunk_num": [190]}], "start_page": 15} ], "end_page": 43, "key_points": [], "start_page": 8}, {"level": 2, "title": "Management's Discussion and Analysis of Financial Condition and Results of Operations", "item_id": "Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations", "summary": "Management discusses the financial results for Q1 2024, highlighting a 24.1% increase in total revenue to $408.7 million, driven by strong performance across rates, credit, and money markets. Operating income rose 36.8% to $167.7 million. The discussion covers key business trends, including recent acquisitions (r8fin, pending ICD), the impact of the economic environment, and the company's liquidity position. Adjusted EBITDA grew to $219.5 million with a margin of 53.7%, and Adjusted Diluted EPS was $0.71.", "children": [ {"level": 3, "title": "Results of Operations", "item_id": "Results of Operations", "summary": "For Q1 2024, total revenue increased 24.1% to $408.7 million, driven by a 25.8% rise in transaction fees and commissions. All asset classes saw revenue growth, with Credit up 30.1% and Rates up 25.6%. Total expenses increased 16.6% to $241.1 million, primarily due to higher employee compensation. This led to a 36.8% increase in operating income to $167.7 million. Net income attributable to the company grew 43.6% to $126.1 million.", "end_page": 58, "key_points": [{"type": "table", "title": "Q1 2024 vs Q1 2023 Performance (in thousands)", "content": "| Metric | Q1 2024 | Q1 2023 | % Change |\n| :--- | :--- | :--- | :--- |\n| Total Revenue | $408,739 | $329,249 | 24.1% |\n| Operating Income | $167,678 | $122,566 | 36.8% |\n| Net Income Attributable to Tradeweb | $126,142 | $87,856 | 43.6% |", "chunk_num": [237]}, {"type": "table", "title": "Revenue by Asset Class (in thousands)", "content": "| Asset Class | Q1 2024 Revenue | Q1 2023 Revenue | % Change |\n| :--- | :--- | :--- | :--- |\n| Rates | $214,093 | $170,505 | 25.6% |\n| Credit | $115,839 | $89,017 | 30.1% |\n| Equities | $27,050 | $26,203 | 3.2% |\n| Money Markets | $16,791 | $14,807 | 13.4% |\n| Market Data | $29,022 | $22,434 | 29.4% |", "chunk_num": [242]}, {"type": "insight", "content": "Total average daily volume (ADV) increased 39.1% to approximately $1.90 trillion, driven by strong growth in Rates Derivatives (up 57.1%) and Equities (up 40.5%).", "chunk_num": [243]}], "start_page": 52}, {"level": 3, "title": "Liquidity and Capital Resources", "item_id": "Liquidity and Capital Resources", "summary": "As of March 31, 2024, the company held $1.5 billion in cash and cash equivalents. The primary uses of cash are operations, capital expenditures, dividends, share repurchases, and payments under the Tax Receivable Agreement. The company has a $500 million unsecured revolving credit facility, with no borrowings outstanding. A quarterly dividend of $0.10 per share was declared. The company expects to fund the pending $785 million acquisition of ICD with cash on hand. Capital expenditure guidance for 2024 is $75-$83 million.", "end_page": 64, "key_points": [{"type": "insight", "content": "The company has a $500.0 million unsecured revolving credit facility maturing in November 2028, with no borrowings outstanding as of March 31, 2024.", "chunk_num": [294]}, {"type": "insight", "content": "As of March 31, 2024, the company had $239.8 million remaining under its authorized share repurchase program.", "chunk_num": [288]}, {"type": "insight", "content": "The company expects to make Tax Receivable Agreement payments of approximately $58.5 million within the next 12 months.", "chunk_num": [291]}, {"type": "insight", "content": "The pending acquisition of ICD for $785 million is expected to be funded with cash and cash equivalents on hand.", "chunk_num": [300]}], "start_page": 58}, {"level": 3, "title": "Non-GAAP Financial Measures", "item_id": "Non-GAAP Financial Measures", "summary": "The company uses non-GAAP measures like Free Cash Flow, Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, and Adjusted Diluted EPS to evaluate performance. For Q1 2024, Free Cash Flow was $20.6 million. Adjusted EBITDA increased to $219.5 million from $172.2 million in Q1 2023, with the margin expanding to 53.7% from 52.3%. Adjusted Net Income was $167.9 million, resulting in an Adjusted Diluted EPS of $0.71, up from $0.54 in the prior-year period.", "end_page": 70, "key_points": [{"type": "table", "title": "Non-GAAP Performance Summary (in thousands, except per share data)", "content": "| Metric | Q1 2024 | Q1 2023 |\n| :--- | :--- | :--- |\n| Free Cash Flow | $20,647 | $54,126 |\n| Adjusted EBITDA | $219,528 | $172,203 |\n| Adjusted EBITDA Margin | 53.7% | 52.3% |\n| Adjusted Net Income | $167,925 | $129,035 |\n| Adjusted Diluted EPS | $0.71 | $0.54 |", "chunk_num": [320, 332, 337]}], "start_page": 64}, {"level": 3, "title": "Critical Accounting Policies and Estimates", "item_id": "Critical Accounting Policies and Estimates", "summary": "Management identifies several critical accounting policies that require significant judgment and estimation. These include business combinations, particularly the valuation of acquired intangible assets like customer relationships and technology from the r8fin acquisition. Other key areas are revenue recognition (especially for the LSEG market data agreement), stock-based compensation valuation using the Monte Carlo model for PSUs, and the determination of current and deferred income taxes and the Tax Receivable Agreement liability, which involve projecting future earnings and tax rates.", "end_page": 72, "key_points": [{"type": "insight", "content": "The valuation of acquired assets from the r8fin acquisition, such as the $56.5 million in Customer Relationships and $28.0 million in developed technology, involved significant Level 3 unobservable inputs and estimation.", "chunk_num": [348, 349]}, {"type": "insight", "content": "The valuation of performance-based restricted stock units (PSUs) that vest based on market conditions is a significant estimate, using a Monte Carlo simulation model with assumptions for maturity, volatility, and risk-free rates.", "chunk_num": [356]}, {"type": "insight", "content": "The Tax Receivable Agreement liability calculation requires significant judgment in projecting future earnings, the geographic mix of earnings, and the timing of deferred taxes becoming current over a 15-year period.", "chunk_num": [360]}], "start_page": 70} ], "end_page": 72, "key_points": [], "start_page": 44}, {"level": 2, "title": "Quantitative and Qualitative Disclosures about Market Risk", "item_id": "Item 3. Quantitative and Qualitative Disclosures about Market Risk", "summary": "The company is exposed to market risks, primarily from foreign currency fluctuations and credit risk. In Q1 2024, 30% of revenue and 16% of operating expenses were denominated in foreign currencies, mainly the euro and British pound sterling. The company uses foreign currency forward contracts to mitigate this exposure. A hypothetical 10% change in the U.S. dollar against all other currencies would impact Q1 2024 operating income by approximately $9.0 million. Credit risk arises from receivables from financial institutions and potential counterparty failure in unsettled transactions.", "end_page": 73, "key_points": [{"type": "insight", "content": "In Q1 2024, 30% of revenue was denominated in foreign currencies (primarily euros) and 16% of operating expenses were in foreign currencies (primarily British pounds sterling).", "chunk_num": [364, 365]}, {"type": "insight", "content": "A hypothetical 10% change in the U.S. dollar value against all other currencies would have affected Q1 2024 operating income by approximately $9.0 million.", "chunk_num": [369]}, {"type": "insight", "content": "The company uses foreign currency forward contracts to mitigate FX risk, with a notional amount of $214.8 million as of March 31, 2024.", "chunk_num": [369]}, {"type": "insight", "content": "Credit risk is managed by monitoring counterparty creditworthiness and investing cash through high-credit-quality financial institutions.", "chunk_num": [371, 375]}], "start_page": 72}, {"level": 2, "title": "Controls and Procedures", "item_id": "Item 4. Controls and Procedures", "summary": "Management, under the supervision of the CEO and CFO, evaluated the company's disclosure controls and procedures and concluded they were effective as of March 31, 2024. There were no material changes to the company's internal control over financial reporting during the quarter.", "end_page": 74, "key_points": [{"type": "insight", "content": "The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of March 31, 2024.", "chunk_num": [376]}, {"type": "insight", "content": "No material changes were made to the internal control over financial reporting during the first quarter of 2024.", "chunk_num": [377]}], "start_page": 74} ], "end_page": 74, "start_page": 8}, {"level": 1, "title": "PART II — OTHER INFORMATION", "item_id": "PART II — OTHER INFORMATION", "summary": None, "children": [ {"level": 2, "title": "Legal Proceedings", "item_id": "Item 1. Legal Proceedings", "summary": "The company reports no material changes to its legal proceedings. A key update is that on February 1, 2024, the Second Circuit affirmed the District Court's dismissal of all claims against the company in a consolidated antitrust class action related to U.S. Treasury securities auctions.", "end_page": 75, "key_points": [{"type": "insight", "content": "In an antitrust class action regarding U.S. Treasury securities auctions, the Second Circuit affirmed the dismissal of all claims against the company on February 1, 2024.", "chunk_num": [177]}], "start_page": 75}, {"level": 2, "title": "Risk Factors", "item_id": "Item 1A. Risk Factors", "summary": "There have been no material changes to the principal risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2023.", "end_page": 75, "key_points": [{"type": "insight", "content": "No material changes to risk factors were reported for the period.", "chunk_num": [381]}], "start_page": 75}, {"level": 2, "title": "Unregistered Sales of Equity Securities and Use of Proceeds", "item_id": "Item 2. Unregistered Sales of Equity Securities and Use of Proceeds", "summary": "On January 19, 2024, the company issued 374,601 shares of Class A common stock as partial consideration for the acquisition of r8fin. This issuance was an unregistered sale made in reliance on Section 4(a)(2) of the Securities Act. The company did not repurchase any of its equity securities during the quarter.", "end_page": 75, "key_points": [{"type": "insight", "content": "On January 19, 2024, 374,601 unregistered shares of Class A common stock were issued as part of the r8fin acquisition.", "chunk_num": [382]}, {"type": "insight", "content": "No shares were repurchased under the company's share repurchase programs during the three months ended March 31, 2024.", "chunk_num": [383]}], "start_page": 75}, {"level": 2, "title": "Other Information", "item_id": "Item 5. Other Information", "summary": "This section discloses the adoption of Rule 10b5-1 trading plans by several executive officers during the first quarter of 2024. CEO Billy Hult, CFO Sara Furber, and Managing Director Enrico Bruni all adopted new trading plans for the potential sale of company stock.", "end_page": 76, "key_points": [{"type": "insight", "content": "CEO Billy Hult, CFO Sara Furber, and Managing Director Enrico Bruni adopted Rule 10b5-1 