##### Table of Contents



UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 (Mark One)
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended June 30, 2010
 or
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission File Number 001-34091
 MARKETAXESS HOLDINGS INC.
 (Exact name of registrant as specified in its charter)
 Delaware(State or other jurisdiction of incorporation or organization)
    
    52-2230784(IRS Employer Identification No.)299 Park Avenue, 10th Floor New York, New York(Address of principal executive offices)
    
    10171(Zip Code)
 (212) 813-6000  (Registrants telephone number, including area code)
 þ o
 o o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 o þ




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##### 



MARKETAXESS HOLDINGS INC.
FORM 10-Q FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2010
TABLE OF CONTENTS
 PagePART I  Financial InformationItem 1. Financial Statements (Unaudited)Consolidated Statements of Financial Condition as of June 30, 2010 and December 31, 2009
    
    
    3Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2010 and 2009
    
    
    4Consolidated Statement of Changes in Stockholders Equity and Accumulated Other Comprehensive
Loss for the Six Months Ended June 30, 2010
    
    
    5Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2010 and 2009
    
    
    6Notes to Consolidated Financial Statements
    
    
    7Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    20Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    34Item 4. Controls and Procedures
    
    
    35PART II  Other InformationItem 1. Legal Proceedings
    
    
    36Item 1A. Risk Factors
    
    
    36Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    36Item 3. Defaults Upon Senior Securities
    
    
    37Item 4. (Removed and Reserved)
    
    
    37Item 5. Other Information
    
    
    37Item 6. Exhibits
    
    
    37EX-31.1EX-31.2EX-32.1EX-32.2
  2




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##### Table of Contents



PART I  Financial Information
 
 Item 1. Financial Statements
 MARKETAXESS HOLDINGS INC.
 
 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
 (Unaudited)
 As ofJune 30,
    
    
    December 31,2010
    
    
    2009(In thousands, except shareand per share amounts)ASSETSCash and cash equivalents
    
    $
    113,526
    
    
    $
    103,341Securities available-for-sale, at fair value
    
    
    74,087
    
    
    
    70,997Securities and cash provided as collateral
    
    
    4,894
    
    
    
    4,971Accounts receivable, including receivables from related parties of $2,816 and $3,431, respectively, net
of allowance of $769 and $859 as of June 30, 2010
and December 31, 2009,
respectively
    
    
    24,091
    
    
    
    23,150Furniture, equipment and leasehold improvements, net of accumulated depreciation and amortization
    
    
    9,386
    
    
    
    6,856Software development costs, net of accumulated amortization
    
    
    3,053
    
    
    
    3,420Goodwill and intangible assets, net of accumulated amortization
    
    
    36,771
    
    
    
    37,530Prepaid expenses and other assets
    
    
    3,052
    
    
    
    3,041Deferred tax assets, net
    
    
    16,576
    
    
    
    23,980Total
assets
    
    $
    285,436
    
    
    $
    277,286LIABILITIES AND STOCKHOLDERS EQUITYLiabilitiesAccrued employee compensation
    
    $
    8,508
    
    
    $
    15,157Deferred revenue
    
    
    4,279
    
    
    
    4,262Accounts payable, accrued expenses and other liabilities, including payables to related
parties of $58 and $29 as of June 30, 2010 and December 31, 2009, respectively
    
    
    12,224
    
    
    
    11,050Total
liabilities
    
    
    25,011
    
    
    
    30,469Commitments and Contingencies(Note 10)
    
    
    
    
    
    
    Series B Preferred Stock,$0.001 par value, 35,000 shares authorized, issued and outstanding
as of June 30, 2010 and December 31, 2009, liquidation preference of $1,000 per share
    
    
    30,315
    
    
    
    30,315Stockholders equityPreferred stock, $0.001 par value,
4,855,000 shares
authorized, no shares
issued and
outstanding as of June 30, 2010 and December 31, 2009
    
    
    
    
    
    
    Series A
Preferred Stock $0.001 par value, 110,000 shares authorized, no shares issued,
and outstanding as of June 30, 2010 and December 31, 2009
    
    
    
    
    
    
    Common stock voting, $0.003 par value, 110,000,000 shares authorized, 35,364,234 shares and
34,654,957 shares issued as of June 30, 2010 and December 31, 2009, respectively
    
    
    106
    
    
    
    104Common stock
non-voting, $0.003 par value, 10,000,000 shares authorized, 2,585,654 shares
issued and outstanding as of June 30, 2010 and December 31, 2009
    
    
    9
    
    
    
    9Additional paid-in
capital
    
    
    318,638
    
    
    
    313,896Receivable for common stock subscribed
    
    
    (595
    )
    
    
    (713
    )Treasury stock  Common stock voting, at cost, 2,864,120 shares as of June 30, 2010
and December 31,
2009
    
    
    (40,000
    )
    
    
    (40,000
    )Accumulated deficit
    
    
    (46,914
    )
    
    
    (55,403
    )Accumulated other comprehensive loss
    
    
    (1,134
    )
    
    
    (1,391
    )Total stockholders equity
    
    
    230,110
    
    
    
    216,502Total liabilities and stockholders equity
    
    $
    285,436
    
    
    $
    277,286
  3




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##### Table of Contents



MARKETAXESS HOLDINGS INC.
 
