The following discussion should be read in conjunction with the audited
consolidated financial statements and the related notes in Part II, Item 8, of
this Annual Report on Form 10-K. In addition to historical information, the
following discussion also contains forward-looking statements that include risks
and uncertainties. Our actual results may differ materially from those
anticipated in these forward-looking statements as a result of certain factors,
including those set forth under the heading "Risk Factors" in Part I, Item 1A of
this Annual Report on Form 10-K.

Business Overview



We are an automated global electronic broker. We custody and service accounts
for hedge and mutual funds, ETFs, registered investment advisers, proprietary
trading groups, introducing brokers and individual investors. We specialize in
routing orders and executing and processing trades in stocks, options, futures,
forex, bonds, mutual funds and ETFs on more than 135 electronic exchanges and
market centers in 33 countries and in 25 currencies seamlessly around the world.

As an electronic broker, we execute, clear and settle trades globally for both
institutional and individual customers. Capitalizing on our proprietary
technology, our systems provide our customers with the capability to monitor
multiple markets around the world simultaneously and to execute trades
electronically in these markets at a low cost, in multiple products and
currencies from a single trading account. The emerging complexity of multiple
market centers has provided us with the opportunity to build and continuously
adapt our order routing software to secure excellent execution prices.

Since our inception in 1977, we have focused on developing proprietary software
to automate broker-dealer functions. The proliferation of electronic exchanges
and market centers over the last three decades has allowed us to integrate our
software with an increasing number of trading venues into one automatically
functioning, computerized platform that requires minimal human intervention.

Our customer base is diverse with respect to geography and segments. Currently,
approximately 76% of our customers reside outside the U.S. in over 200 countries
and territories, and over 50% of new customers come from outside the U.S.
Approximately 64% of our customers' equity is in institutional accounts such as
hedge funds, financial advisors, proprietary trading desks and introducing
brokers. Specialized products and services that we have developed are
successfully attracting these accounts. For example, we offer prime brokerage
services, including financing and securities lending to hedge funds; our model
portfolio technology and automated share allocation and rebalancing tools are
particularly attractive to financial advisors; and our trading platform, global
access and low pricing attract introducing brokers.

COVID-19 Pandemic



In March 2020, the World Health Organization recognized the outbreak of the
COVID-19 caused by a novel strain of the coronavirus as a pandemic. The pandemic
affects all countries in which we operate. The response of governments and
societies to the COVID-19 pandemic, which includes temporary closures of certain
businesses; social distancing; travel restrictions, "shelter in place" and other
governmental regulations; and reduced consumer spending due to job losses, has
significantly impacted market volatility in the financial, commodities and
energy markets, and general economic conditions.

The COVID-19 pandemic has precipitated unprecedented market conditions with equally unprecedented social and community challenges. Amid these challenges:



?The Company is committed to ensuring the highest levels of service to its
customers so they can effectively manage their assets, portfolios and risks. The
Company's technical infrastructure has withstood the challenges presented by the
extraordinary volatility and increased market volume.

?The Company can run its business from alternate office locations and/or remotely if a Company office must temporarily close due to the spread of the COVID-19 pandemic.



?As announced on April 9, 2020, during the second quarter of 2020 the Company
donated $5 million to assist efforts to provide food and support for people
affected by the COVID-19 pandemic in the United States as well as to advance
medical solutions.

The effects of the COVID-19 pandemic on the Company's financial results for 2020
can be summarized as follows: (1) higher commission revenue due to increased
trading activity and a higher rate of customer accounts opened during this
period; and (2) lower net interest income resulting from lower benchmark
interest rates.

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The impact of the COVID-19 pandemic on the Company's future financial results
could be significant but currently cannot be quantified, as it will depend on
numerous evolving factors that currently cannot be accurately predicted,
including, but not limited to, the duration and spread of the pandemic; its
impact on our customers, employees and vendors; governmental actions in response
to the pandemic; and the overall impact of the pandemic in the economy and
society; among other factors. Any of these events could have a materially
adverse effect on the Company's financial results.

Business Environment



2020 was a unique year, as the onset of the COVID-19 pandemic, together with
unpredictable geopolitical events, created great uncertainty and volatility in
the world's financial markets.

U.S. market volatility rose in 2020 over the prior year, with particularly high
volatility in the first half of the year as the pandemic took hold. Fears about
economic collapse were especially strong in the first quarter of 2020, as global
markets fell and the S&P 500 declined 20%.

Central banks turned to monetary easing to buffer their national economies from
a pandemic-induced downturn. In March, the U.S. Federal Reserve adopted a
near-zero interest rate policy and other countries maintained or reduced rates
to zero and below.