trading arrangements during Q1 2024.", "chunk_num": [388, 389]}], "start_page": 75} ], "end_page": 78, "start_page": 75} ] print(generate_report_outline(outline)) ``` ```markdown PART I — FINANCIAL INFORMATION [Financial Statements](index=8&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for Tradeweb Markets Inc. as of March 31, 2024, and for the three months ended March 31, 2024 and 2023, including Statements of Financial Condition, Income, Comprehensive Income, Changes in Equity, and Cash Flows, along with detailed notes covering significant accounting policies, acquisitions, revenue breakdown, and other financial details [Condensed Consolidated Statements of Financial Condition](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Financial%20Condition) As of March 31, 2024, total assets increased to **$7.40 billion** from **$7.06 billion** at December 31, 2023, primarily driven by a rise in 'Receivable from brokers and dealers and clearing organizations' and 'Deposits with clearing organizations', while total liabilities also increased to **$1.32 billion** from **$1.13 billion**, mainly due to a higher 'Payable to brokers and dealers and clearing organizations', and total equity grew to **$6.08 billion** from **$5.93 billion** Condensed Consolidated Statements of Financial Condition (in thousands) | Account | March 31, 2024 | December 31, 2023 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $1,544,881 | $1,706,468 | | Receivable from brokers and dealers and clearing organizations | $676,111 | $381,178 | | Goodwill | $2,857,713 | $2,815,524 | | **Total assets** | **$7,395,949** | **$7,059,538** | | **Liabilities** | | | | Payable to brokers and dealers and clearing organizations | $646,643 | $351,864 | | Accrued compensation | $81,765 | $164,329 | | Tax receivable agreement liability | $431,980 | $457,523 | | **Total liabilities** | **$1,319,922** | **$1,128,132** | | **Total equity** | **$6,076,027** | **$5,931,406** | [Condensed Consolidated Statements of Income](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) For the three months ended March 31, 2024, total revenues increased by **24.1%** year-over-year to **$408.7 million**, operating income grew **36.8%** to **$167.7 million**, and net income attributable to Tradeweb Markets Inc. rose significantly by **43.6%** to **$126.1 million**, resulting in a diluted EPS of **$0.59**, up from **$0.42** in the prior year period Condensed Consolidated Statements of Income (in thousands, except per share amounts) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :--- | :--- | :--- | | Total revenue | $408,739 | $329,249 | | Total expenses | $241,061 | $206,683 | | Operating income | $167,678 | $122,566 | | Net income | $143,382 | $102,193 | | Net income attributable to Tradeweb Markets Inc. | $126,142 | $87,856 | | Diluted EPS | $0.59 | $0.42 | [Condensed Consolidated Statements of Cash Flows](index=13&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the first quarter of 2024, net cash provided by operating activities was **$37.9 million**, a decrease from **$70.8 million** in Q1 2023, mainly due to changes in working capital, including a significant increase in deposits with clearing organizations, while net cash used in investing activities increased to **$107.0 million**, driven by the **$89.2 million** cash payment for the r8fin acquisition, and net cash used in financing activities was **$90.8 million**, primarily for tax payments on stock compensation, TRA payments, and dividends Condensed Consolidated Statements of Cash Flows (in thousands) | Cash Flow Activity | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :--- | :--- | :--- | | Net cash provided by operating activities | $37,914 | $70,840 | | Net cash used in investing activities | ($106,991) | ($16,714) | | Net cash used in financing activities | ($90,770) | ($80,456) | | Net (decrease) in cash, cash equivalents and restricted cash | ($161,587) | ($24,554) | [Notes to Condensed Consolidated Financial Statements](index=15&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the company's organization, accounting policies, and financial activities, including the acquisition of r8fin in January 2024 for **$125.9 million** and the agreement to acquire ICD for **$785 million**, with revenues broken down by type and geography, showing strong growth in both U.S. and international markets, and covering the Tax Receivable Agreement liability of **$432.0 million**, regulatory capital requirements for its subsidiaries, and subsequent events, including a declared quarterly dividend of **$0.10 per share** - On January 19, 2024, the Company acquired r8fin for total consideration of **$125.9 million**, consisting of **$89.2 million** in cash and **$36.7 million** in Class A common stock[61](index=61&type=chunk)[120](index=120&type=chunk) - On April 5, 2024, the Company entered into a definitive agreement to acquire ICD for **$785 million** in cash, with the deal expected to close in the second half of 2024[192](index=192&type=chunk) - As of March 31, 2024, the Tax Receivable Agreement liability stood at **$432.0 million**[141](index=141&type=chunk) - On April 25, 2024, the board declared a quarterly cash dividend of **$0.10** per share, payable on June 17, 2024[190](index=190&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=44&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the financial results for Q1 2024, highlighting a **24.1%** increase in total revenue to **$408.7 million**, driven by strong performance across rates, credit, and money markets, with operating income rising **36.8%** to **$167.7 million**, covering key business trends, including recent acquisitions (r8fin, pending ICD), the impact of the economic environment, and the company's liquidity position, with Adjusted EBITDA growing to **$219.5 million** with a margin of **53.7%**, and Adjusted Diluted EPS at **$0.71** [Results of Operations](index=52&type=section&id=Results%20of%20Operations) For Q1 2024, total revenue increased **24.1%** to **$408.7 million**, driven by a **25.8%** rise in transaction fees and commissions, with all asset classes seeing revenue growth, Credit up **30.1%** and Rates up **25.6%**, while total expenses increased **16.6%** to **$241.1 million**, primarily due to higher employee compensation, leading to a **36.8%** increase in operating income to **$167.7 million**, and net income attributable to the company grew **43.6%** to **$126.1 million** Q1 2024 vs Q1 2023 Performance (in thousands) | Metric | Q1 2024 | Q1 2023 | % Change | | :--- | :--- | :--- | :--- | | Total Revenue | $408,739 | $329,249 | 24.1% | | Operating Income | $167,678 | $122,566 | 36.8% | | Net Income Attributable to Tradeweb | $126,142 | $87,856 | 43.6% | Revenue by Asset Class (in thousands) | Asset Class | Q1 2024 Revenue | Q1 2023 Revenue | % Change | | :--- | :--- | :--- | :--- | | Rates | $214,093 | $170,505 | 25.6% | | Credit | $115,839 | $89,017 | 30.1% | | Equities | $27,050 | $26,203 | 3.2% | | Money Markets | $16,791 | $14,807 | 13.4% | | Market Data | $29,022 | $22,434 | 29.4% | - Total average daily volume (ADV) increased **39.1%** to approximately **$1.90 trillion**, driven by strong growth in Rates Derivatives (up **57.1%**) and Equities (up **40.5%**)[243](index=243&type=chunk) [Liquidity and Capital Resources](index=58&type=section&id=Liquidity%20and%20Capital%20Resources) As of March 31, 2024, the company held **$1.5 billion** in cash and cash equivalents, with primary uses of cash being operations, capital expenditures, dividends, share repurchases, and payments under the Tax Receivable Agreement, and has a **$500 million** unsecured revolving credit facility with no borrowings outstanding, a quarterly dividend of **$0.10 per share** declared, and expects to fund the pending **$785 million** acquisition of ICD with cash on hand, with capital expenditure guidance for 2024 at **$75-$83 million** - The company has a **$500.0 million** unsecured revolving credit facility maturing in November 2028, with no borrowings outstanding as of March 31, 2024[294](index=294&type=chunk) - As of March 31, 2024, the company had **$239.8 million** remaining under its authorized share repurchase program[288](index=288&type=chunk) - The company expects to make Tax Receivable Agreement payments of approximately **$58.5 million** within the next 12 months[291](index=291&type=chunk) - The pending acquisition of ICD for **$785 million** is expected to be funded with cash and cash equivalents on hand[300](index=300&type=chunk) [Non-GAAP Financial Measures](index=64&type=section&id=Non-GAAP%20Financial%20Measures) The company uses non-GAAP measures like Free Cash Flow, Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, and Adjusted Diluted EPS to evaluate performance, with Q1 2024 Free Cash Flow at **$20.6 million**, Adjusted EBITDA increasing to **$219.5 million** from **$172.2 million** in Q1 2023, with the margin expanding to **53.7%** from **52.3%**, and Adjusted Net Income at **$167.9 million**, resulting in an Adjusted Diluted EPS of **$0.71**, up from **$0.54** in the prior-year period Non-GAAP Performance Summary (in thousands, except per share data) | Metric | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Free Cash Flow | $20,647 | $54,126 | | Adjusted EBITDA | $219,528 | $172,203 | | Adjusted EBITDA Margin | 53.7% | 52.3% | | Adjusted Net Income | $167,925 | $129,035 | | Adjusted Diluted EPS | $0.71 | $0.54 | [Critical Accounting Policies and Estimates](index=70&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) Management identifies several critical accounting policies that require significant judgment and estimation, including business combinations, particularly the valuation of acquired intangible assets like customer relationships and technology from the r8fin acquisition, and other key areas such as revenue recognition (especially for the LSEG market data agreement), stock-based compensation valuation using the Monte Carlo model for PSUs, and the determination of current and deferred income taxes and the Tax Receivable Agreement liability, which involve projecting future earnings and tax rates - The valuation of acquired assets from the r8fin acquisition, such as the **$56.5 million** in Customer Relationships and **$28.0 million** in developed technology, involved significant Level 3 unobservable inputs and estimation[348](index=348&type=chunk)[349](index=349&type=chunk) - The valuation of performance-based restricted stock units (PSUs) that vest based on market conditions is a significant estimate, using a Monte Carlo simulation model with assumptions for maturity, volatility, and risk-free rates[356](index=356&type=chunk) - The Tax Receivable Agreement liability calculation requires significant judgment in projecting future earnings, the geographic mix of earnings, and the timing of deferred taxes becoming current over a 15-year period[360](index=360&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=72&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company is exposed to market risks, primarily from foreign currency fluctuations and credit risk, with **30%** of Q1 2024 revenue and **16%** of operating expenses denominated in foreign currencies, mainly the euro and British pound sterling, and uses foreign currency forward contracts to mitigate this exposure, where a hypothetical **10%** change in the U.S. dollar against all other currencies would impact Q1 2024 operating income by approximately **$9.0 million**, and credit risk arises from receivables from financial institutions and potential counterparty failure in unsettled transactions - In Q1 2024, **30%** of revenue was denominated in foreign currencies (primarily euros) and **16%** of operating expenses were in foreign currencies (primarily British pounds sterling)[364](index=364&type=chunk)[365](index=365&type=chunk) - A hypothetical **10%** change in the U.S. dollar value against all other currencies would have affected Q1 2024 operating income by approximately **$9.0 million**[369](index=369&type=chunk) - The company uses foreign currency forward contracts to mitigate FX risk, with a notional amount of **$214.8 million** as of March 31, 2024[369](index=369&type=chunk) - Credit risk is managed by monitoring counterparty creditworthiness and investing cash through high-credit-quality financial institutions[371](index=371&type=chunk)[375](index=375&type=chunk) [Controls and Procedures](index=74&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, under the supervision of the CEO and CFO, evaluated the company's disclosure controls and procedures and concluded they were effective as of March 31, 2024, with no material changes to the company's internal control over financial reporting during the quarter - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of March 31, 2024[376](index=376&type=chunk) - No material changes were made to the internal control over financial reporting during the first quarter of 2024[377](index=377&type=chunk) PART II — OTHER INFORMATION [Legal Proceedings](index=75&type=section&id=Item%201.