 CONSOLIDATED STATEMENTS OF OPERATIONS
 (Unaudited)
 Three Months Ended June 30,
    
    
    Six Months Ended June 30,2010
    
    
    2009
    
    
    2010
    
    
    2009(In thousands, except share and per share amounts)RevenuesCommissionsU.S. high-grade
    
    $
    20,249
    
    
    $
    13,808
    
    
    $
    40,025
    
    
    $
    27,323Eurobond
    
    
    4,669
    
    
    
    4,712
    
    
    
    10,161
    
    
    
    8,854Other
    
    
    4,542
    
    
    
    3,310
    
    
    
    8,581
    
    
    
    6,099Total commissions
    
    
    29,460
    
    
    
    21,830
    
    
    
    58,767
    
    
    
    42,276Technology products and services
    
    
    3,251
    
    
    
    2,096
    
    
    
    6,415
    
    
    
    4,119Information and user access fees
    
    
    1,722
    
    
    
    1,504
    
    
    
    3,356
    
    
    
    3,159Investment income
    
    
    315
    
    
    
    234
    
    
    
    606
    
    
    
    566Other
    
    
    578
    
    
    
    175
    
    
    
    1,066
    
    
    
    351Total revenues
    
    
    35,326
    
    
    
    25,839
    
    
    
    70,210
    
    
    
    50,471ExpensesEmployee compensation and benefits
    
    
    14,189
    
    
    
    11,917
    
    
    
    28,122
    
    
    
    23,359Depreciation and amortization
    
    
    1,622
    
    
    
    1,679
    
    
    
    3,238
    
    
    
    3,470Technology and communications
    
    
    2,353
    
    
    
    2,120
    
    
    
    4,770
    
    
    
    4,362Professional and consulting fees
    
    
    1,990
    
    
    
    1,613
    
    
    
    4,128
    
    
    
    3,492Occupancy
    
    
    707
    
    
    
    693
    
    
    
    1,645
    
    
    
    1,369Marketing and advertising
    
    
    759
    
    
    
    708
    
    
    
    1,387
    
    
    
    1,353General and administrative
    
    
    1,850
    
    
    
    1,373
    
    
    
    3,979
    
    
    
    2,599Total expenses
    
    
    23,470
    
    
    
    20,103
    
    
    
    47,269
    
    
    
    40,004Income before income taxes
    
    
    11,856
    
    
    
    5,736
    
    
    
    22,941
    
    
    
    10,467Provision for income taxes
    
    
    4,687
    
    
    
    2,549
    
    
    
    9,071
    
    
    
    4,441Net income
    
    $
    7,169
    
    
    $
    3,187
    
    
    $
    13,870
    
    
    $
    6,026Net income per common shareBasic
    
    $
    0.19
    
    
    $
    0.09
    
    
    $
    0.37
    
    
    $
    0.16Diluted
    
    $
    0.18
    
    
    $
    0.08
    
    
    $
    0.35
    
    
    $
    0.16Cash dividends declared per common
share
    
    $
    0.07
    
    
    $
    
    
    
    $
    0.14
    
    
    $
    Weighted average common sharesBasic
    
    
    33,732,905
    
    
    
    33,255,901
    
    
    
    33,679,209
    
    
    
    33,219,688Diluted
    
    
    39,513,609
    
    
    
    37,853,809
    
    
    
    39,409,541
    
    
    
    37,660,205
  4




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##### Table of Contents



MARKETAXESS HOLDINGS INC.
 
 CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS EQUITY
 AND ACCUMULATED OTHER COMPREHENSIVE LOSS

FOR THE SIX MONTHS ENDED JUNE 30, 2010

(Unaudited)
 TreasuryCommon
    
    
    
    
    
    
    Receivable
    
    
    Stock
    
    
    
    
    
    
    Accumu-
    
    
    TotalCommon
    
    
    Stock
    
    
    Additional
    
    
    for Common
    
    
    Common
    
    
    Accumu-
    
    
    lated Other
    
    
    Stock-Stock
    
    
    Non-
    
    
    Paid-In
    
    
    Stock
    
    
    Stock
    
    
    lated
    
    
    Comprehen-
    
    
    holdersVoting
    
    
    Voting
    
    
    Capital
    
    
    Subscribed
    
    
    Voting
    
    
    Deficit
    
    
    sive Loss
    
    
    Equity(In thousands)Balance at December 31, 2009
    
    $
    104
    
    
    $
    9
    
    
    $
    313,896
    
    
    $
    (713
    )
    
    $
    (40,000
    )
    
    $
    (55,403
    )
    
    $
    (1,391
    )
    
    $
    216,502Comprehensive income:Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    13,870
    
    
    
    
    
    
    
    13,870Cumulative translation adjustment
and foreign currency exchange
hedge, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (317
    )
    
    
    (317
    )Unrealized net gain on securities
available-for-sale, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    574
    
    
    
    574Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    14,127Stock-based compensation
    
    
    
    
    
    
    
    
    
    
    4,500
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,500Exercise of stock options and grants of
restricted stock, net of withholding
tax on stock vesting
    
    
    2
    
    
    
    
    
    
    
    (236
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (234
    )Cash dividend on common stock and
Series B Preferred Stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (5,381
    )
    
    
    
    
    
    
    (5,381
    )Repayment of promissory notes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    118
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    118Windfall tax benefits from
stock-based compensation
    
    
    
    
    
    
    
    
    
    
    478
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    478Balance at June 30, 2010
    
    $
    106
    
    
    $
    9
    
    
    $
    318,638
    
    
    $
    (595
    )
    
    $
    (40,000
    )
    
    $
    (46,914
    )
    
    $
    (1,134
    )
    
    $
    230,110
  5




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##### Table of Contents



MARKETAXESS HOLDINGS INC.
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 (Unaudited)
 Six Months Ended June 30,2010
    
    
    2009(In thousands)Cash flows from operating activitiesNet income
    
    $
    13,870
    
    
    $
    6,026Adjustments to reconcile net income to net cash provided by operating
activities:Depreciation and amortization
    
    
    3,238
    
    
    
    3,470Stock-based compensation expense
    
    
    4,500
    
    
    
    4,152Deferred taxes
    
    
    7,233
    
    
    
    4,196Provision for bad debts
    
    
    305
    
    
    
    444Changes in operating assets and liabilities(Increase) in accounts receivable
    
    
    (1,246
    )
    
    
    (8,846
    )(Increase) decrease in prepaid expenses and other assets
    
    
    (11
    )
    
    
    546Decrease in accrued employee compensation
    
    
    (6,649
    )
    
    
    (4,211
    )Increase (decrease) in deferred revenue
    
    
    17
    
    
    
    (212
    )Increase in accounts payable, accrued expenses and other liabilities
    
    
    1,300
    
    
    
    322Net cash provided by operating activities
    
    
    22,557
    
    
    
    5,887Cash flows from investing activitiesAcquisition of business
    
    
    
    
    