Following on the heels of the initial panic was a worldwide surge of interest in
financial markets, particularly equity markets, as people following stay-at-home
guidelines opened brokerage accounts for investing and trading. Equity market
indices, which had fallen in the first quarter as the scope of the pandemic
became known, responded to this surge in new participants and most indices rose
over the remainder of the year. North American and Asian markets recovered more
strongly than those in Europe, which may have been negatively affected by the
final negotiations around Brexit.

A more active trading environment worldwide coincided with higher volatility,
with the average Chicago Board Options Exchange Volatility Index ("VIX®") up 89%
in the fourth quarter of 2020, compared to the year-ago quarter. Among our
customer base, volatility is highly correlated with customer trading activity
across product types. In 2020, higher volatility, in combination with strong
customer account growth, led to significant increases in trading volume. The
resulting boost to commission revenues was tempered by a decline in net interest
income. Lower benchmark interest rates, though they reduced the rate of interest
paid on customer cash to zero in most currencies, also reduced the rates we
earned on margin lending and gave us fewer opportunities to earn net interest
income on fully interest-sensitive balances.

In this environment, with near-zero interest rates and rising asset values in
actively-trading markets, customer account growth was robust. Total customer
accounts increased 56% in 2020 to over 1.07 million. Inflows from new and
existing customers, combined with rising securities prices that generally lifted
customers' investment values, led to customer equity growth of 66% to $288.6
billion. Institutional customers, such as hedge funds, mutual funds, introducing
brokers, proprietary trading groups and financial advisors, comprised
approximately 43% of total accounts and approximately 64% of total customer
equity at the end of 2020. Customers seek out our superior technology and
execution capabilities, global market access, and low costs, as well as our
securities finance services, including margin lending and short sale support.

The following is a summary of the key profit drivers that affect our business and how they compared to 2019:



Global trading volumes. According to data received from exchanges, volumes in
exchange-listed equity-based options rose by approximately 93% in the U.S. for
the year ended December 31, 2020, compared to 2019, while U.S. equities volumes
increased by 103% and exchange-listed futures increased by 31%. See the "Trading
Volumes and Brokerage Statistics" section below in this Item 7 for additional
details regarding our trade volumes, contract and share volumes, and brokerage
statistics.

Volatility. Based on the VIX®, average U.S. market volatility rose to 29.2 in
2020, up 89% from the average of 15.4 in 2019. Higher volatility tends to
improve our electronic brokerage performance because it generally corresponds to
stronger trading volumes. In 2020, as the VIX maintained elevated levels for
most of the year, we saw the impact on both customer trading activity, which
more than doubled, and our commissions revenue, which rose 58%.

Interest Rates. The U.S. Federal Reserve reduced the target federal funds rate
to near-zero in March of 2020, mirroring rates in most other currencies, which
generally ranged from near-zero to negative. Decreases in benchmark rates can
lead to lower net interest income and a narrower net interest margin. As our
margin balances are tied to benchmark rates, declining U.S. interest rates
reduce the interest we receive on our U.S. dollar customer margin balances.
Falling rates also reduce the interest we earn on our segregated cash, the
majority of which is invested in U.S. government securities and related
instruments. Partially offsetting these factors in 2020 were higher average
customer credit balances, up 28%, higher average margin lending, up 9%, reduced
interest expense due to lower rates, and strong securities lending activity and
other financing activities. In total, our net interest income fell 19% compared
to 2019.


?

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Currency fluctuations. As a global electronic broker trading on exchanges around
the world in multiple currencies, we are exposed to foreign currency risk. We
actively manage this exposure by keeping our net worth in proportion to a
defined basket of 10 currencies we call the "GLOBAL" to diversify our risk and
to align our hedging strategy with the currencies that we use in our business.
Because we report our financial results in U.S. dollars, the change in the value
of the GLOBAL versus the U.S. dollar affects our earnings. During 2020 the value
of the GLOBAL, as measured in U.S. dollars, increased 1.45% compared to its
value as of December 31, 2019. A discussion of our approach for managing foreign
currency exposure is contained in Part II, Item 7A of this Annual Report on
Form 10-K entitled "Quantitative and Qualitative Disclosures about Market Risk."



Financial Overview

In the fourth quarter of 2019, we introduced the reporting of non-GAAP financial
measures, which excludes certain items that may not be indicative of our core
operating results and business outlook. We believe these non-GAAP financial
measures may be useful in evaluating the operating performance of our business
and provide a better comparison of our results in the current period to those in
prior and future periods. See the "Non-GAAP Financial Measures" section below in
this Item 7 for additional details.