%20Legal%20Proceedings) The company reports no material changes to its legal proceedings, with a key update being that on February 1, 2024, the Second Circuit affirmed the District Court's dismissal of all claims against the company in a consolidated antitrust class action related to U.S. Treasury securities auctions - In an antitrust class action regarding U.S. Treasury securities auctions, the Second Circuit affirmed the dismissal of all claims against the company on February 1, 2024[177](index=177&type=chunk) [Risk Factors](index=75&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the principal risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2023 - No material changes to risk factors were reported for the period[381](index=381&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=75&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) On January 19, 2024, the company issued **374,601** shares of Class A common stock as partial consideration for the acquisition of r8fin, with this issuance being an unregistered sale made in reliance on Section 4(a)(2) of the Securities Act, and the company did not repurchase any of its equity securities during the quarter - On January 19, 2024, **374,601** unregistered shares of Class A common stock were issued as part of the r8fin acquisition[382](index=382&type=chunk) - No shares were repurchased under the company's share repurchase programs during the three months ended March 31, 2024[383](index=383&type=chunk) [Other Information](index=75&type=section&id=Item%205.%20Other%20Information) This section discloses the adoption of Rule 10b5-1 trading plans by several executive officers during the first quarter of 2024, including CEO Billy Hult, CFO Sara Furber, and Managing Director Enrico Bruni, who all adopted new trading plans for the potential sale of company stock - CEO Billy Hult, CFO Sara Furber, and Managing Director Enrico Bruni adopted Rule 10b5-1 trading arrangements during Q1 2024[388](index=388&type=chunk)[389](index=389&type=chunk) ```

Investor Relations Ashley Serrao + 1 646 430 6027 Ashley.Serrao@Tradeweb.com Media Relations Daniel Noonan + 1 646 767 4677 Daniel.Noonan@Tradeweb.com TRADEWEB REPORTS FIRST QUARTER 2024 FINANCIAL RESULTS New York, April 25, 2024 – Tradeweb Markets Inc. (Nasdaq: TW), a leading, global operator of electronic marketplaces for rates, credit, equities and money markets, today reported financial results for the quarter ended March 31, 2024. $408.7 million quarterly revenues, an increase of 24.1% (23.8% on a cons ...

gopixa The following data is derived from trading activity on the Tradeweb Markets institutional European- and U.S.-listed ETF platforms. European-Listed ETFs Total traded volume Trading activity on the Tradeweb European ETF marketplace reached EUR 55.6 billion in March, while the proportion of transactions processed via Tradeweb’s Automated Intelligent Execution (AiEX) tool amounted to 86.1%, the second-highest figure on record. Adam Gould, head of equities at Tradeweb, said: “The first quarter of the ...

Funtap The following data is derived from trading activity on the Tradeweb Markets institutional European- and U.S.-listed ETF platforms. European-Listed ETFs Total traded volume Trading activity on the Tradeweb European ETF marketplace reached EUR 56.4 billion in February, while the proportion of transactions processed via Tradeweb’s Automated Intelligent Execution (AiEX) tool amounted to a platform record of 87.4%. Adam Gould, head of equities at Tradeweb, said: “February has been another strong month ...

NEW YORK--(BUSINESS WIRE)--Tradeweb Markets Inc. (Nasdaq: TW), a leading, global operator of electronic marketplaces for rates, credit, equities and money markets, today reported total trading volume for the month of February 2024 of $37.9 trillion (tn)1. Average daily volume (ADV) for the month was $1.87tn, an increase of 31.1 percent (%) year-over-year (YoY). In February 2024, Tradeweb records included: ADV in U.S. government bonds ADV in European government bonds ADV in rates futures ADV in full ...

NEW YORK--(BUSINESS WIRE)--Tradeweb Markets Inc. (Nasdaq: TW), a leading, global operator of electronic marketplaces for rates, credit, equities and money markets, today announced it will present at the Raymond James 45th Annual Institutional Investors Conference tomorrow, March 5, 2024. Tradeweb CEO Billy Hult is scheduled to participate in a fireside chat on Tuesday, March 5, 2024 at 1:40 PM EST. A live webcast of the session will be available via https://investors.tradeweb.com/events-and-presentations. ...

Key PointsTradeweb builds and operates electronic marketplaces for credit, rates, equities and money markets.The company grew revenues by 26.6% YoY in Q4 2023.Tradeweb saw record trading volumes of $42.6 trillion in January 2024, averaging $2 trillion in daily trading volume, up 75% YoY.5 stocks we like better than Tradeweb MarketsTradeweb Markets Inc. NASDAQ: TW is a global developer and operator of electronic marketplaces, notably for bonds, ETFs, and derivatives. It's grown to become one of the leading e ...

[Introductory Note](index=3&type=section&id=INTRODUCTORY%20NOTE) This section details Tradeweb Markets Inc.'s holding company structure, key terms, and market data presentation basis - Tradeweb Markets Inc. became a holding company after its IPO in April **2019**, consolidating Tradeweb Markets LLC, which became its principal operating subsidiary[16](index=16&type=chunk)[17](index=17&type=chunk) - The report's market and industry data are based on management's knowledge, experience, and information from various public and industry sources, with an acknowledgment of inherent uncertainties and imprecision in estimates[21](index=21&type=chunk)[22](index=22&type=chunk) - LSEG (formerly Refinitiv) acquired the Refinitiv business in January **2021** and indirectly held a majority ownership interest in Tradeweb[18](index=18&type=chunk)[23](index=23&type=chunk) [Use of Non-GAAP Financial Measures](index=6&type=section&id=USE%20OF%20NON-GAAP%20FINANCIAL%20MEASURES) Tradeweb uses non-GAAP measures like Free Cash Flow and Adjusted EBITDA to assess performance, noting their limitations - Tradeweb uses non-GAAP financial measures including Free Cash Flow, Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBIT, Adjusted EBIT margin, Adjusted Net Income, and Adjusted Diluted EPS, as well as constant currency changes[26](index=26&type=chunk) - Free Cash Flow is presented as a useful indicator of liquidity, showing cash generated from core operations after capital expenditures[27](index=27&type=chunk) - Adjusted EBITDA and Adjusted EBIT are used to compare operating performance across reporting periods by excluding items not indicative of core operations, and are part of the executive incentive compensation program[28](index=28&type=chunk) - Non-GAAP measures have limitations, such as not reflecting all expenditures, working capital changes, interest/tax expenses, or asset replacement costs, and may not be comparable to similarly titled measures from other companies[31](index=31&type=chunk) [Cautionary Note Regarding Forward-Looking Statements](index=8&type=section&id=CAUTIONARY%20NOTE%20REGARDING%20FORWARD-LOOKING%20STATEMENTS) This section warns that forward-looking statements are subject to significant risks, advising against undue reliance - Forward-looking statements are based on current expectations, assumptions, estimates, and projections, but involve known and unknown risks and uncertainties beyond the company's control[34](index=34&type=chunk) - Key factors that could cause actual results to differ materially include changes in economic/market conditions, competition, failure to adapt to industry changes, consolidation, dependence on dealer clients, system defects, reliance on third parties, inability to achieve ESG goals, integration of acquisitions, international operation risks, cybersecurity, extensive regulation, and management retention[35](index=35&type=chunk)[39](index=39&type=chunk) - The company does not undertake any obligation to update or revise forward-looking statements, except as required by law[38](index=38&type=chunk) [Part I](index=10&type=section&id=PART%20I) [Item 1. Business](index=10&type=section&id=Item%201.