    
    (1,368
    )Securities available-for-sale:Proceeds from maturities
    
    
    29,214
    
    
    
    8,824Purchases
    
    
    (31,363
    )
    
    
    (29,428
    )Securities and cash provided as collateral
    
    
    77
    
    
    
    (254
    )Purchases of furniture, equipment and leasehold improvements
    
    
    (3,824
    )
    
    
    (926
    )Capitalization of software development costs
    
    
    (821
    )
    
    
    (997
    )Net cash used in investing activities
    
    
    (6,717
    )
    
    
    (24,149
    )Cash flows from financing activitiesCash dividend on common stock and Series B Preferred Stock
    
    
    (5,381
    )
    
    
    Proceeds from exercise of stock options and grants of restricted stock,
net of withholding tax
    
    
    (234
    )
    
    
    235Windfall tax benefits from stock-based compensation
    
    
    478
    
    
    
    (334
    )Other
    
    
    (8
    )
    
    
    24Net cash used in financing activities
    
    
    (5,145
    )
    
    
    (75
    )Effect of exchange rate changes on cash
    
    
    (510
    )
    
    
    (249
    )Cash and cash equivalentsNet increase (decrease) for the period
    
    
    10,185
    
    
    
    (18,586
    )Beginning of year
    
    
    103,341
    
    
    
    107,323End of period
    
    $
    113,526
    
    
    $
    88,737Supplemental cash flow information:Cash paid during the year:Income taxes paid (refunded)
    
    $
    1,064
    
    
    $
    (100
    )Non-cash activity:Capital lease obligation
    
    $
    
    
    
    $
    723
  6




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##### Table of Contents



MARKETAXESS HOLDINGS INC.
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  Unaudited
 1. Organization and Principal Business Activity
   2. Significant Accounting Policies
 Basis of Presentation
   Cash and Cash Equivalents
  Securities Available-for-Sale
  7




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MARKETAXESS HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  Unaudited (Continued)
  Fair Value Financial Instruments
  Securities and Cash Provided as Collateral
  Allowance for Doubtful Accounts
  Depreciation and Amortization
  Software Development Costs
  Foreign Currency Translation and Forward Contracts
   8




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##### Table of Contents



MARKETAXESS HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  Unaudited (Continued)
 Revenue Recognition
  Commission revenue.
 Technology products and services.
    Initial set-up fees.
 9




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##### Table of Contents



MARKETAXESS HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  Unaudited (Continued)
 Stock-Based Compensation
  Income Taxes
  Business Combinations, Goodwill and Intangible Assets
   Earnings Per Share
   Use of Estimates
  10




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MARKETAXESS HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  Unaudited (Continued)
 Recent Accounting Pronouncements
  3. Net Capital Requirements and Customer Protection Requirements
  MarketAxess
    
    
    MarketAxess
    
    
    MarketAxessCorporation
    
    
    Europe Limited
    
    
    Canada Limited(In thousands)Net capital
    
    $
    49,571
    
    
    $
    23,960
    
    
    $
    411Minimum net capital required
    
    
    1,059
    
    
    
    3,575
    
    
    
    259Excess net capital
    
    $
    48,512
    
    
    $
    20,385
    
    
    $
    152
  11




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##### Table of Contents



MARKETAXESS HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  Unaudited (Continued)
 4. Fair Value Measurements
  Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    Total(In thousands)As of June 30, 2010Securities available-for-saleU.S. government obligations
    
    $
    
    
    
    $
    41,067
    
    
    $
    
    
    
    $
    41,067Municipal securities
    
    
    
    
    
    
    30,995
    
    
    
    
    
    
    
    30,995Corporate bonds
    
    
    
    
    
    
    2,025
    
    
    
    
    
    
    
    2,025Foreign currency forward position
    
    
    
    
    
    
    (338
    )
    
    
    
    
    
    
    (338
    )$
    
    
    
    $
    73,749
    
    
    $
    
    
    
    $
    73,749As of December 31, 2009Securities available-for-saleU.S. government obligations
    
    $
    
    
    
    $
    40,078
    
    
    $
    
    
    
    $
    40,078Municipal securities
    
    
    
    
    
    
    28,873
    
    
    
    
    
    
    
    28,873Corporate bonds
    
    
    
    
    
    
    2,046
    
    
    
    
    
    
    
    2,046Foreign currency forward position
    
    
    
    
    
    
    (259
    )
    
    
    
    
    
    
    (259
    )$
    
    
    
    $
    70,738
    
    
    $
    
    
    
    $
    70,738
   As ofJune 30, 2010
    
    
    December 31, 2009(In thousands)Notional value
    
    $
    26,097
    
    
    $
    28,040Fair value of notional
    
    
    26,435
    
    
    
    28,299Gross and net fair value liability
    
    $
    (338
    )
    
    $
    (259
    )
 12




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##### Table of Contents



MARKETAXESS HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  Unaudited (Continued)
  Gross
    
    
    Gross
    
    
    EstimatedAmortized
    
    
    unrealized
    
    
    unrealized
    
    
    faircost
    
    
    gains
    
    
    losses
    
    
    value(In thousands)As of June 30, 2010U.S. government obligations
    
    $
    39,685
    
    
    $
    1,382
    
    
    $
    
    
    
    $
    41,067Municipal securities
    
    
    30,983
    
    
    
    24
    
    
    
    (12
    )
    
    
    30,995Corporate bonds
    
    
    2,016
    
    
    
    9
    
    
    
    
    
    
    
    2,025Total securities available-for-sale
    
    $
    72,684
    
    
    $
    1,415
    
    
    $
    (12
    )
    
    $
    74,087As of December 31, 2009U.S. government obligations
    
    $
    39,629
    
    
    $
    469
    
    
    $
    (20
    )
    
    $
    40,078Municipal securities
    
    
    28,878
    
    
    
    4
    
    
    
    (9
    )
    
    
    28,873Corporate bonds
    
    
    2,028
    
    
    
    18
    
    
    
    
    
    
    
    2,046Total securities available-for-sale
    
    $
    70,535
    
    
    $
    491
    
    
    $
    (29
    )
    