Pursuant to the requirements of Financial Accounting Standards Board's ("FASB")
Accounting Standards Codification ("ASC") Topic 280, "Segment Reporting," we
performed a quantitative and a qualitative assessment of our business and
determined that our remaining market making activities no longer support our
reporting of separate business segments. Accordingly, effective the first
quarter of 2020, we discontinued the reporting of separate business segments.
Since our decision to wind down our market making activities, management has
continued to shift its focus to growing and strengthening our electronic
brokerage business. We believe the elimination of segment reporting aligns our
financial reporting with our business strategy and management's focus on the
electronic brokerage business. The remaining market making activity is now
reported as a component of "principal transactions," which is included in other
income in the consolidated statements of comprehensive income.

Effective the first quarter of 2020, we also changed the presentation of our
consolidated statements of comprehensive income to better align with our
business strategy. Previously reported amounts have been adjusted to conform
with the new presentation. See "Consolidated Statements of Comprehensive Income
and Operating Business Segment Presentation Changes" in Note 2 - "Significant
Accounting Policies" to the consolidated financial statements in Part II, Item 8
of this annual report on Form 10-K.

Diluted earnings per share were $2.42 for the year ended December 31, 2020
("current year"), compared to diluted earnings per share of $2.10 for the year
ended December 31, 2019 ("prior year"). Adjusted diluted earnings per share were
$2.49 for the current year, compared to adjusted diluted earnings per share of
$2.27 for the prior year. The calculation of diluted earnings per share is
detailed in Note 4 - "Equity and Earnings Per Share" to the audited consolidated
financial statements, in Part II, Item 8 of this Annual Report on Form 10-K.

For the current year, our net revenues were $2,218 million and income before
income taxes was $1,256 million, compared to net revenues of $1,937 million and
income before income taxes of $1,157 million in the prior year. Adjusted net
revenues were $2,204 million and adjusted income before income taxes was
$1,346 million, compared to adjusted net revenues of $1,984 million and adjusted
income before income taxes of $1,246 million in the prior year.

The financial highlights for the current year were:

?Commission revenue showed strong growth, increasing $406 million, or 58%, from the prior year on higher customer trading volume within an active trading environment worldwide.



?Net interest income decreased $211 million, or 19%, from the prior year as the
average federal funds effective rate, which, in part, drives the rates we earn
on our interest-earning assets, decreased to an average of 0.38% from 2.16% in
the prior year.

?Other income increased $52 million from the prior year. This increase was
mainly comprised of (1) $41 million related to our currency diversification
strategy, which lost $19 million in the current year compared to a loss of $60
million in the prior year; (2) $35 million related to our strategic investment
in Up Fintech Holding Limited ("Tiger Brokers"), which increased to a $44
million mark-to-market gain in the current year from a $9 million mark-to-market
gain in the prior year; partially offset by (3) $16 million related to our
principal trading activities which gained $40 million in the current year
compared to $56 million in the prior year; and (4) a $13 million impairment loss
on our investment in OneChicago Exchange, as it ceased operations, during the
current year.

?Pretax profit margin was 57% for the current year, down from 60% in the prior
year. Adjusted pretax profit margin for the current year was 61%, down from 63%
in the prior year.


?

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In connection with our currency diversification strategy as of December 31,
2020, approximately 27% of our equity was denominated in currencies other than
the U.S. dollar. In the current year, our currency diversification strategy
increased our comprehensive earnings by $105 million (compared to a decrease of
$36 million in the prior year), as the U.S. dollar value of the GLOBAL increased
by approximately 1.45%, compared to its value as of December 31, 2019. The
effects of our currency diversification strategy are reported as (1) a component
of other income (loss of $19 million) in the consolidated statements of
comprehensive income and (2) other comprehensive income ("OCI") (gain of
$124 million) in the consolidated statements of financial condition and the
consolidated statements of comprehensive income. The full effect of the GLOBAL
is captured in comprehensive income.

West Texas Intermediate Crude Oil Event



On April 20, 2020 the energy markets exhibited extraordinary price activity in
the New York Mercantile Exchange ("NYMEX") West Texas Intermediate Crude Oil
futures contract. The price of the May 2020 physically-settled futures contract
dropped to an unprecedented negative price. This price was the basis for
determining the settlement price for cash-settled futures contracts traded on
the CME Globex and also for a separate, expiring cash-settled futures contract
listed on the Intercontinental Exchange Europe ("ICE Europe"). Several of the
Company's customers held long positions in these CME and ICE Europe contracts,
and as a result they incurred losses, including losses in excess of the equity
in their accounts. The Company fulfilled the required variation margin
settlements with the respective clearinghouses on behalf of its customers. The
Company subsequently compensated certain affected customers in connection with
their losses resulting from the contracts settling at a price below zero. As a
result, the Company recognized an aggregate loss of approximately $104 million,
of which $103 million is included in general and administrative expenses and $1
million in customer bad debt expense in the consolidated statements of
comprehensive income.