%20Business) Tradeweb is a global leader in electronic marketplaces, serving diverse clients across asset classes with proprietary technology [Overview](index=10&type=section&id=Overview) - Tradeweb is a global leader in building and operating electronic marketplaces for institutional, wholesale, and retail **clients** across rates, credit, equities, and money markets in **over 70 countries**[41](index=41&type=chunk) - The company provides solutions across the trade lifecycle, including pre-trade, execution, post-trade, and data, leveraging proprietary technology and collaborative innovation[41](index=41&type=chunk) - Electronic trading is increasing due to market demand for greater transparency, higher execution quality, operational efficiency, lower costs, and regulatory changes[43](index=43&type=chunk) [Our Evolution](index=11&type=section&id=Our%20Evolution) - Founded in **1996**, Tradeweb launched its first electronic marketplace in **1998** for institutional U.S. Treasury trading and has since expanded globally and across asset classes[47](index=47&type=chunk) - Key acquisitions include Hilliard Farber & Co. (**2008**), Rafferty Capital Markets (**2011**), BondDesk (**2013**), Nasdaq's U.S. fixed income platform (**2021**), Yieldbroker (**2023**), and r8fin (**2024**), expanding wholesale, retail, and algorithmic trading capabilities[48](index=48&type=chunk) - Innovations like Request-for-Quote (RFQ), blast all-to-all (A2A), and portfolio trading have increased estimated average daily trading volumes from **$0.6 trillion** in **1998** to **$8.8 trillion** by December **31**, **2023**[49](index=49&type=chunk)[50](index=50&type=chunk) [Our Competitive Strengths](index=12&type=section&id=Our%20Competitive%20Strengths) - Tradeweb's large network and deep liquidity pools drive efficient trade execution and attract new users, benefiting from a virtuous cycle of liquidity[52](index=52&type=chunk) - The company is a market leader in electronic trading for products such as U.S. Treasuries, U.S. High-Grade credit, TBA MBS, European government bonds, global interest rate swaps, and European ETFs[53](index=53&type=chunk) - Proprietary, scalable, and flexible technology, combined with a culture of collaborative innovation, enables rapid development of customized solutions and integration with client workflows[55](index=55&type=chunk)[57](index=57&type=chunk) - Data and analytics, including Automated Intelligent Execution (AiEX) which executed **over 35%** of institutional trades in **2023**, enhance trading decisions and platform value[59](index=59&type=chunk) [Our Growth Strategies](index=14&type=section&id=Our%20Growth%20Strategies) - Tradeweb aims to grow existing markets by capitalizing on increasing underlying asset class volumes (e.g., global government bonds, interest rate swaps, ETFs) and increasing market share through electronification of workflows[64](index=64&type=chunk)[65](index=65&type=chunk)[66](index=66&type=chunk) - The company expands its product set and geographic reach, including initiatives in China (BondConnect, CIBM Direct, Swap Connect) and new solutions like EM bond FX swap workflow and multi-asset package (MAP) trading[68](index=68&type=chunk)[69](index=69&type=chunk) - Enhancing data and analytics capabilities, including an amended LSEG market data agreement and a strategic partnership with FTSE Russell, is a key strategy for developing innovative solutions and monetizing data[71](index=71&type=chunk)[72](index=72&type=chunk)[73](index=73&type=chunk) - Strategic acquisitions and alliances, such as Yieldbroker and r8fin, are pursued to enhance existing capabilities, leverage scale, and accelerate entry into new markets[75](index=75&type=chunk) [Our Client Sectors](index=16&type=section&id=Our%20Client%20Sectors) - Tradeweb serves **over 2,500 clients** across institutional, wholesale, and retail sectors, providing deep liquidity pools through its Tradeweb Institutional, Dealerweb, and Tradeweb Direct platforms[76](index=76&type=chunk)[77](index=77&type=chunk) - The Institutional platform serves **over 1,950 clients**, including **90%** of the world's largest **100 asset managers**, offering diverse products and trading protocols like RFQ and portfolio trading[79](index=79&type=chunk)[80](index=80&type=chunk) - Dealerweb (Wholesale) provides electronic, hybrid, and voice trading for **over 300 dealers**, with e-participant growth exceeding **90%** since **2016**, while Tradeweb Direct (Retail) serves **over 50,000 financial advisors** with micro-lot liquidity[81](index=81&type=chunk)[82](index=82&type=chunk) [Our Asset Classes and Products](index=17&type=section&id=Our%20Asset%20Classes%20and%20Products) - Tradeweb facilitates trading across Rates (global government bonds, securitized products, SSAs, global rates derivatives), Credit (global credit, European structured notes, municipal bonds, China bonds, global credit derivatives), Equities (global ETFs, global cash equities, global convertible bonds, global equity derivatives), and Money Markets (repurchase agreements, agency discount notes, commercial paper, certificates of deposit)[83](index=83&type=chunk)[85](index=85&type=chunk)[88](index=88&type=chunk) [Our Geographies](index=18&type=section&id=Our%20Geographies) - Tradeweb has a global footprint, serving **over 2,500 clients** in more than **70 countries** across the Americas (**1,500+ clients**), EMEA (**700+ clients**), and APAC (**300+ clients**), with offices in North America, Europe, Asia, Australia, and the Middle East[86](index=86&type=chunk)[89](index=89&type=chunk) - The company supports trading across **over 25 currencies** globally, leveraging its expertise in multiple jurisdictions to expand operations[86](index=86&type=chunk)[87](index=87&type=chunk) [Our Solutions](index=18&type=section&id=Our%20Solutions) - Pre-trade solutions include real-time market data, streaming price updates for **over 50 products**, and innovative tools like Automated Intelligent Price (Ai-Price) for bond pricing[88](index=88&type=chunk)[61](index=61&type=chunk) - Trade execution is supported by diverse protocols such as Request-for-Quote (RFQ), Request-for-Market (RFM), Request-for-Stream (RFS), list trading, compression, Blast all-to-all (A2A), Click-to-Trade (CTT), portfolio trading, session-based trading, Central Limit Order Book (CLOB), directed streams, inventory-based, Rematch, and voice brokering[91](index=91&type=chunk)[94](index=94&type=chunk) - Automated Intelligent Execution (AiEX) allows clients to automate high volumes of trades, with **over 35%** of institutional trades executed using this functionality in **2023**[93](index=93&type=chunk)[59](index=59&type=chunk) - Post-trade solutions include electronic allocation, settlement information, real-time clearing/reporting, Transaction Cost Analysis (TCA), best execution reporting, and regulatory reporting services (APA) for MiFID II[94](index=94&type=chunk) [Sales and Marketing](index=21&type=section&id=Sales%20and%20Marketing) - Tradeweb employs a team-based sales organization focused on new client acquisition and managing existing relationships, leveraging product and regional expertise[95](index=95&type=chunk) - Senior executives provide thought leadership on market trends, regulatory changes, and technology advancements through media, industry events, and webinars[96](index=96&type=chunk) - Marketing strategies include a public website, advertising, digital and social media, direct marketing, and industry conferences to strengthen brand position and explain offerings[97](index=97&type=chunk) [Competition](index=21&type=section&id=Competition) - Tradeweb operates in a highly competitive industry, competing with other electronic trading platforms (e.g., MarketAxess, Bloomberg, ICE), exchanges (e.g., CME Group, CBOE), inter-dealer brokers, EMS/OMS providers, single-bank systems, and market data/information vendors[99](index=99&type=chunk)[104](index=104&type=chunk) - Competition is primarily based on client network, domain expertise, breadth of offerings, ease of platform integration, and the quality, reliability, security, and ease of use of its solutions[98](index=98&type=chunk) - Industry consolidation has intensified competition, with larger, more sophisticated competitors potentially offering lower costs or wider ranges of services[100](index=100&type=chunk) [Proprietary Technology](index=23&type=section&id=Proprietary%20Technology) - Tradeweb's proprietary technology infrastructure is scalable, flexible, and resilient, supported by **over 350 technologists** with deep market knowledge[101](index=101&type=chunk)[102](index=102&type=chunk) - Key aspects include nimble product development, a component-based and modular architecture, strong business continuity and disaster recovery planning with redundant **data centers** (**10 globally**), and continuous security monitoring[104](index=104&type=chunk)[105](index=105&type=chunk)[106](index=106&type=chunk) [Intellectual Property](index=24&type=section&id=Intellectual%20Property) - Tradeweb protects its proprietary technology, processes, and intellectual property through a combination of copyright, patent, trade secret, and trademark laws, as well as written agreements[107](index=107&type=chunk)[108](index=108&type=chunk) - The company holds patents or pending patents for significant trading protocols and system technology, and has registered trademarks including 'Tradeweb,' 'Dealerweb,' and 'Tradeweb Direct'[107](index=107&type=chunk)[108](index=108&type=chunk) [Regulation](index=24&type=section&id=Regulation) - Tradeweb's business is extensively regulated in numerous jurisdictions globally, including the U.S., UK, EU, Japan, Hong Kong, Singapore, and Australia, by governmental and self-regulatory organizations[109](index=109&type=chunk)[120](index=120&type=chunk) - U.S. operations are regulated by the SEC (broker-dealers, ATS), CFTC (SEFs, swaps), FINRA, MSRB, and NFA, with significant regulatory changes like the Dodd-Frank Act and proposed expansions to Regulation ATS and SCI[113](index=113&type=chunk)[114](index=114&type=chunk)[115](index=115&type=chunk)[117](index=117&type=chunk)[118](index=118&type=chunk) - Non-U.S. operations are subject to regulations like MiFID II/MiFIR in the EU, and new frameworks such as the Digital Operational Resilience Act (DORA) and ESMA's Union Strategic Supervisory Priorities (USSPs) focusing on cyber risk and digital resilience[123](index=123&type=chunk)[124](index=124&type=chunk)[125](index=125&type=chunk) - Certain subsidiaries are subject to jurisdiction-specific regulatory capital requirements, and all regulated entities maintained sufficient capital as of December **31**, **2023**[126](index=126&type=chunk)[747](index=747&type=chunk) [Human Capital](index=28&type=section&id=Human%20Capital) - As of December **31**, **2023**, Tradeweb had **1,179 employees** globally, with a focus on attracting and retaining top talent through a diverse, inclusive, and safe workplace[142](index=142&type=chunk)[143](index=143&type=chunk) - The company promotes Diversity, Equity, and Inclusion (DE&I) through a dedicated committee, the Global Women's Network, and partnerships with external organizations, including the Spotlight Dealer Diversity Program to promote diverse dealers[144](index=144&type=chunk)[145](index=145&type=chunk) - Tradeweb offers robust compensation and benefits programs, health and well-being initiatives, and invests in talent development through continuous learning opportunities, internships, and mentoring programs[147](index=147&type=chunk)[148](index=148&type=chunk)[149](index=149&type=chunk) [Corporate Sustainability – Environmental, Social and Governance Matters](index=31&type=section&id=Corporate%20Sustainability%20%E2%80%93%20Environmental%2C%20Social%20and%20Governance%20Matters) - Tradeweb is committed to corporate sustainability, publishing its third annual Corporate Sustainability Report in August **2023**, outlining its ESG goals and progress[152](index=152&type=chunk) - Environmental efforts include minimizing its global emissions footprint, purchasing renewable energy certificates for **2023** U.S. and Asian energy usage, and publishing its inaugural TCFD report[153](index=153&type=chunk) - The company joined the Climate Bonds Initiative (CBI) Partnership Programme, with CBI-screened Green Bond trading on Tradeweb increasing **46%** to **$292.0 billion** in **2023**[154](index=154&type=chunk) - Strong governance structures, including a diverse Board of Directors and an ESG Steering Committee, oversee the integration of ESG strategy into the business[156](index=156&type=chunk) [Our Organizational Structure](index=32&type=section&id=Our%20Organizational%20Structure) - Tradeweb Markets Inc. is a Delaware-incorporated holding company, with its principal asset being an equity interest in Tradeweb Markets LLC, whose financial results it consolidates[157](index=157&type=chunk) - As of December **31**, **2023**, Tradeweb Markets Inc. owned **90.2%** of Tradeweb Markets LLC, with non-controlling interests holding the remaining **9.8%**[157](index=157&type=chunk)[579](index=579&type=chunk) [LSEG Transaction](index=32&type=section&id=LSEG%20Transaction) - London Stock Exchange Group plc (LSEG) acquired the Refinitiv business on January **29**, **2021**, making LSEG the controlling shareholder of Refinitiv, which in turn remained the controlling shareholder of Tradeweb[158](index=158&type=chunk)[159](index=159&type=chunk) - As of December **31**, **2023**, Refinitiv controlled approximately **89.9%** of Tradeweb's combined voting power[159](index=159&type=chunk) - The LSEG transaction did not result in material changes to Tradeweb's strategy, day-to-day operations, or management, and its market data license agreement with LSEG was amended in November **2023**[159](index=159&type=chunk) [Available Information](index=33&type=section&id=Available%20Information) - Tradeweb makes its SEC filings (Annual Reports on Form **10-K**, Quarterly Reports on Form **10-Q**, Current Reports on Form **8-K**, and Proxy Statements) available free of charge on its website (www.tradeweb.com) and through the SEC's website (www.sec.gov)[160](index=160&type=chunk) - Material financial and operational information is also announced via its investor relations website, press releases, public conference calls, webcasts, and social media channels (Instagram, LinkedIn, and X)[161](index=161&type=chunk) [Item 1A. Risk Factors](index=34&type=section&id=Item%201A.