    $
    70,997
  As ofJune 30, 2010
    
    
    December 31, 2009(In thousands)Less than one year
    
    $
    23,556
    
    
    $
    30,919Due in 1 - 5 years
    
    
    50,531
    
    
    
    40,078Total securities available-for-sale
    
    $
    74,087
    
    
    $
    70,997
   Less than Twelve Months
    
    
    Twelve Months or More
    
    
    TotalEstimated
    
    
    Gross
    
    
    Estimated
    
    
    Gross
    
    
    Estimated
    
    
    Grossfair
    
    
    unrealized
    
    
    fair
    
    
    unrealized
    
    
    fair
    
    
    unrealizedvalue
    
    
    losses
    
    
    value
    
    
    losses
    
    
    value
    
    
    losses(In thousands)As of June 30, 2010U.S. government obligations
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    Municipal securities
    
    
    16,905
    
    
    
    (12
    )
    
    
    
    
    
    
    
    
    
    
    16,905
    
    
    
    (12
    )Corporate bonds
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total securities available-for-sale
    
    $
    16,905
    
    
    $
    (12
    )
    
    $
    
    
    
    $
    
    
    
    $
    16,905
    
    
    $
    (12
    )As of December 31, 2009U.S. government obligations
    
    $
    9,944
    
    
    $
    (20
    )
    
    $
    
    
    
    $
    
    
    
    $
    9,944
    
    
    $
    (20
    )Municipal securities
    
    
    13,644
    
    
    
    (9
    )
    
    
    
    
    
    
    
    
    
    
    13,644
    
    
    
    (9
    )Corporate bonds
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total securities available-for-sale
    
    $
    23,588
    
    
    $
    (29
    )
    
    $
    
    
    
    $
    
    
    
    $
    23,588
    
    
    $
    (29
    )
 13




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##### Table of Contents



MARKETAXESS HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  Unaudited (Continued)
 5. Goodwill and Intangible Assets
   June 30, 2010
    
    
    December 31, 2009Accumulated
    
    

    Net Carrying
    
    
    
    
    
    
    Accumulated
    
    
    Net CarryingCost
    
    
    Amortization
    
    
    Amount
    
    
    Cost
    
    
    Amortization
    
    
    Amount(In thousands)Technology
    
    $
    4,010
    
    
    $
    (2,158
    )
    
    $
    1,852
    
    
    $
    4,010
    
    
    $
    (1,807
    )
    
    $
    2,203Customer relationships
    
    
    3,530
    
    
    
    (1,351
    )
    
    
    2,179
    
    
    
    3,530
    
    
    
    (1,119
    )
    
    
    2,411Non-competition agreements
    
    
    1,260
    
    
    
    (584
    )
    
    
    676
    
    
    
    1,260
    
    
    
    (459
    )
    
    
    801Tradenames
    
    
    590
    
    
    
    (311
    )
    
    
    279
    
    
    
    590
    
    
    
    (259
    )
    
    
    331Total
    
    $
    9,390
    
    
    $
    (4,404
    )
    
    $
    4,986
    
    
    $
    9,390
    
    
    $
    (3,644
    )
    
    $
    5,746
  6. Income Taxes
  Three Months Ended June 30,
    
    
    Six Months Ended June 30,2010
    
    
    2009
    
    
    2010
    
    
    2009(In thousands)Current:Federal
    
    $
    242
    
    
    $
    
    
    
    $
    406
    
    
    $
    State and local
    
    
    1
    
    
    
    (12
    )
    
    
    (32
    )
    
    
    (12
    )Foreign
    
    
    488
    
    
    
    584
    
    
    
    1,010
    
    
    
    652Total current provision
    
    
    731
    
    
    
    572
    
    
    
    1,384
    
    
    
    640Deferred:Federal
    
    
    3,231
    
    
    
    1,350
    
    
    
    6,169
    
    
    
    2,266State and local
    
    
    764
    
    
    
    621
    
    
    
    1,485
    
    
    
    1,107Foreign
    
    
    (39
    )
    
    
    6
    
    
    
    33
    
    
    
    428Total deferred provision
    
    
    3,956
    
    
    
    1,977
    
    
    
    7,687
    
    
    
    3,801Provision for income taxes
    
    $
    4,687
    
    
    $
    2,549
    
    
    $
    9,071
    
    
    $
    4,441
  As ofJune 30, 2010
    
    
    December 31, 2009(In thousands)Deferred tax assets and liabilities
    
    $
    17,258
    
    
    $
    24,646Valuation allowance
    
    
    (682
    )
    
    
    (666
    )Deferred tax assets, net
    
    $
    16,576
    
    
    $
    23,980
 14




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##### Table of Contents



MARKETAXESS HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  Unaudited (Continued)
   7. Related Parties
  As ofJune 30, 2010
    
    
    December 31, 2009(In thousands)Cash and cash equivalents
    
    $
    102,088
    
    
    $
    101,273Securities and cash provided as collateral
    
    
    4,021
    
    
    
    4,067Accounts receivable
    
    
    2,816
    
    
    
    3,431Accounts payable
    
    
    58
    
    
    
    29
 Three Months Ended June 30,
    
    
    Six Months Ended June 30,2010
    
    
    2009
    
    
    2010
    
    
    2009(In thousands)Commissions
    
    $
    3,978
    
    
    $
    3,349
    
    
    $
    7,897
    
    
    $
    6,419Technology products and services
    
    
    5
    
    
    
    10
    
    
    
    12
    
    
    
    19Information and user access fees
    
    
    77
    
    
    
    64
    
    
    
    147
    
    
    
    125Investment income
    
    
    33
    
    
    
    58
    
    
    
    56
    
    
    
    148Other income
    
    
    48
    
    
    
    38
    
    
    
    104
    
    
    
    80General and administrative
    
    
    17
    
    
    
    31
    
    
    
    44
    
    
    
    49
  15




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##### Table of Contents



MARKETAXESS HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  Unaudited (Continued)
 8. Stock-Based Compensation Plans
  Three Months Ended June 30,
    