Certain Trends and Uncertainties



We believe that our current operations may be favorably or unfavorably impacted
by the following trends that may affect our financial condition and results of
operations:

?The COVID-19 pandemic has precipitated unprecedented market conditions with
equally unprecedented social and community challenges. The impact of the
COVID-19 pandemic on the Company's future financial results could be significant
but currently cannot be quantified, as it will depend on numerous evolving
factors that currently cannot be accurately predicted, including, but not
limited to the duration and spread of the pandemic; its impact on our customers,
employees and vendors; governmental regulations in response to the pandemic; and
the overall impact of the pandemic on the economy and society; among other
factors.

?Retail participation in the equity markets has fluctuated over the past few years due to investor sentiment, market conditions and a variety of other factors. Retail transaction volumes may not be sustainable and are not predictable.

?Additional consolidation among market centers may adversely affect the value of our IB SmartRoutingSM software.

?Benchmark interest rates have fluctuated over the past years due to economic conditions. Changes in interest rates may not be predictable.

?Fiscal and/or monetary policy may change and impact the financial services business and securities markets.

?Price competition among broker-dealers may continue to intensify.



?Scrutiny of equity and options market makers, hedge funds, and soft dollar and
payment for order flow practices by regulatory and legislative authorities has
increased. New legislation or modifications to existing regulations and rules
could occur in the future.

?Our remaining market making activities will continue to be impacted by market
structure changes, market conditions, the level of automation of competitors,
and the relationship between actual and implied volatility in the equities
markets.

See "Risk Factors" in Part I, Item 1A of this Annual Report on Form 10-K for a
discussion of other risks that may affect our financial condition and results of
operations.

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Results of Operations



The table below presents our consolidated results of operations for the periods
indicated. The period-to-period comparisons below of financial results are not
necessarily indicative of future results.

                                                         Year-Ended December 31,
                                                   2020              2019            2018
                                            (in millions, except share and per share amounts)
Revenues
Commissions                                 $           1,112    $        706    $        777
Other fees and services                                   175             141             148
Other income                                               59               7              49
Total non-interest income                               1,346             854             974

Interest income                                         1,133           1,726           1,392
Interest expense                                         (261)           (643)           (463)
Total net interest income                                 872           1,083             929
Total net revenues                                      2,218           1,937           1,903

Non-interest expenses
Execution, clearing and distribution fees                 293             251             269
Employee compensation and benefits                        325             288             264
Occupancy, depreciation and amortization                   69              60              49
Communications                                             26              25              25
General and administrative                                236             112              96
Customer bad debt                                          13              44               4
Total non-interest expenses                               962             780             707
Income before income taxes                              1,256           1,157           1,196
Income tax expense                                         77              68              71
Net income                                              1,179           1,089           1,125
Less net income attributable to
noncontrolling interests                                  984             928             956
Net income available for common
stockholders                                $             195    $        161    $        169

Earnings per share
Basic                                       $             2.44   $        2.11   $        2.30
Diluted                                     $             2.42   $        2.10   $        2.28

Weighted average common shares
outstanding
Basic                                              79,939,289      76,121,570      73,438,209
Diluted                                            80,638,908      76,825,863      74,266,370

Comprehensive income
Net income available for common
stockholders                                $             195    $         161   $         169
Other comprehensive income
Cumulative translation adjustment, before
income taxes                                               26                4            (14)
Income taxes related to items of other
comprehensive income                                         -               -             (1)
Other comprehensive income (loss), net of
tax                                                        26                4            (13)
Comprehensive income available for common
stockholders                                $             221    $         

165 $ 156



Comprehensive income attributable to
noncontrolling interests
Net income attributable to noncontrolling
interests                                   $             984    $         928   $         956
Other comprehensive income - cumulative
translation adjustment                                     98               20            (66)
Comprehensive income attributable to
noncontrolling interests                    $           1,082    $         948   $         890


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The table below presents our consolidated results of operations as a percent of our total net revenues for the periods indicated.



