Material Agreement (Form 8-K)

ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

Third Amended and Restated Credit Agreement

On July 24, 2026, Cboe Global Markets, Inc. (the "Company"), as borrower, entered into a Third Amended and Restated Credit Agreement (the "Revolving Credit Agreement"), which amended and restated the Second Amended and Restated Credit Agreement, dated as of February 25, 2022, with Bank of America, N.A., as administrative agent (in such capacity, the "Administrative Agent") and as swing line lender, certain lenders named therein (the "Revolving Lenders"), BofA Securities, Inc., as sole lead arranger and sole bookrunner and certain syndication agents named therein (the "Syndication Agents").

The Revolving Credit Agreement provides for a senior unsecured $400 million five-year revolving credit facility (the "Revolving Credit Facility") that includes a $25 million swing line sub-facility. The Company may also, subject to the agreement of the applicable lenders, increase the commitments under the Revolving Credit Facility by up to $200 million, for a total of $600 million. Subject to specified conditions, the Company may designate one or more of its subsidiaries as additional borrowers under the Revolving Credit Agreement provided that the Company guarantees all borrowings and other obligations of any such subsidiaries under the Revolving Credit Agreement.

Loans under the Revolving Credit Agreement will bear interest, at the Company's option, at either (i) the Relevant Rate (defined herein) plus a margin (based on the Company's public debt ratings) ranging from 0.75 percent per annum to 1.25 percent per annum or (ii) a daily fluctuating rate based on the Administrative Agent's prime rate (subject to certain minimums based upon the federal funds effective rate or Term SOFR), which is subject to a 1% floor, plus a margin (based on the Company's public debt ratings) ranging from zero percent per annum to 0.25 percent per annum. "Relevant Rate" means with respect to any committed borrowing denominated in (a) Dollars, Term SOFR, (b) Sterling, SONIA and (c) Euros, EURIBOR, as applicable; provided that each Relevant Rate is subject to a 0% floor.

Subject to certain conditions stated in the Revolving Credit Agreement, the Company and any subsidiaries designated as additional borrowers may borrow, prepay and reborrow amounts under the Revolving Credit Facility at any time during the term of the Revolving Credit Agreement. The Revolving Credit Agreement will terminate and all amounts owing thereunder will be due and payable on July 24, 2031, unless the commitments are terminated earlier, either at the request of the Company or, if an event of default occurs, by the Revolving Lenders (or automatically in the case of certain bankruptcy-related events). The Revolving Credit Agreement contains customary representations, warranties and affirmative and negative covenants for facilities of its type, including financial covenants, events of default and indemnification provisions in favor of the Revolving Lenders. The negative covenants include restrictions regarding the incurrence of liens, the incurrence of indebtedness by the Company's subsidiaries and fundamental changes, subject to certain exceptions in each case. The financial covenants require the Company to meet a quarterly financial test with respect to a minimum consolidated interest coverage ratio of not less than 4.00 to 1.00 and a maximum consolidated leverage ratio of not greater than 3.50 to 1.00; provided that the consolidated leverage ratio may, subject to certain triggering events set forth in the Revolving Credit Agreement, be increased to 4.25 to 1.00 on one occasion and 4.00 to 1.00 on another occasion, in each case, for four consecutive fiscal quarters; provided, that, prior to the exercise of the second such financial covenant step-up, the maximum consolidated leverage ratio shall have returned to a level of 3.50 to 1.00 for at least two consecutive fiscal quarters. The Third Amended and Restated Credit Agreement also includes certain other changes from the Second Amended and Restated Credit Agreement, including updates to reflect changes in applicable law and the inclusion of additional permissions in the negative covenants to support the Company's clearing activities.

The foregoing description does not purport to be complete and is qualified in its entirety by reference to the Revolving Credit Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.