    
    Six Months Ended June 30,2010
    
    
    2009
    
    
    2010
    
    
    2009(In thousands)Employee:Stock options
    
    $
    432
    
    
    $
    749
    
    
    $
    871
    
    
    $
    1,520Restricted stock and performance shares
    
    
    1,777
    
    
    
    1,287
    
    
    
    3,378
    
    
    
    2,4412,209
    
    
    
    2,036
    
    
    
    4,249
    
    
    
    3,961Non-employee directors:Stock options
    
    
    29
    
    
    
    23
    
    
    
    83
    
    
    
    55Restricted stock
    
    
    68
    
    
    
    55
    
    
    
    168
    
    
    
    13697
    
    
    
    78
    
    
    
    251
    
    
    
    191Total stock-based compensation
    
    $
    2,306
    
    
    $
    2,114
    
    
    $
    4,500
    
    
    $
    4,152
   16




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##### Table of Contents



MARKETAXESS HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  Unaudited (Continued)
 9. Earnings Per Share
  Three Months Ended June 30,
    
    
    Six Months Ended June 30,2010
    
    
    2009
    
    
    2010
    
    
    2009(In thousands, except share and per share amounts)Basic EPSNet income
    
    $
    7,169
    
    
    $
    3,187
    
    
    $
    13,870
    
    
    $
    6,026Amount allocable to common shareholders
    
    
    90.6
    %
    
    
    90.5
    %
    
    
    90.6
    %
    
    
    90.5
    %Net income applicable to common stock
    
    $
    6,495
    
    
    $
    2,884
    
    
    $
    12,564
    
    
    $
    5,452Common stock  voting
    
    
    31,147,251
    
    
    
    30,670,247
    
    
    
    31,093,555
    
    
    
    30,634,034Common stock  non-voting
    
    
    2,585,654
    
    
    
    2,585,654
    
    
    
    2,585,654
    
    
    
    2,585,654Basic weighted average shares outstanding
    
    
    33,732,905
    
    
    
    33,255,901
    
    
    
    33,679,209
    
    
    
    33,219,688Basic earnings per share
    
    $
    0.19
    
    
    $
    0.09
    
    
    $
    0.37
    
    
    $
    0.16Diluted EPSNet income
    
    $
    7,169
    
    
    $
    3,187
    
    
    $
    13,870
    
    
    $
    6,026Basic weighted average shares outstanding
    
    
    33,732,905
    
    
    
    33,255,901
    
    
    
    33,679,209
    
    
    
    33,219,688Effect of dilutive shares:Series B Preferred Stock
    
    
    3,500,000
    
    
    
    3,500,000
    
    
    
    3,500,000
    
    
    
    3,500,000Stock options, restricted stock and warrants
    
    
    2,280,704
    
    
    
    1,097,908
    
    
    
    2,230,333
    
    
    
    940,517Diluted weighted average shares outstanding
    
    
    39,513,609
    
    
    
    37,853,809
    
    
    
    39,409,541
    
    
    
    37,660,205Diluted earnings per share
    
    $
    0.18
    
    
    $
    0.08
    
    
    $
    0.35
    
    
    $
    0.16
  10. Commitments and Contingencies
  Operating
 Leases
    
    
    Capital 
Leases(In thousands)Remainder of 2010
    
    $
    1,090
    
    
    $
    1682011
    
    
    2,045
    
    
    
    3362012
    
    
    2,008
    
    
    
    3362013
    
    
    1,992
    
    
    
    3222014
    
    
    1,959
    
    
    
    422015
    
    
    2,001
    
    
    
    Thereafter
    
    
    10,661
    
    
    
    Minimum lease payments
    
    
    21,756
    
    
    
    1,204Less amount representing interest
    
    
    
    
    
    
    147$
    21,756
    
    
    $
    1,057
  17




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MARKETAXESS HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  Unaudited (Continued)
       11. Comprehensive Income
  Three Months Ended June 30,
    
    
    Six Months Ended June 30,2010
    
    
    2009
    
    
    2010
    
    
    2009(In thousands)Net income
    
    $
    7,169
    
    
    $
    3,187
    
    
    $
    13,870
    
    
    $
    6,026Cumulative translation adjustment and foreign
currency exchange hedge, net of taxes
    
    
    (124
    )
    
    
    (49
    )
    
    
    (317
    )
    
    
    (132
    )Unrealized net gain on securities available-
for-sale, net of taxes
    
    
    429
    
    
    
    192
    
    
    
    574
    
    
    
    233Total comprehensive income
    
    $
    7,474
    
    
    $
    3,330
    
    
    $
    14,127
    
    
    $
    6,127
 18




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##### Table of Contents



MARKETAXESS HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  Unaudited (Continued)
 12. Customer Concentration
  13. Share Repurchase Program
  19




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##### Table of Contents



Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
 Forward-Looking Statements
 This report contains certain forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by words
such as expects, intends, anticipates, plans, believes, seeks, estimates, will, or
words of similar meaning and include, but are not limited to, statements regarding the outlook for
our future business and financial performance. Forward-looking statements are based on managements
current expectations and assumptions, which are subject to inherent uncertainties, risks and
changes in circumstances that are difficult to predict. It is routine for our internal projections
and expectations to change as the year or each quarter in the year progresses, and therefore it
should be clearly understood that the internal projections and beliefs upon which we base our
expectations may change prior to the end of each quarter or the year. Although these expectations
may change, we are under no obligation to revise or update any forward-looking statements contained
in this report. Our company policy is generally to provide our expectations only once per quarter,
and not to update that information until the next quarter. Actual future events or results may
differ materially from those contained in the projections or forward-looking statements. Factors
that could cause or contribute to such differences include those discussed below and elsewhere in
this report, particularly in the section captioned Part II, Item 1A, Risk Factors.
 Executive Overview
     
    
    to innovate and efficiently add new functionality and product offerings to the
MarketAxess platform that we believe will help to increase our market share with existing
clients, as well as expand our client base;
 
    
    to leverage our technology, as well as our strong broker-dealer and institutional
investor relationships, to deploy our electronic trading platform into additional product
segments within the fixed-income securities markets, deliver fixed-income
securities-related technical services and products and deploy our electronic trading
platform into new client segments;
 20