                                                       Year Ended December 31,
                                                    2020         2019         2018

Revenues
Commissions                                             50%          36%          41%
Other fees and services                                  8%           7%           8%
Other income                                             3%           0%           3%
Total non-interest income                               61%          44%          51%

Interest income                                         51%          89%          73%
Interest expense                                       -12%         -33%         -24%
Total net interest income                               39%          56%          49%
Total net revenues                                     100%         100%         100%

Non-interest expenses
Execution, clearing and distribution fees               13%          13%    

14%


Employee compensation and benefits                      15%          15%    

14%


Occupancy, depreciation and amortization                 3%           3%           3%
Communications                                           1%           1%           1%
General and administrative                              11%           6%           5%
Customer bad debt                                        1%           2%           0%
Total non-interest expenses                             43%          40%          37%
Income before income taxes                              57%          60%          63%
Income tax expense                                       3%           4%           4%
Net income                                              53%          56%          59%
Less net income attributable to noncontrolling
interests                                               44%          48%    

50%


Net income available for common stockholders             9%           8%    

9%

Year Ended December 31, 2020 ("current year") compared to the Year Ended December 31, 2019 ("prior year")

Net Revenues



Total net revenues, for the current year, increased $281 million, or 15%,
compared to the prior year, to $2,218 million. The increase in net revenues was
primarily due to higher commissions, other fees and services, and other income
partially offset by lower net interest income.

Commissions



We earn commissions from our cleared customers for whom we act as an executing
and clearing broker and from our non-cleared customers for whom we act as an
execution-only broker. We have a commission structure that allows customers to
choose between an all-inclusive fixed, or "bundled", rate and a tiered, or
"unbundled", rate that offers lower commissions for high volume customers. For
"unbundled" commissions, we pass through regulatory and exchange fees separately
from our commissions, adding transparency to our fee structure. Commissions also
include payments for order flow income received from IBKR LiteSM liquidity
providers. Our commissions are geographically diversified. In 2020, 2019, and
2018 we generated 29%, 33%, and 32%, respectively, of commissions from
operations conducted internationally.

Commissions, for the current year, increased $406 million, or 58%, compared to
the prior year, to $1,112 million, driven by significantly higher customer
trading volumes in options, futures and stocks. Total customer options and
futures contract and stock share volumes increased 67%, 30%, and 97%,
respectively, compared to the prior year. The increase in customer trading
volumes across all product types was in line with the active trading environment
worldwide in the current year as compared to the prior year. Total DARTs for
cleared and execution-only customers, for the current year, increased 115% to
1.79 million compared to 833 thousand for the prior year. DARTs for cleared
customers, i.e., customers for whom we execute trades, as well as, clear and
carry positions, for the current year, increased 113% to 1.59 million, compared
to 748 thousand for the prior year. Average commission per commissionable order
for cleared customers, for the current year, decreased 24% to $2.78, compared to
$3.67 for the prior year, reflecting smaller average order sizes in stocks,
options, futures and foreign exchange as well as some effect from higher
exchange rebates passed through to our customers. Smaller trade sizes are often
seen in high volatility periods, as traders choose to risk less per trade in
fast-moving markets.

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Other Fees and Services



The Company earns fee income on services provided to customers, which includes
market data fees, risk exposure fees, minimum activity fees, payments for order
flow from exchange-mandated programs, and other fees and services charged to
customers.

Other fees and services, for the current year, increased $34 million, or 24%,
compared to the prior year, to $175 million, driven by a $21 million increase in
IPO-related fee income, a $16 million increase in market data fee income, and a
$6 million increase in payments for order flow income from options
exchange-mandated programs, partially offset by a $4 million decrease in FDIC
Insured Bank Deposit Sweep Program fee income, and a $4 million decrease in risk
exposure fee income.

Other Income

Other income consists of foreign exchange gains (losses) from our currency
diversification strategy, gains (losses) from principal transactions, gains
(losses) from our equity method investments, and other revenue not directly
attributable to our core business offerings. A discussion of our approach to
managing foreign currency exposure is contained in Part II, Item 7A of this
Annual Report on Form 10-K entitled "Quantitative and Qualitative Disclosures
about Market Risk."

Other income, for the current year, increased $52 million, compared to the prior
year, to $59 million. This increase was mainly comprised of (1) $41 million
related to our currency diversification strategy, which lost $19 million in the
current year compared to a loss of $60 million in the prior year; and (2) $35
million related to our strategic investment in Tiger Brokers, which increased to
a $44 million mark-to-market gain in the current year from a $9 million
mark-to-market gain in the prior year; partially offset by (3) $16 million
related to our principal trading activities which gained $40 million in the
current year compared to $56 million in the prior year; and (4) a $13 million
impairment loss on our investment in OneChicago Exchange, as it ceased
operations, during the current year.

Interest Income and Interest Expense



We earn interest on margin lending to customers secured by marketable securities
these customers hold with us; from our investments in U.S. and foreign
government securities; from borrowing and lending securities; and on deposits
(in positive interest rate currencies) with banks. We pay interest on cash
balances (in sufficiently positive interest rate currencies) customers hold with
us; for borrowing and lending securities; and on our borrowings.