%20Risk%20Factors) This section outlines significant risks to Tradeweb's business, financial condition, and stock, covering market, operations, and governance factors [Risk Factors Summary](index=34&type=section&id=Risk%20Factors%20Summary) - Investing in Class A common stock involves a high degree of risk, with potential for material adverse effects on business, financial condition, and results of operations[163](index=163&type=chunk) - Principal risk categories include: Market and Industry Dynamics and Competition, Operation and Performance of Business, Growth Strategies and other Strategic Opportunities, International Operations, Cybersecurity and Intellectual Property, Legal, Regulatory and Tax Considerations, Indebtedness, Organizational Structure and Governance, and Ownership of Class A Common Stock[166](index=166&type=chunk)[167](index=167&type=chunk)[168](index=168&type=chunk)[169](index=169&type=chunk)[170](index=170&type=chunk)[171](index=171&type=chunk) [Risks Relating to Market and Industry Dynamics and Competition](index=36&type=section&id=Risks%20Relating%20to%20Market%20and%20Industry%20Dynamics%20and%20Competition) - Economic, political, and market conditions (e.g., interest rate volatility, geopolitical events, inflation) may reduce trading volumes and profitability, especially if market participants revert to voice trading during high volatility[173](index=173&type=chunk)[174](index=174&type=chunk)[175](index=175&type=chunk) - Tradeweb faces intense competition from other electronic trading platforms, exchanges, inter-dealer brokers, single-bank systems, and market data vendors, with larger competitors having greater resources and ability to adapt to changes[177](index=177&type=chunk)[178](index=178&type=chunk)[179](index=179&type=chunk)[181](index=181&type=chunk) - Failure to adapt effectively to rapidly evolving industry changes, including new technologies (like AI), client demands, and regulatory requirements, could harm competitiveness and financial results[182](index=182&type=chunk)[183](index=183&type=chunk)[185](index=185&type=chunk) - Consolidation in the financial services industry could lead to a smaller client base, increased competition, and reduced trading volumes, potentially increasing dependence on large dealer clients[187](index=187&type=chunk)[189](index=189&type=chunk) [Risks Relating to the Operation and Performance of our Business](index=40&type=section&id=Risks%20Relating%20to%20the%20Operation%20and%20Performance%20of%20our%20Business) - Tradeweb is dependent on dealer clients to provide liquidity, and most liquidity-taking clients do not have long-term contracts, posing risks to trading volumes and revenues[190](index=190&type=chunk)[191](index=191&type=chunk)[194](index=194&type=chunk) - Inability to maintain and grow the capacity of trading platforms, or experiencing design defects, errors, or delays, could lead to service disruptions, client loss, and reputational damage[195](index=195&type=chunk)[196](index=196&type=chunk)[197](index=197&type=chunk)[198](index=198&type=chunk) - Reliance on third parties for key functions (e.g., data centers, market data, clearinghouses) and exposure to their operational failures or service disruptions could significantly impact operations[199](index=199&type=chunk)[200](index=200&type=chunk)[202](index=202&type=chunk)[204](index=204&type=chunk) - Unforeseen catastrophic events (natural disasters, cyber-attacks, war) could disrupt business, especially given the concentration of U.S. and European operations in specific geographic areas[206](index=206&type=chunk)[207](index=207&type=chunk) - Quarterly results may fluctuate significantly due to various factors, and failure to retain senior management or attract qualified personnel could materially impact business operations and growth[208](index=208&type=chunk)[211](index=211&type=chunk)[212](index=212&type=chunk) - Damage to Tradeweb's reputation or brand, including from negative publicity or cybersecurity incidents, could adversely affect client loyalty and business performance[213](index=213&type=chunk)[214](index=214&type=chunk)[215](index=215&type=chunk) - The company may incur impairment charges for its goodwill (**$2.8 billion** as of Dec **31**, **2023**) and other indefinite-lived intangible assets (**$0.3 billion**), negatively impacting operating results[216](index=216&type=chunk) - Failure to achieve environmental, social, and governance (ESG) goals could adversely affect reputation, financial performance, and growth, and lead to increased scrutiny[217](index=217&type=chunk)[218](index=218&type=chunk)[219](index=219&type=chunk) [Risks Relating to our Growth Strategies and other Strategic Opportunities](index=45&type=section&id=Risks%20Relating%20to%20our%20Growth%20Strategies%20and%20other%20Strategic%20Opportunities) - Failure to maintain current business levels or successfully execute growth plans, including attracting new clients, increasing platform use, and expanding products/geographies, could materially harm the business[220](index=220&type=chunk)[221](index=221&type=chunk)[222](index=222&type=chunk) - Entry into new markets may not be successful due to established competitors, lack of brand recognition, or regulatory challenges, potentially leading to less than expected earnings[223](index=223&type=chunk)[224](index=224&type=chunk)[225](index=225&type=chunk)[227](index=227&type=chunk) - Acquisitions and divestitures involve numerous risks, including difficulties in identifying targets, integration challenges, management distraction, and failure to realize anticipated benefits[228](index=228&type=chunk)[229](index=229&type=chunk)[230](index=230&type=chunk)[231](index=231&type=chunk)[232](index=232&type=chunk) - Strategic alliances, partnerships, or joint ventures may not achieve anticipated goals due to development difficulties, conflicts with partners, or lack of control, potentially harming reputation and financial results[233](index=233&type=chunk)[234](index=234&type=chunk)[235](index=235&type=chunk) [Risks Relating to our International Operations](index=48&type=section&id=Risks%20Relating%20to%20our%20International%20Operations) - International operations in **over 70 countries** expose Tradeweb to risks from local economic, political, and social conditions, differing legal/regulatory requirements, varying tax regimes, and restrictions on fund transfers[236](index=236&type=chunk)[237](index=237&type=chunk) - Fluctuations in foreign currency exchange rates, particularly for the British pound sterling and euros, can adversely affect financial results, despite hedging activities which may not fully mitigate the risk[238](index=238&type=chunk)[239](index=239&type=chunk) [Risks Relating to Cybersecurity and Intellectual Property](index=49&type=section&id=Risks%20Relating%20to%20Cybersecurity%20and%20Intellectual%20Property) - Tradeweb is susceptible to cyber-threats, cyber-attacks, and security breaches, which could lead to reputational damage, financial losses, client dissatisfaction, and regulatory enforcement actions[240](index=240&type=chunk)[241](index=241&type=chunk)[243](index=243&type=chunk)[244](index=244&type=chunk) - Systems failures, interruptions, or delays in service, from various causes including heavy use, power outages, or catastrophic events, could materially harm business and reputation[245](index=245&type=chunk)[246](index=246&type=chunk)[247](index=247&type=chunk)[248](index=248&type=chunk) - Inability to adequately protect intellectual property (patents, copyrights, trademarks, trade secrets) or reliance on third-party IP rights could harm brand and business from competition or infringement claims[249](index=249&type=chunk)[250](index=250&type=chunk)[251](index=251&type=chunk)[252](index=252&type=chunk) - The use of open source software could result in litigation or impose unanticipated restrictions on commercializing platforms and solutions[253](index=253&type=chunk) [Risks Relating to Legal, Regulatory and Tax Considerations](index=52&type=section&id=Risks%20Relating%20to%20Legal%2C%20Regulatory%20and%20Tax%20Considerations) - Extensive regulation of the financial services industry exposes Tradeweb to significant costs, penalties, enhanced oversight, and restrictions on business operations, with potential for non-compliance to result in sanctions[254](index=254&type=chunk)[255](index=255&type=chunk)[259](index=259&type=chunk)[260](index=260&type=chunk)[262](index=262&type=chunk) - New laws, rules, or regulations (e.g., Dodd-Frank, MiFID II, DORA) or changes in existing ones, including their interpretation and enforcement, could materially adversely affect Tradeweb's business and its clients, increasing compliance costs[263](index=263&type=chunk)[264](index=264&type=chunk)[265](index=265&type=chunk)[267](index=267&type=chunk)[268](index=268&type=chunk) - Failure to comply with evolving privacy, data protection, and information security laws (e.g., GDPR, CCPA, CPRA) could harm business, reputation, and incur significant liabilities, fines, or litigation[269](index=269&type=chunk)[270](index=270&type=chunk)[271](index=271&type=chunk)[272](index=272&type=chunk)[273](index=273&type=chunk)[274](index=274&type=chunk)[275](index=275&type=chunk) - New tax legislation (e.g., IRA's corporate alternative minimum tax, global minimum tax) or unanticipated changes in effective tax rates or audit outcomes could materially adversely affect financial condition[276](index=276&type=chunk)[277](index=277&type=chunk)[278](index=278&type=chunk)[279](index=279&type=chunk) - Ineffective compliance and risk management programs could lead to losses, reputational damage, and adverse financial outcomes[280](index=280&type=chunk)[281](index=281&type=chunk)[282](index=282&type=chunk) - Exposure to litigation risk, including securities litigation, can result in substantial costs, diversion of management attention, and potential significant