---



##### Table of Contents




    
    to continue building our existing service offerings so that our electronic trading
platform is fully integrated into the workflow of our broker-dealer and institutional
investor clients and to continue to add functionality to allow our clients to achieve a
fully automated end-to-end straight-through processing solution (automation from trade
initiation to settlement);
 
    
    to add new content and analytical capabilities to Corporate BondTicker in order to
improve the value of the information we provide to our clients; and
 
    
    to continue to supplement our internal growth by entering into strategic alliances, or
acquiring businesses or technologies that will enable us to enter new markets, provide new
products or services, or otherwise enhance the value of our platform to our clients.
 Critical Factors Affecting Our Industry and Our Company
 Economic, Political and Market Factors
  Competitive Landscape
    Regulatory Environment
    21




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##### Table of Contents



Rapid Technological Changes
  Trends in Our Business
  
    
    the number of institutional investor clients that participate on the platform and their
willingness to originate transactions through the platform;
 
    
    the number of broker-dealer clients on the platform and the frequency and
competitiveness of the price responses they provide to the institutional investor clients;
 
    
    the number of markets for which we make trading available to our clients;
 
    
    the overall level of activity in these markets; and
 
    
    the level of commissions that we collect for trades executed through the platform.
  Commission Revenue
  22




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##### Table of Contents



U.S. High-Grade Corporate Bond Commissions.
 Eurobond Commissions.
 Other Commissions.
  Other Revenue
  Technology Products and Services.
 Information and User Access Fees. TM
 Investment Income.
 Other.
 Expenses
  Employee Compensation and Benefits.
 Depreciation and Amortization.
 23




---



##### Table of Contents



Technology and Communications.
 Professional and Consulting Fees.
 Occupancy.
 Marketing and Advertising.
 General and Administrative.
  Critical Accounting Estimates
  Segment Results
  24




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##### Table of Contents



Results of Operations
 Three Months Ended June 30, 2010 Compared to Three Months Ended June 30, 2009
 Overview
    Revenues
  Three Months Ended June 30,2010
    
    
    2009% of
    
    
    
    
    
    
    % of
    
    
    $
    
    
    %$
    
    
    Revenues
    
    
    $
    
    
    Revenues
    
    
    Change
    
    
    Change($ in thousands)Commissions
    
    $
    29,460
    
    
    
    83.4
    %
    
    $
    21,830
    
    
    
    84.5
    %
    
    $
    7,630
    
    
    
    35.0
    %Technology products and services
    
    
    3,251
    
    
    
    9.2
    
    
    
    2,096
    
    
    
    8.1
    
    
    
    1,155
    
    
    
    55.1Information and user access fees
    
    
    1,722
    
    
    
    4.9
    
    
    
    1,504
    
    
    
    5.8
    
    
    
    218
    
    
    
    14.5Investment income
    
    
    315
    
    
    
    0.9
    
    
    
    234
    
    
    
    0.9
    
    
    
    81
    
    
    
    34.6Other
    
    
    578
    
    
    
    1.6
    
    
    
    175
    
    
    
    0.7
    
    
    
    403
    
    
    
    230.3Total revenues
    
    $
    35,326
    
    
    
    100.0
    %
    
    $
    25,839
    
    
    
    100.0
    %
    
    $
    9,487
    
    
    
    36.7
    %
 Commissions.
 Three Months Ended June 30,$
    
    
    %2010
    
    
    2009
    
    
    Change
    
    
    Change($ in thousands)Distribution feesU.S. high-grade
    
    $
    9,256
    
    
    $
    7,635
    
    
    $
    1,621
    
    
    
    21.2
    %Eurobond
    
    
    3,016
    
    
    
    2,982
    
    
    
    34
    
    
    
    1.1Total distribution fees
    
    
    12,272
    
    
    
    10,617
    
    
    
    1,655
    
    
    
    15.6Variable transaction feesU.S. high-grade
    
    
    10,993
    
    
    
    6,173
    
    
    
    4,820
    
    
    
    78.1Eurobond
    
    
    1,653
    
    
    
    1,730
    
    
    
    (77
    )
    
    
    (4.5
    )Other
    
    
    4,542
    
    
    
    3,310
    
    
    
    1,232
    
    
    
    37.2Total variable transaction fees
    
    
    17,188
    
    
    
    11,213
    
    
    
    5,975
    
    
    
    53.3Total commissions
    
    $
    29,460
    
    
    $
    21,830
    
    
    $
    7,630
    
    
    
    35.0
    %
  25




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##### Table of Contents



Change from Three Months Ended June 30, 2009U.S.High-Grade
    
    
    Eurobond
    
    
    Other
    
    
    Total(In thousands)Volume increase (decrease)
    
    $
    3,299
    
    
    $
    (56
    )
    
    $
    2,445
    
    
    $
    5,688Variable transaction fee per million increase (decrease)
    
    
    1,521
    
    
    
    (21
    )
    
    
    (1,213
    )
    
    
    287Monthly distribution fees increase
    
    
    1,621
    
    
    
    34
    
    
    
    
    
    
    
    1,655Total commissions increase (decrease)
    
    $
    6,441
    
    
    $
    (43
    )
    
    $
    1,232
    
    
    $
    7,630
  Three Months Ended June 30,$
    
    
    %2010
    
    
    2009
    
    
    Change
    
    
    ChangeTrading Volume Data (in millions)U.S. high-grade
    
    $
    58,170
    
    
    $
    37,910
    
    
    $
    20,260
    
    
    
    53.4
    %Eurobond
    
    
    12,739
    
    
    
    13,169
    
    
    
    (430
    )
    
    
    (3.3
    )Other
    
    
    27,372
    
    
    
    15,742
    
    
    
    11,630
    
    
    
    73.9Total
    
    $
    98,281
    
    
    $
    66,821
    
    
    $
    31,460
    
    
    
    47.1
    %Number of U.S. Trading Days
    
    
    63
    
    
    
    63Number of U.K. Trading Days
    
    
    61
    
    
    