Net interest income (interest income less interest expense), for the current year, decreased $211 million, or 19%, compared to the prior year, to $872 million. The decrease in net interest income was driven by lower benchmark interest rates.



Net interest income on customer balances, for the current year, decreased $239
million, compared to the prior year, driven by a decrease in the average federal
funds effective rate to 0.38% from 2.16% in the prior year, partially offset by
a $14.9 billion increase in average customer credit balances, a portion of which
were invested in interest-bearing U.S. government securities and a $2.5 billion
increase in average customer margin loans. See the "Business Environment"
section above in this Item 7 for a further discussion about the change in
interest rates in the current year.

We earn income on securities loaned and borrowed to support customer long and
short stock holdings in margin accounts. In addition, our Stock Yield
Enhancement Program provides an opportunity for customers with fully-paid stock
to allow us to lend it out. We pay customers a rebate on the cash collateral
generally equal to 50% of the income we earn from lending the shares. We place
cash collateral securing the loans in the customer's account.

In the current year, average securities borrowed increased 8%, to $4.2 billion
and average securities loaned increased 39%, to $5.7 billion, compared to the
prior year. Net interest earned from securities lending is affected by the level
of demand for securities positions held by our customers. During the current
year, net interest earned from securities lending transactions increased $86
million, or 33%, compared to the prior year. It should be noted that securities
lending transactions entered into to support customer activity may produce
interest income (expense) that is offset by interest expense (income) related to
customer balances.

The Company measures return on interest-earning assets using net interest margin
("NIM"). NIM is computed by dividing the annualized net interest income by the
average interest-earning assets for the period. Interest-earning assets consist
of cash and securities segregated for regulatory purposes (including U.S.
government securities and securities purchased under agreements to resell),
customer margin loans, securities borrowed, other interest-earning assets
(solely firm assets) and customer cash balances swept into FDIC-insured banks as
part of our Insured Bank Deposit Sweep Program. Interest-bearing liabilities
consist of customer credit balances, securities loaned, and other
interest-bearing liabilities.

Yields are generally a reflection of benchmark interest rates in each currency
in which the Company and its customers hold cash balances. Because a substantial
portion of customer cash and margin loans are denominated in currencies other
than the U.S. dollar, changes in U.S. benchmark interest rates do not impact the
total amount of segregated cash and securities, customer margin loans and
customer credit balances. Furthermore, because interest is paid only on eligible
cash credit balances (i.e., balances over $10 thousand

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or equivalent, in securities accounts with over $100 thousand in equity, and in
smaller accounts at reduced rates), changes in benchmark interest rates are not
passed through to the total amount of customer credit balances. Finally, the
Company's policies with respect to currencies with negative interest rates
impact the yields on segregated cash and customer credit balances as effective
interest rates in those currencies fluctuate.

Generally, as benchmark interest rates rise, a larger portion of the interest
earned on securities lending transactions is reported as net interest income on
"Segregated cash and securities, net" instead of "Securities borrowed and
loaned, net" because interest earned on cash collateral held in specially
designated bank accounts for the benefit of customers, in accordance with the
U.S. customer protection rules, increases.


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The table below presents net interest income information corresponding to
interest-earning assets and interest-bearing liabilities for the periods
indicated.

                                          Year-Ended December 31,
                                        2020       2019       2018

                                               (in millions)

Average interest-earning assets Segregated cash and securities $ 41,898 $ 27,812 $ 20,911 Customer margin loans

                   28,960     26,483     29,253
Securities borrowed                      4,235      3,930      3,310
Other interest-earning assets            5,593      5,407      4,362
FDIC sweeps 1                            2,882      2,046      1,259
                                      $ 83,568   $ 65,678   $ 59,095

Average interest-bearing liabilities
Customer credit balances              $ 67,540   $ 52,625   $ 48,179
Securities loaned                        5,702      4,088      3,982

Other interest-bearing liabilities 215 196 241

$ 73,457   $ 56,909   $ 52,402

Net Interest income Segregated cash and securities, net $ 166 $ 560 $ 337 Customer margin loans 2

                     380        694        677

Securities borrowed and loaned, net 343 257 216 Customer credit balances, net 2

            (46)      (515)      (362)
Other net interest income 1,3                55       121         90
Net interest income 3                 $    898   $  1,117   $    958

Net interest margin ("NIM")               1.07%      1.70%      1.62%

Annualized Yields
Segregated cash and securities            0.40%      2.01%      1.61%
Customer margin loans                     1.31%      2.62%      2.31%
Customer credit balances                  0.07%      0.98%      0.75%


___________________________

(1)Represents the average amount of customer cash swept into FDIC-insured banks
as part of our Insured Bank Deposit Sweep Program. This item is not recorded in
the Company's consolidated statements of financial condition. Income
derived from program deposits is reported in other net interest income in the
table above.
?