liabilities[283](index=283&type=chunk)[284](index=284&type=chunk) [Risks Relating to our Indebtedness](index=57&type=section&id=Risks%20Relating%20to%20our%20Indebtedness) - The **2023** Revolving Credit Facility imposes operating and financial restrictions (e.g., maximum total net leverage ratio, minimum cash interest coverage ratio) that may limit business opportunities and affect future financing[285](index=285&type=chunk)[286](index=286&type=chunk)[287](index=287&type=chunk)[289](index=289&type=chunk) - Borrowings under the **2023** Revolving Credit Facility are at variable interest rates, exposing Tradeweb to interest rate risk and potentially increasing debt service obligations if rates rise[290](index=290&type=chunk) - The possible volatility and uncertainty around SOFR as a LIBOR replacement rate could result in higher borrowing costs[291](index=291&type=chunk) [Risks Relating to our Organizational Structure and Governance](index=58&type=section&id=Risks%20Relating%20to%20our%20Organizational%20Structure%20and%20Governance) - Refinitiv (controlled by LSEG) maintains significant control over Tradeweb, holding approximately **89.9%** of the combined voting power as of December **31**, **2023**, which could lead to conflicts of interest[292](index=292&type=chunk)[579](index=579&type=chunk) - Tradeweb's status as a 'controlled company' on Nasdaq allows it to rely on exemptions from certain corporate governance requirements, potentially reducing protections for stockholders[294](index=294&type=chunk) - Anti-takeover provisions in organizational documents and Delaware law, such as a multi-class common stock structure and restrictions on stockholder actions, might discourage or delay acquisition attempts[295](index=295&type=chunk)[297](index=297&type=chunk) - As a holding company, Tradeweb depends on distributions from TWM LLC to pay taxes and expenses, including substantial payments under the Tax Receivable Agreement, which could be significant (**$457.5 million** liability as of Dec **31**, **2023**)[300](index=300&type=chunk)[303](index=303&type=chunk)[305](index=305&type=chunk)[445](index=445&type=chunk) - Payments under the Tax Receivable Agreement may be accelerated or significantly exceed actual tax benefits, negatively impacting liquidity, and Tradeweb will not be reimbursed if tax benefits are disallowed[307](index=307&type=chunk)[308](index=308&type=chunk)[309](index=309&type=chunk) - There is a risk of being deemed an investment company under the Investment Company Act of **1940**, which could impose restrictions making it impractical to continue business as contemplated[310](index=310&type=chunk)[311](index=311&type=chunk)[312](index=312&type=chunk) [Risks Relating to Ownership of our Class A Common Stock](index=63&type=section&id=Risks%20Relating%20to%20Ownership%20of%20our%20Class%20A%20Common%20Stock) - Refinitiv and Continuing LLC Owners may require the issuance of additional shares of Class A common stock, potentially causing the market price to decline[313](index=313&type=chunk)[314](index=314&type=chunk) - The market price and trading volumes of Class A common stock may be highly volatile due to economic conditions, industry trends, competition, regulatory actions, and other factors[315](index=315&type=chunk)[316](index=316&type=chunk)[319](index=319&type=chunk) - The company intends to pay regular dividends, but its ability to do so may be limited by TWM LLC distributions, earnings, capital requirements, and contractual/legal restrictions[321](index=321&type=chunk)[322](index=322&type=chunk)[323](index=323&type=chunk) - The timing and amount of any share repurchases are subject to uncertainties, including market conditions, stock price, and the IRA's excise tax on repurchases[324](index=324&type=chunk)[325](index=325&type=chunk)[326](index=326&type=chunk) - The requirements of being a public company (Exchange Act, Sarbanes-Oxley Act, Nasdaq) strain resources, increase costs, and divert management's attention, with potential for non-compliance to lead to sanctions[327](index=327&type=chunk)[328](index=328&type=chunk) [Item 1B. Unresolved Staff Comments](index=66&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) There are no unresolved staff comments from the SEC regarding the company's filings - There are no unresolved staff comments[329](index=329&type=chunk) [Item 1C. Cybersecurity](index=66&type=section&id=Item%201C.%20Cybersecurity) Tradeweb maintains comprehensive cybersecurity risk management and governance, with Board oversight and a 'three lines of defense' model [Risk Management and Strategy](index=66&type=section&id=Risk%20Management%20and%20Strategy) - Tradeweb integrates its cybersecurity program into a comprehensive Risk Framework for identifying, assessing, measuring, mitigating, and reporting material risks[331](index=331&type=chunk) - The cybersecurity program includes regular risk assessments, strong frameworks (ISO/IEC **27001**, NIST), strict access controls, encryption, advanced threat detection, security audits, and third-party vendor assessments[332](index=332&type=chunk) - The company conducts annual SOC **1** and SOC **2** audit reviews and a third-party cybersecurity maturity assessment, and provides regular employee training[333](index=333&type=chunk)[334](index=334&type=chunk) - While experiencing non-significant cybersecurity events, no cyber-attack has had a material impact on operations or financial condition[335](index=335&type=chunk) [Governance](index=67&type=section&id=Governance) - The Board of Directors and its Audit Committee exercise direct oversight of strategic cybersecurity risks, receiving periodic reports from the Chief Information Security Officer (CISO) and Chief Risk Officer (CRO)[336](index=336&type=chunk) - Management operates on a 'three lines of defense' risk governance model, with the Enterprise Risk Committee (ERC) responsible for overseeing the Risk Framework, including cybersecurity risks[337](index=337&type=chunk) - The CISO, with **over 25 years** of industry experience, leads a highly qualified cybersecurity team, and the company participates in industry organizations like FS-ISAC and SIFMA to stay current on trends[338](index=338&type=chunk) [Item 2. Properties](index=64&type=section&id=Item%202.%20Properties) Tradeweb's headquarters are in New York, with key global offices and data centers, deemed adequate for current and future needs - Tradeweb's corporate headquarters is in New York, New York (**41,062 sq ft**, lease expires **12/31/2024**)[339](index=339&type=chunk) - Other principal offices include Jersey City, New Jersey (**65,242 sq ft**, lease expires **12/31/2027**) and London, United Kingdom (**16,259 sq ft**, lease expires **3/1/2030**)[339](index=339&type=chunk) - The company rents additional offices globally and operates out of third-party data centers in the U.S. (Secaucus, Weehawken, Piscataway, Chicago), UK (Hounslow, Slough), Japan (Saitama, Tokyo), and Australia (Sydney)[339](index=339&type=chunk)[340](index=340&type=chunk) - Tradeweb believes its facilities are in good operating condition and adequately meet current needs, with additional space available for future expansion[341](index=341&type=chunk) [Item 3. Legal Proceedings](index=65&type=section&id=Item%203.%20Legal%20Proceedings) Tradeweb is involved in legal and regulatory proceedings, including dismissed antitrust cases, expecting no material adverse effect - Tradeweb is subject to various claims, lawsuits, and regulatory proceedings, but does not expect them to have a material adverse effect on its business or financial condition[342](index=342&type=chunk)[733](index=733&type=chunk) - The 'Treasuries Matter,' an antitrust class action alleging a 'Boycott Conspiracy' in U.S. Treasury securities trading, was dismissed by the District Court in March **2021**, and this dismissal was affirmed by the Second Circuit on February **1**, **2024**[344](index=344&type=chunk)[345](index=345&type=chunk)[346](index=346&type=chunk)[735](index=735&type=chunk) - In the 'Interest Rate Swaps Matter,' an antitrust lawsuit, Tradeweb Markets LLC was dismissed as a defendant in July **2017**, but remains actively engaged in third-party discovery[347](index=347&type=chunk)[348](index=348&type=chunk)[349](index=349&type=chunk)[736](index=736&type=chunk) - The company records its best estimate of a loss when probable and estimable, but currently has no contingency reserves established for these matters[343](index=343&type=chunk)[737](index=737&type=chunk) [Item 4. Mine Safety Disclosures](index=66&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Mine safety disclosure requirements are not applicable to Tradeweb Markets Inc - This item is not applicable[350](index=350&type=chunk) [Part II](index=71&type=section&id=PART%20II) [Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=71&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Tradeweb's Class A common stock trades on Nasdaq, with plans for quarterly dividends and an active share repurchase program - Tradeweb's Class A common stock trades on the Nasdaq Global Select Market under the ticker symbol 'TW'; there is no established public trading market for Class B, C, or D common stock[353](index=353&type=chunk) - As of December **31**, **2023**, there were **two holders** of record for Class A common stock[354](index=354&type=chunk) - The company intends to pay quarterly cash dividends of **$0.10 per share** (increased from **$0.09** in Q**1** **2024**), dependent on distributions from TWM LLC and other factors[355](index=355&type=chunk)[439](index=439&type=chunk)[750](index=750&type=chunk) - Tradeweb has a **$300 million** share repurchase program (**2022** Share Repurchase Program), with **$239.8 million** remaining available as of December **31**, **2023**[442](index=442&type=chunk)[683](index=683&type=chunk) - In January **2024**, **374,601 shares** of Class A common stock were issued as partial consideration for the r8fin acquisition[358](index=358&type=chunk)[643](index=643&type=chunk) [Item 6. Reserved](index=68&type=section&id=Item%206.