    61
   Three Months Ended June 30,2010
    
    
    2009Average Variable Transaction Fee Per MillionU.S. high-grade
    
    $
    189
    
    
    $
    163Eurobond
    
    $
    130
    
    
    $
    131Other
    
    $
    166
    
    
    $
    210All Products
    
    $
    175
    
    
    $
    168
  26




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Technology Products and Services.
 Information and User Access Fees.
 Investment Income.
 Other.
 Expenses
  Three Months Ended June 30,2010
    
    
    2009% of
    
    
    
    
    
    
    % of
    
    
    $
    
    
    %$
    
    
    Revenues
    
    
    $
    
    
    Revenues
    
    
    Change
    
    
    Change($ in thousands)Employee
compensation and benefits
    
    $
    14,189
    
    
    
    40.2
    %
    
    $
    11,917
    
    
    
    46.1
    %
    
    $
    2,272
    
    
    
    19.1
    %Depreciation and
amortization
    
    
    1,622
    
    
    
    4.6
    
    
    
    1,679
    
    
    
    6.5
    
    
    
    (57
    )
    
    
    (3.4
    )Technology and
communications
    
    
    2,353
    
    
    
    6.7
    
    
    
    2,120
    
    
    
    8.2
    
    
    
    233
    
    
    
    11.0Professional and
consulting fees
    
    
    1,990
    
    
    
    5.6
    
    
    
    1,613
    
    
    
    6.2
    
    
    
    377
    
    
    
    23.4Occupancy
    
    
    707
    
    
    
    2.0
    
    
    
    693
    
    
    
    2.7
    
    
    
    14
    
    
    
    2.0Marketing and advertising
    
    
    759
    
    
    
    2.1
    
    
    
    708
    
    
    
    2.7
    
    
    
    51
    
    
    
    7.2General and administrative
    
    
    1,850
    
    
    
    5.2
    
    
    
    1,373
    
    
    
    5.3
    
    
    
    477
    
    
    
    34.7Total expenses
    
    $
    23,470
    
    
    
    66.4
    %
    
    $
    20,103
    
    
    
    77.8
    %
    
    $
    3,367
    
    
    
    16.7
    %
 Employee Compensation and Benefits.
 Depreciation and Amortization.
 Technology and Communications.
 27




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##### Table of Contents



Professional and Consulting Fees.
 Occupancy.
 Marketing and Advertising.
 General and Administrative.
 Provision for Income Tax
  Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009
 Overview
    28




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Revenues
  Six Months Ended June 30,2010
    
    
    2009% of
    
    
    
    
    
    
    % of
    
    
    $
    
    
    %$
    
    
    Revenues
    
    
    $
    
    
    Revenues
    
    
    Change
    
    
    Change($ in thousands)Commissions
    
    $
    58,767
    
    
    
    83.7
    %
    
    $
    42,276
    
    
    
    83.8
    %
    
    $
    16,491
    
    
    
    39.0
    %Technology products and services
    
    
    6,415
    
    
    
    9.1
    
    
    
    4,119
    
    
    
    8.2
    
    
    
    2,296
    
    
    
    55.7Information and user access fees
    
    
    3,356
    
    
    
    4.8
    
    
    
    3,159
    
    
    
    6.3
    
    
    
    197
    
    
    
    6.2Investment income
    
    
    606
    
    
    
    0.9
    
    
    
    566
    
    
    
    1.1
    
    
    
    40
    
    
    
    7.1Other
    
    
    1,066
    
    
    
    1.5
    
    
    
    351
    
    
    
    0.7
    
    
    
    715
    
    
    
    203.7Total revenues
    
    $
    70,210
    
    
    
    100.0
    %
    
    $
    50,471
    
    
    
    100.0
    %
    
    $
    19,739
    
    
    
    39.1
    %
 Commissions.
 Six Months Ended June 30,$
    
    
    %2010
    
    
    2009
    
    
    Change
    
    
    Change($ in thousands)Distribution feesU.S. high-grade
    
    $
    18,238
    
    
    $
    14,710
    
    
    $
    3,528
    
    
    
    24.0
    %Eurobond
    
    
    6,282
    
    
    
    5,958
    
    
    
    324
    
    
    
    5.4Total distribution fees
    
    
    24,520
    
    
    
    20,668
    
    
    
    3,852
    
    
    
    18.6Variable transaction feesU.S. high-grade
    
    
    21,787
    
    
    
    12,613
    
    
    
    9,174
    
    
    
    72.7Eurobond
    
    
    3,879
    
    
    
    2,896
    
    
    
    983
    
    
    
    33.9Other
    
    
    8,581
    
    
    
    6,099
    
    
    
    2,482
    
    
    
    40.7Total variable transaction fees
    
    
    34,247
    
    
    
    21,608
    
    
    
    12,639
    
    
    
    58.5Total commissions
    
    $
    58,767
    
    
    $
    42,276
    
    
    $
    16,491
    
    
    
    39.0
    %
   Change from Six Months Ended June 30, 2009U.S.High-Grade
    
    
    Eurobond
    
    
    Other
    
    
    Total(In thousands)Volume increase
    
    $
    7,582
    
    
    $
    845
    
    
    $
    3,911
    
    
    $
    12,338Variable transaction fee per million increase (decrease)
    
    
    1,592
    
    
    
    138
    
    
    
    (1,429
    )
    
    
    301Monthly distribution fees increase
    
    
    3,528
    
    
    
    324
    
    
    
    
    
    
    
    3,852Total commissions increase
    
    $
    12,702
    
    
    $
    1,307
    
    
    $
    2,482
    
    
    $
    16,491
 29




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##### Table of Contents



Six Months Ended June 30,$
    
    
    %2010
    
    
    2009
    
    
    Change
    
    
    ChangeTrading Volume Data (in millions)U.S. high-grade
    
    $
    119,681
    
    
    $
    74,749
    
    
    $
    44,932
    
    
    
    60.1
    %Eurobond
    
    
    28,758
    
    
    
    22,261
    
    
    
    6,497
    
    
    
    29.2Other
    
    
    49,044
    
    
    
    29,882
    
    
    
    19,162
    
    
    