(2)Interest income and interest expense on customer margin loans and customer
credit balances, respectively, are calculated on daily cash balances within each
customer's account on a net basis, which may result in an offset of balances
across multiple account segments (e.g., between securities and commodities
segments).
?

(3)Includes income from financial instruments which has the same characteristics
as interest, but is reported in other fees and services and other income in the
Company's consolidated statements of comprehensive income. For the years ended
December 31, 2020, 2019, and 2018 $21 million, $15 million and $8 million were
reported in other fees and services, respectively. For the years ended December
31, 2020, 2019, and 2018, $5 million, $19 million and $21 million were reported
in other income, respectively.

Non-Interest Expenses



Non-interest expenses, for the current year, increased $182 million, or 23%,
compared to the prior year, to $962 million, mainly due to a $124 million
increase in general and administrative expenses; a $42 million increase in
execution, clearing and distribution fees; and a $37 million increase in
employee compensation and benefits expenses partially offset by; a $31 million
decrease in customer bad debt expense. As a percentage of total net revenues,
non-interest expenses were 43% for the current year and 40% for the prior year.

Execution, Clearing and Distribution Fees



Execution, clearing and distribution fees include the costs of executing and
clearing trades, net of liquidity rebates received from various exchanges and
market centers, as well as regulatory fees and market data fees. Execution fees
are paid primarily to electronic exchanges and market centers on which we trade.
Clearing fees are paid to clearing houses and clearing agents. Market data fees
are paid to third parties to receive streaming price quotes and related
information.

Execution, clearing and distribution fees, for the current year, increased $42
million, or 17%, compared to the prior year, to $293 million, driven by higher
trade volumes as customer options and futures contract and stock share volumes
increased 67%, 30%, and 97%, respectively, compared to the prior year. Execution
and clearings fees did not increase in line with trading volumes for several

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reasons including, product mix and greater rebates received from exchanges on orders that add liquidity, though these rebates partially offset commission revenues.

Employee Compensation and Benefits



Employee compensation and benefits include salaries, bonuses and other incentive
compensation plans, group insurance, contributions to benefit programs and other
related employee costs.

Employee compensation and benefits expenses, for the current year, increased $37
million, or 13%, compared to the prior year, to $325 million, associated with a
20% increase in the average number of employees to 1,823, for the current year,
compared to 1,523 for the prior year. We continued to add staff in customer
service, compliance, and software development. As we continue to grow, our focus
on automation has allowed us to maintain a relatively small staff. As a
percentage of total net revenues, employee compensation and benefits expenses
were 15% for both the current year and the prior year.

Occupancy, Depreciation and Amortization

Occupancy expenses consist primarily of rental payments on office and data center leases and related occupancy costs, such as utilities. Depreciation and amortization expenses result from the depreciation of fixed assets, such as computing and communications hardware, as well as amortization of leasehold improvements and capitalized in-house software development.



Occupancy, depreciation and amortization expenses, for the current year,
increased $9 million, or 15%, compared to the prior year, to $69 million, mainly
due to higher costs related to the expansion of our physical space for both
offices and data centers. As a percentage of total net revenues, occupancy,
depreciation and amortization expenses were 3% for both the current year and the
prior year.

Communications

Communications expenses consist primarily of the cost of voice and data
telecommunications lines supporting our business, including connectivity to
exchanges and market centers around the world. Communications expenses, for the
current year, increased $1 million, compared to the prior year. As a percentage
of total net revenues, communications expenses were 1% for both the current year
and the prior year.

General and Administrative

General and administrative expenses consist primarily of advertising; professional services expenses, such as legal and audit work; legal and regulatory matters; and other operating expenses.



General and administrative expenses, for the current year, increased $124
million, or 111%, compared to the prior year, to $236 million, primarily due to
$103 million in expenses incurred to compensate certain affected customers in
connection with their losses resulting from the West Texas Intermediate Crude
Oil futures contracts settling at a price below zero on April 20, 2020 as
described above; a $5 million donation to assist efforts to provide food and
support for people affected by the COVID-19 pandemic in the United States as
well as to advance medical solutions; and higher compliance and advertising
related expenses. As a percentage of total net revenues, general and
administrative expenses were 11% for the current year and 6% for the prior year.

Customer Bad Debt

Customer bad debt expense consists primarily of losses incurred by customers in excess of their assets with us, net of amounts recovered by us.