%20Reserved) This item is intentionally left blank - This item is reserved[363](index=363&type=chunk) [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=69&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section analyzes Tradeweb's financial performance and condition, covering revenues, expenses, liquidity, and non-GAAP reconciliations [Overview](index=69&type=section&id=Overview) - Tradeweb is a global leader in electronic marketplaces for institutional, wholesale, and retail **clients** across rates, credit, equities, and money markets in **over 70 countries**[366](index=366&type=chunk) - The company leverages proprietary technology and collaborative innovation to provide solutions across the trade lifecycle, benefiting from increasing market electronification driven by demand for transparency, efficiency, and regulatory changes[366](index=366&type=chunk)[370](index=370&type=chunk) - Tradeweb serves institutional investors in **over 70 countries**, provides electronic, voice, and hybrid platforms for **over 300 dealers** in the wholesale sector (Dealerweb), and offers advanced trading solutions for **over 50,000 financial advisors** in the retail sector (Tradeweb Direct)[367](index=367&type=chunk)[368](index=368&type=chunk)[369](index=369&type=chunk) [Trends and Other Factors Impacting Our Performance](index=74&type=section&id=Trends%20and%20Other%20Factors%20Impacting%20Our%20Performance) - Tradeweb completed the acquisition of Yieldbroker in August **2023** for **A$123.6 million ($80.1 million USD)** and entered into a definitive agreement to acquire r8fin in November **2023** for **$125 million** (closed Jan **2024**)[371](index=371&type=chunk)[372](index=372&type=chunk)[373](index=373&type=chunk) - A new LSEG market data agreement, effective November **1**, **2023**, is forecasted to generate approximately **$80 million** in revenue for **2024** and **$90 million** for **2025**[374](index=374&type=chunk) - Performance is impacted by the economic environment (market activity, volatility, central bank policies, inflation), regulatory changes (e.g., Dodd-Frank, MiFID II, DORA), and competitive pressures driving technology investment[375](index=375&type=chunk)[376](index=376&type=chunk)[378](index=378&type=chunk)[379](index=379&type=chunk)[380](index=380&type=chunk) - Foreign currency exchange rate fluctuations affect financial results, and tax legislation (Inflation Reduction Act of **2022**, OECD's Two Pillar Plan) impacts tax obligations, though the CAMT is not expected to materially impact the effective tax rate[381](index=381&type=chunk)[382](index=382&type=chunk)[383](index=383&type=chunk)[384](index=384&type=chunk) [Components of our Results of Operations](index=76&type=section&id=Components%20of%20our%20Results%20of%20Operations) - Revenues are primarily derived from transaction fees and commissions (variable and fixed, including riskless principal), subscription fees for market access and data, and LSEG market data fees[385](index=385&type=chunk)[386](index=386&type=chunk)[387](index=387&type=chunk)[388](index=388&type=chunk)[389](index=389&type=chunk)[390](index=390&type=chunk) - Operating expenses include employee compensation and benefits, depreciation and amortization, technology and communications, general and administrative, professional fees, and occupancy costs[391](index=391&type=chunk)[392](index=392&type=chunk)[393](index=393&type=chunk)[394](index=394&type=chunk)[395](index=395&type=chunk)[396](index=396&type=chunk) - Other components affecting results include tax receivable agreement liability adjustments, net interest income/expense, other income/loss (e.g., investment impairments, FX derivative gains/losses), and income taxes[397](index=397&type=chunk)[398](index=398&type=chunk)[399](index=399&type=chunk)[400](index=400&type=chunk) - Net income attributable to non-controlling interests reflects the economic interests of TWM LLC held by Continuing LLC Owners; Tradeweb Markets Inc. owned **90.2%** of TWM LLC as of December **31**, **2023**, up from **88.7%** in **2022**[401](index=401&type=chunk)[402](index=402&type=chunk)[579](index=579&type=chunk) [Results of Operations For the Years Ended December 31, 2023 and December 31, 2022](index=79&type=section&id=Results%20of%20Operations%20For%20the%20Years%20Ended%20December%2031%2C%202023%20and%20December%2031%2C%202022) Summary of Statements of Income (2023 vs 2022) | Metric | 2023 (in thousands) | 2022 (in thousands) | $ Change | % Change | | :------------------------------------- | :------------------ | :------------------ | :------- | :------- | | Total revenue | $1,338,219 | $1,188,781 | $149,438 | 12.6% | | Total expenses | $832,950 | $776,208 | $56,742 | 7.3% | | Operating income | $505,269 | $412,573 | $92,696 | 22.5% | | Income before taxes | $547,980 | $437,133 | $110,847 | 25.4% | | Net income | $419,503 | $359,613 | $59,890 | 16.7% | | Net income attributable to Tradeweb Markets Inc. | $364,866 | $309,338 | $55,528 | 18.0% | Revenue by Asset Class (2023 vs 2022) | Asset Class (in thousands) | 2023 | 2022 | $ Change | % Change | | :------------------------- | :--------- | :--------- | :------- | :------- | | Rates | $695,434 | $605,406 | $90,028 | 14.9% | | Credit | $367,394 | $331,803 | $35,591 | 10.7% | | Equities | $95,295 | $93,474 | $1,821 | 1.9% | | Money Markets | $63,010 | $49,958 | $13,052 | 26.1% | | Market Data | $94,074 | $85,913 | $8,161 | 9.5% | | Other | $23,012 | $22,227 | $785 | 3.5% | | **Total Revenue** | **$1,338,219** | **$1,188,781** | **$149,438** | **12.6%** | Revenue by Client Sector (2023 vs 2022) | Client Sector (in thousands) | 2023 | 2022 | $ Change | % Change | | :--------------------------- | :--------- | :--------- | :------- | :------- | | Institutional | $797,038 | $719,211 | $77,827 | 10.8% | | Wholesale | $312,586 | $273,189 | $39,397 | 14.4% | | Retail | $134,521 | $110,468 | $24,053 | 21.8% | | Market Data | $94,074 | $85,913 | $8,161 | 9.5% | | **Total Revenue** | **$1,338,219** | **$1,188,781** | **$149,438** | **12.6%** | Key Expense Changes (2023 vs 2022) | Expense Category (in thousands) | 2023 | 2022 | $ Change | % Change | | :------------------------------ | :--------- | :--------- | :------- | :------- | | Employee compensation and benefits | $460,305 | $432,421 | $27,884 | 6.4% | | Depreciation and amortization | $185,350 | $178,879 | $6,471 | 3.6% | | Technology and communications | $77,506 | $65,857 | $11,649 | 17.7% | | General and administrative | $51,495 | $46,561 | $4,934 | 10.6% | | Professional fees | $42,364 | $37,764 | $4,600 | 12.2% | | Occupancy | $15,930 | $14,726 | $1,204 | 8.2% | - Net interest income increased significantly by **$53.4 million** to **$65.4 million** in **2023**, primarily due to higher average invested cash balances and increased interest rates[427](index=427&type=chunk) - Other loss increased by **$12.1 million** to **$13.1 million** in **2023**, mainly due to an **$11.1 million** impairment of a minority equity investment and a **$1.3 million** loss from unwinding a foreign currency call option[428](index=428&type=chunk) - The provision for income taxes increased by **$51.0 million (65.7%)** to **$128.5 million** in **2023**, with the effective tax rate rising to **23.4%** from **17.7%** in **2022**[429](index=429&type=chunk) [Liquidity and Capital Resources](index=84&type=section&id=Liquidity%20and%20Capital%20Resources) - Tradeweb maintains strong liquidity through cash and cash equivalents (**$1.7 billion** as of Dec **31**, **2023**) and cash flows from operations, supplemented by a **$500.0 million** unsecured revolving credit facility[431](index=431&type=chunk)[433](index=433&type=chunk)[435](index=435&type=chunk)[449](index=449&type=chunk) - The company's primary cash needs include day-to-day operations, working capital, capital expenditures (projected **$75 million-$83 million** for **2024**, up **28%** from **2023** midpoint), expected dividend payments, and share repurchases[432](index=432&type=chunk)[459](index=459&type=chunk) - Tradeweb intends to pay quarterly cash dividends of **$0.10 per share** (increased from **$0.09** in Q**1** **2024**), which are dependent on distributions from TWM LLC[436](index=436&type=chunk)[439](index=439&type=chunk)[750](index=750&type=chunk) - A **$300.0 million** share repurchase program was authorized in December **2022**, with **$239.8 million** remaining as of December **31**, **2023**; **$35.2 million** in shares were repurchased in **2023**[442](index=442&type=chunk)[682](index=682&type=chunk)[683](index=683&type=chunk) - The Tax Receivable Agreement liability totaled **$457.5 million** as of December **31**, **2023**, with payments substantially due over **15 years**, impacting future cash flows[445](index=445&type=chunk)[446](index=446&type=chunk) - Working capital increased to **$1.634 billion** as of December **31**, **2023** (from **$1.184 billion** in **2022**), driven by increases in cash and receivables from brokers/dealers due to unsettled wholesale platform transactions[464](index=464&type=chunk)[465](index=465&type=chunk)[466](index=466&type=chunk) Cash Flows (2023 vs 2022) | Cash Flows (in thousands) | 2023 | 2022 | | :------------------------ | :--------- | :--------- | | Operating Activities | $746,089 | $632,822 | | Investing Activities | $(132,765) | $(60,096) | | Financing Activities | $(168,174) | $(276,703) | | **Net Increase (Decrease)** | **$449,239** | **$285,181** | [Non-GAAP Financial Measures](index=91&type=section&id=Non-GAAP%20Financial%20Measures) - Free Cash Flow, a non-GAAP liquidity measure, was **$684.3 million** in **2023**, up from **$572.7 million** in **2022**[477](index=477&type=chunk) - Adjusted EBITDA and Adjusted EBIT are presented to compare operating performance by excluding items like M&A costs, certain stock-based compensation, and tax receivable agreement liability adjustments[479](index=479&type=chunk)[480](index=480&type=chunk)[482](index=482&type=chunk) Adjusted EBITDA and Adjusted EBIT Margins (2023 vs 2022) | Metric | 2023 | 2022 | Change (bps) | Constant Currency Change (bps) | | :----------------- | :---- | :---- | :----------- | :----------------------------- | | Adjusted EBITDA margin | **52.4%** | **51.9%** | **+49 bps** | **+100 bps** | | Adjusted EBIT margin | **48.1%** | **47.5%** | **+58 bps** | **+107 bps** | - Adjusted Net Income and Adjusted Diluted EPS are used to evaluate profitability, assuming full exchange of LLC Interests and adjusting for non-core items and tax effects[484](index=484&type=chunk)[486](index=486&type=chunk) Adjusted Net Income and Adjusted Diluted EPS (2023 vs 2022) | Metric (in thousands, except EPS) | 2023 | 2022 | | :-------------------------------- | :--------- | :--------- | | Adjusted Net Income | $535,515 | $450,080 | | Adjusted Diluted EPS | $2.26 | $1.90 | [Critical Accounting Policies and Estimates](index=96&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) - Critical accounting policies and estimates include business combinations (e.g., valuation of acquired customer relationships and goodwill), revenue recognition, stock-based compensation, current and deferred income taxes, and the tax receivable agreement liability[504](index=504&type=chunk) - Business combinations involve significant judgment in determining fair values of acquired assets and liabilities, such as the **$39.7 million** in customer relationships and **$35.3 million** in goodwill from the Yieldbroker acquisition[505](index=505&type=chunk)[506](index=506&type=chunk)[639](index=639&type=chunk) - Revenue recognition involves a single performance obligation for marketplace access, with subscription fees recognized monthly and transaction fees/commissions on a trade-date basis; LSEG market data fees are recognized over time or at a point in time[508](index=508&type=chunk)[509](index=509&type=chunk)[510](index=510&type=chunk)[652](index=652&type=chunk)[653](index=653&type=chunk) - Stock-based compensation for performance-based restricted stock units (PRSUs, PSUs) is valued using a Monte Carlo simulation, requiring subjective assumptions for maturity, volatility, and risk-free interest rates[512](index=512&type=chunk)[624](index=624&type=chunk) - Income taxes involve significant judgment in measuring deferred tax assets and liabilities, assessing valuation allowances (none established on **$687.4 million** gross deferred tax assets as of Dec **31**, **2023**), and recognizing uncertain tax positions[513](index=513&type=chunk)[514](index=514&type=chunk)[661](index=661&type=chunk) - The Tax Receivable Agreement liability requires significant judgment in projecting future earnings and the geographic mix of those earnings to estimate the timing of payments over **15 years**[516](index=516&type=chunk) [Recent Accounting Pronouncements](index=99&type=section&id=Recent%20Accounting%20Pronouncements) - ASU **2023-09** (Improvements to Income Tax Disclosures), effective December **31**, **2025**, requires disaggregated information about effective tax rate reconciliation and income taxes paid[632](index=632&type=chunk) - ASU **2023-07** (Segment Reporting), effective December **31**, **2024**, expands public entities' segment disclosures to include significant segment expenses and additional measures of segment profit or loss[633](index=633&type=chunk) - ASU **2022-03** (Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions), effective January **1**, **2024**, clarifies that contractual sale restrictions are not considered part of an equity security's fair value[634](index=634&type=chunk) [Item 7A. Quantitative and Qualitative Disclosures About Market Risk](index=95&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Tradeweb faces foreign currency and credit risks from global operations, mitigated by hedging and high-credit-quality counterparties [Foreign Currency and Derivative Risk](index=95&type=section&id=Foreign%20Currency%20and%20Derivative%20Risk) Revenue and Operating Expenses Denominated in Foreign Currencies | Metric | 2023 | 2022 | 2021 | | :-------------------------------------- | :---- | :---- | :---- | | % of revenue denominated in foreign currencies | **28%** | **28%** | **29%** | | % of operating expenses denominated in foreign currencies | **16%** | **15%** | **15%** | - Fluctuations in the U.S. dollar's value against other currencies (primarily euros for revenue, British pound sterling for expenses) affect operating revenues, income, and balance sheet items[522](index=522&type=chunk)[523](index=523&type=chunk) Impact of Hypothetical 10% Change in U.S. Dollar Value (2023) | Currency Impact (in thousands) | Effect on Revenue | Effect on Operating Income | | :----------------------------- | :---------------- | :------------------------- | | All currencies | +/- $41,800 | +/- $27,000 | | Euros | +/- $37,500 | +/- $35,600 | | British pound sterling | +/- $1,700 | +/- $8,700 | - Tradeweb uses foreign currency forward contracts (notional amount **$192.9 million** in **2023**) to mitigate U.S. dollar and British pound sterling versus euro exposure, generally with a duration of less than **12 months**[523](index=523&type=chunk)[524](index=524&type=chunk) - A **$1.3 million** loss was recognized in **2023** from unwinding a foreign currency call option related to the Yieldbroker acquisition[523](index=523&type=chunk) [Credit Risk](index=101&type=section&id=Credit%20Risk) - Tradeweb faces credit risk from cash and cash equivalents held by global financial institutions and from receivables, primarily from investment managers and brokers/dealers[526](index=526&type=chunk)[527](index=527&type=chunk) - Credit risk is mitigated by investing through high-credit-quality financial institutions, monitoring credit exposure, and diversifying investments[526](index=526&type=chunk)[529](index=529&type=chunk) - An allowance for credit losses of **$0.3 million** was maintained as of December **31**, **2023** (up from **$0.1 million** in **2022**) for receivables[527](index=527&type=chunk)[732](index=732&type=chunk) - The company is exposed to counterparty non-performance risk in agency transactions, particularly during volatile markets, but monitors market exposure and counterparty creditworthiness[528](index=528&type=chunk)[529](index=529&type=chunk) [Item 8. Financial Statements and Supplementary Data](index=98&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents Tradeweb's audited consolidated financial statements, including the independent auditor's unqualified opinion and detailed notes [Reports of Independent Registered Public Accounting Firm](index=103&type=section&id=Reports%20of%20Independent%20Registered%20Public%20Accounting%20Firm) - Deloitte & Touche LLP issued an unqualified opinion on Tradeweb Markets Inc.'s consolidated financial statements as of and for the year ended December **31**, **2023**, and on the effectiveness of its internal control over financial reporting[535](index=535&type=chunk)[536](index=536&type=chunk)[548](index=548&type=chunk)[549](index=549&type=chunk) - Income Taxes and Tax Receivable Agreement Liability were identified as critical audit matters due to the complexity of calculations, multiple jurisdictions, and significant auditor judgment required[539](index=539&type=chunk)[541](index=541&type=chunk)[542](index=542&type=chunk)[544](index=544&type=chunk) [Consolidated Statements of Financial Condition](index=108&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) Consolidated Statements of Financial Condition (in thousands) | Asset/Liability/Equity | December 31, 2023 | December 31, 2022 | | :--------------------- | :---------------- | :---------------- | | Total Assets | $7,059,538 | $6,260,131 | | Cash and cash equivalents | $1,706,468 | $1,257,229 | | Goodwill | $2,815,524 | $2,780,259 | | Intangible assets, net | $1,004,797 | $1,072,818 | | Deferred tax asset | $684,250 | $689,442 | | Total Liabilities | $1,128,132 | $713,815 | | Tax receivable agreement liability | $457,523 | $425,724 | | Total Equity | $5,931,406 | $5,546,316 | [Consolidated Statements of Income](index=109&type=section&id=Consolidated%20Statements%20of%20Income) Consolidated Statements of Income (in thousands, except per share amounts) | Metric | 2023 | 2022 | 2021 | | :-------------------------------------- | :--------- | :--------- | :--------- | | Total revenue | $1,338,219 | $1,188,781 | $1,076,447 | | Operating income | $505,269 | $412,573 | $358,828 | | Income before taxes | $547,980 | $437,133 | $369,983 | | Net income | $419,503 | $359,613 | $273,108 | | Net income attributable to Tradeweb Markets Inc. | $364,866 | $309,338 | $226,828 | | Diluted EPS | $1.71 | $1.48 | $1.09 | [Consolidated Statements of Comprehensive Income](index=110&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) Consolidated Statements of Comprehensive Income (in thousands) | Metric | 2023 | 2022 | 2021 | | :-------------------------------------- | :--------- | :--------- | :--------- | | Net income | $419,503 | $359,613 | $273,108 | | Other comprehensive income (loss), net of tax | $5,419 | $(13,242) | $(3,219) | | Comprehensive income attributable to Tradeweb Markets Inc. | $369,716 | $297,929 | $224,032 | [Consolidated Statements of Changes in Equity](index=111&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Equity) Consolidated Statements of Changes in Equity (in thousands) | Metric | Balance at Dec 31, 2023 | Balance at Dec 31, 2022 | Balance at Dec 31, 2021 | | :-------------------------------------- | :---------------------- | :---------------------- | :---------------------- | | Total Stockholders' Equity Attributable to Tradeweb Markets Inc. | $5,373,755 | $4,953,791 | $4,401,366 | | Non-controlling interests | $557,651 | $592,525 | $663,348 | | Total Equity | $5,931,406 | $5,546,316 | $5,308,943 | - Key changes in **2023** included net income of **$419.5 million**, stock-based compensation expense of **$67.4 million**, dividends of **$(75.9) million**, and share repurchases of **$(35.2) million**[565](index=565&type=chunk) [Consolidated Statements of Cash Flows](index=112&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Consolidated Statements of Cash Flows (in thousands) | Cash Flow Activity | 2023 | 2022 | 2021 | | :----------------- | :--------- | :--------- | :--------- | | Operating Activities | $746,089 | $632,822 | $578,021 | | Investing Activities | $(132,765) | $(60,096) | $(259,110) | | Financing Activities | $(168,174) | $(276,703) | $(136,100) | | Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash | $449,239 | $285,181 | $180,768 | | Cash, Cash Equivalents and Restricted Cash (End of Period) | $1,707,468 | $1,258,229 | $973,048 | - Net cash used in investing activities in **2023** included **$69.7 million** for the Yieldbroker acquisition and **$43.2 million** for capitalized software development costs[472](index=472&type=chunk)[567](index=567&type=chunk) - Net cash used in financing activities in **2023** was primarily driven by **$75.9 million** in cash dividends, **$35.2 million** in share repurchases, and **$36.1 million** in payroll tax payments for stock-based compensation[473](index=473&type=chunk)[567](index=567&type=chunk) [Notes to Consolidated Financial Statements](index=114&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) - Note **1**: Organization details Tradeweb Markets Inc. as a holding company consolidating TWM LLC, with LSEG indirectly controlling Tradeweb through Refinitiv. As of Dec **31**, **2023**, Tradeweb Markets Inc. owned **90.2%** of TWM LLC[576](index=576&type=chunk)[578](index=578&type=chunk)[579](index=579&type=chunk) - Note **2**: Significant Accounting Policies covers GAAP conformity, use of estimates, business combinations (including pushdown accounting from the Refinitiv Transaction), revenue recognition, income taxes, stock-based compensation, and recent accounting pronouncements[589](index=589&type=chunk)[592](index=592&type=chunk)[594](index=594&type=chunk)[610](index=610&type=chunk)[613](index=613&type=chunk)[620](index=620&type=chunk)[625](index=625&type=chunk)[632](index=632&type=chunk)[633](index=633&type=chunk)[634](index=634&type=chunk) - Note **4**: Acquisitions details the Yieldbroker acquisition (Aug **2023**, **$80.1 million** cash, **$35.3 million** goodwill, **$39.7 million** customer relationships) and the r8fin acquisition (Jan **2024**, **$125 million** total consideration)[636](index=636&type=chunk)[639](index=639&type=chunk)[643](index=643&type=chunk) - Note **6**: Goodwill and Intangible Assets reports goodwill of **$2.815 billion** and definite-lived intangible assets of **$681.7 million** as of December **31**, **2023**[646](index=646&type=chunk)[648](index=648&type=chunk) - Note **9**: Income Taxes indicates an effective tax rate of **23.4%** for **2023** and a net deferred tax asset of **$663.5 million**, with no valuation allowance established[659](index=659&type=chunk)[661](index=661&type=chunk) - Note **10**: Tax Receivable Agreement details a liability of **$457.5 million** as of December **31**, **2023**, representing **50%** of tax savings from basis increases, payable over **15 years**[668](index=668&type=chunk) - Note **13**: Stock-Based Compensation Plans reports total stock-based compensation expense of **$66.6 million** in **2023**, related to PRSUs, PSUs, options, and RSUs[709](index=709&type=chunk) - Note **17**: Commitments and Contingencies discusses legal proceedings (Treasuries Matter dismissed, IRS Matter ongoing) and the **$500.0 million** **2023** Revolving Credit Facility, which replaced the **2019** facility[735](index=735&type=chunk)[736](index=736&type=chunk)[738](index=738&type=chunk)[739](index=739&type=chunk) - Note **19**: Regulatory Capital Requirements confirms that all regulated subsidiaries maintained sufficient net capital or financial resources as of December **31**, **2023**[747](index=747&type=chunk) - Note **21**: Subsequent Events reports the declaration of a **$0.10 per share** cash dividend for Q**1** **2024** and a **$62.1 million** distribution by TWM LLC, both approved on February **2**, **2024**[750](index=750&type=chunk)[751](index=751&type=chunk) [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=148&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) There are no changes or disagreements with the inde