    64.1Total
    
    $
    197,483
    
    
    $
    126,892
    
    
    $
    70,591
    
    
    
    55.6
    %Number of U.S. Trading Days
    
    
    124
    
    
    
    124Number of U.K. Trading Days
    
    
    124
    
    
    
    124
   Six Months Ended June 30,2010
    
    
    2009Average Variable Transaction Fee Per MillionU.S. high-grade
    
    $
    182
    
    
    $
    169Eurobond
    
    $
    135
    
    
    $
    130Other
    
    $
    175
    
    
    $
    204All Products
    
    $
    173
    
    
    $
    170
  Technology Products and Services.
 Information and User Access Fees.
 Investment Income.
 Other.
 30




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##### Table of Contents



Expenses
  Six Months Ended June 30,2010
    
    
    2009% of
    
    
    
    
    
    
    % of
    
    
    $
    
    
    %$
    
    
    Revenues
    
    
    $
    
    
    Revenues
    
    
    Change
    
    
    Change($ in thousands)Employee compensation and benefits
    
    $
    28,122
    
    
    
    40.1
    %
    
    $
    23,359
    
    
    
    46.3
    %
    
    $
    4,763
    
    
    
    20.4
    %Depreciation and amortization
    
    
    3,238
    
    
    
    4.6
    
    
    
    3,470
    
    
    
    6.9
    
    
    
    (232
    )
    
    
    (6.7
    )Technology and communications
    
    
    4,770
    
    
    
    6.8
    
    
    
    4,362
    
    
    
    8.6
    
    
    
    408
    
    
    
    9.4Professional and consulting fees
    
    
    4,128
    
    
    
    5.9
    
    
    
    3,492
    
    
    
    6.9
    
    
    
    636
    
    
    
    18.2Occupancy
    
    
    1,645
    
    
    
    2.3
    
    
    
    1,369
    
    
    
    2.7
    
    
    
    276
    
    
    
    20.2Marketing and advertising
    
    
    1,387
    
    
    
    2.0
    
    
    
    1,353
    
    
    
    2.7
    
    
    
    34
    
    
    
    2.5General and administrative
    
    
    3,979
    
    
    
    5.7
    
    
    
    2,599
    
    
    
    5.1
    
    
    
    1,380
    
    
    
    53.1Total expenses
    
    $
    47,269
    
    
    
    67.3
    %
    
    $
    40,004
    
    
    
    79.3
    %
    
    $
    7,265
    
    
    
    18.2
    %
 Employee Compensation and Benefits.
 Depreciation and Amortization.
 Technology and Communications.
 Professional and Consulting Fees.
 Occupancy.
 Marketing and Advertising.
 General and Administrative.
 Provision for Income Tax
 31




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##### Table of Contents



Liquidity and Capital Resources
   Six Months Ended June 30,2010
    
    
    2009(In thousands)Net cash provided by operating activities
    
    $
    22,557
    
    
    $
    5,887Net cash used in investing activities
    
    
    (6,717
    )
    
    
    (24,149
    )Net cash used in financing activities
    
    
    (5,145
    )
    
    
    (75
    )Effect of exchange rate changes on cash
    
    
    (510
    )
    
    
    (249
    )Net increase (decrease) for the period
    
    $
    10,185
    
    
    $
    (18,586
    )
      32




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##### Table of Contents



Other Factors Influencing Liquidity and Capital Resources
    MarketAxess
    
    
    MarketAxess
    
    
    MarketAxessCorporation
    
    
    Europe Limited
    
    
    Canada Limited(In thousands)Net capital
    
    $
    49,571
    
    
    $
    23,960
    
    
    $
    411Minimum net capital required
    
    
    1,059
    
    
    
    3,575
    
    
    
    259Excess net capital
    
    $
    48,512
    
    
    $
    20,385
    
    
    $
    152
    33




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##### Table of Contents



Effects of Inflation
  Contractual Obligations and Commitments
  
 Item 3. Quantitative and Qualitative Disclosures About Market Risk
  Market Risk
   Interest Rate Risk
  Derivative Risk
  Credit Risk
  34




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##### Table of Contents



Item 4. Controls and Procedures
 Evaluation of Disclosure Controls and Procedures.
 Changes in Internal Control Over Financial Reporting.
 35




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##### Table of Contents



PART II  Other Information
 
 Item 1. Legal Proceedings
  
 Item 1A. Risk Factors
  
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
 Recent Sales of Unregistered Securities
  Issuer Purchases of Equity Securities
  Total Number of
    
    
    Dollar Value ofShares Purchased
    
    
    Shares That MayTotal Number of
    
    
    Average Price
    
    
    as Part of Publicly
    
    
    Yet Be PurchasedPeriod
    
    Shares Purchased
    
    
    Paid per Share
    
    
    Announced Plans
    
    
    Under the Plans(In thousands)April 1, 2010  April 30, 2010
    
    
    3,693
    
    
    $
    3.56
    
    
    
    
    
    
    $
    May 1, 2010  May 31, 2010
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    June 1, 2010  June 30, 2010
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    30,0003,693
    
    
    $
    3.56
    
    
    
    
  36




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##### Table of Contents



Item 3. Defaults upon Senior Securities
  
 Item 4. (Removed and Reserved)
 
 Item 5. Other Information
  
 Item 6. Exhibits
  Number
    
    Description31.1
    
    Certification by Chief Executive Officer pursuant to Exchange Act Rule 13a-14(a), as adopted
pursuant to Section 302 of the
Sarbanes-Oxley Act of 200231.2
    
    Certification by Chief Financial Officer pursuant to Exchange Act Rule 13a-14(a), as adopted
pursuant to Section 302 of the
Sarbanes-Oxley Act of 200232.1
    
    Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 200232.2
    
    Certification by Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 37




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##### Table of Contents



SIGNATURES
  MARKETAXESS HOLDINGS INC.Date: July 30, 2010
    By:
    /s/ RICHARD M. MCVEYRichard M. McVeyChief Executive Officer

(principal executive officer) Date: July 30, 2010
    By:
    /s/ ANTONIO L. DELISEAntonio L. DeLiseChief Financial Officer

(principal financial and accounting officer) 38