Customer bad debt expense, for the current year, decreased $31 million, compared
to the prior year, to $13 million, due to the non-recurrence of $42 million in
bad debt expense related to margin lending on a particular security listed on a
major U.S. exchange that lost a substantial amount of its value in a very short
timeframe in the prior year; partially offset by higher bad debt expense
resulting from the unusually volatile markets in the current year. See Note 14 -
"Commitments, Contingencies, and Guarantees" to the consolidated financial
statements in Part II, Item 8 of this Annual Report on Form 10-K.

Income Tax Expense



We pay U.S. federal, state and local income taxes on our taxable income, which
is proportional to the percentage we own of IBG LLC. Also, our operating
subsidiaries are subject to income tax in the respective jurisdictions in which
they operate.

Income tax expense, for the current year, increased $9 million, or 13%, compared
to the prior year, to $77 million, due to (a) $15 million higher tax expense
attributable to our operating companies driven by higher taxable income; (b) $5
million higher tax expense

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attributable to IBG, Inc. driven by higher taxable income; partially offset by
(c) $11 million income tax benefit in the current year due to the remeasurement
of deferred tax assets related to the step-up in basis arising from the
acquisition of interests in IBG LLC primarily due to changes in the Company's
effective tax rates.

The table below presents information about our income tax expense for the
periods indicated.

                                                        Year-Ended December 31,
                                                    2020            2019        2018

                                                        (in millions, except %)
Consolidated
Consolidated income before income taxes          $    1,256       $   1,157   $   1,196
IBG, Inc. stand-alone income before income taxes        (4)             (1) 

2

Operating companies income before income taxes $ 1,260 $ 1,158

$   1,194

Operating Companies
Income before income taxes                       $    1,260       $   1,158   $   1,194
Income tax expense                                       38              23          32
Net income available to members                  $    1,222       $   1,135

$ 1,162

IBG, Inc.
Average ownership percentage in IBG LLC               19.2%           18.4% 

17.8%


Net income available to IBG, Inc. from operating
companies                                        $      238       $     207   $     206
IBG, Inc. stand-alone income before income taxes        (4)             (1)           2
Income before income taxes                              234             206         208
Income tax expense                                       39              45          39

Net income available to common stockholders $ 195 $ 161

$ 169



Consolidated income tax expense
Income tax expense attributable to operating
companies                                        $       38       $      23   $      32
Income tax expense attributable IBG, Inc.                39              45 

39


Consolidated income tax expense                  $       77       $      68   $      71



?

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Operating Results



Income before income taxes, for the current year, increased $99 million, or 9%,
compared to the prior year, to $1,256 million. Pretax profit margin was 57% for
the current year and 60% for the prior year.

Comparing our operating results for the current year to the prior year,
excluding our non-GAAP financial measures: adjusted net revenues were $2,204
million, up 11%; adjusted income before income taxes was $1,346 million, up 8%;
and adjusted pre-tax profit margin was 61% for the current year, down 2% from
the prior year. See the "Non-GAAP Financial Measures" section below in this Item
7 for additional details.

Noncontrolling Interest

We are the sole managing member of IBG LLC and, as such, operate and control all
of the business and affairs of IBG LLC and its subsidiaries and consolidate
IBG LLC's financial results into our financial statements. As of December 31,
2020, we held approximately 21.8% ownership interest in IBG LLC. Holdings holds
approximately 78.2% ownership interest in IBG LLC. We reflect Holdings'
ownership as a noncontrolling interest in our consolidated statements of
financial condition, consolidated statements of comprehensive income,
consolidated statements of changes in equity and consolidated statements of cash
flows. Our share of IBG LLC's net income, excluding Holdings' noncontrolling
interest, for the current year was approximately 19.2%, compared to
approximately 18.4% for the prior year.

Year Ended December 31, 2019 compared to the Year Ended December 31, 2018



For a discussion of changes for the year ended December 31, 2019 compared to the
Year Ended December 31, 2018 refer to the Annual Report on Form 10-K filed with
the SEC on February 28, 2020, except for the line items below which have been
re-written to conform with the new presentation of our consolidated statements
of comprehensive income. See "Consolidated Statements of Comprehensive Income
and Operating Business Segment Presentation Changes" in Note 2 - "Significant
Accounting Policies" to the consolidated financial statements in Part II, Item 8
of this annual report on Form 10-K.

Other Fees and Services



The Company earns fee income on services provided to customers, which includes
market data fees, risk exposure fees, payments for order flow from
exchange-mandated programs, minimum activity fees, and other fees and services
charged to customers.

Other fees and services, for 2019, decreased $7 million, or 5%, compared to
2018, to $141 million, driven by a $10 million decrease in risk exposure fee
income and a $2 million decrease in consulting fee income, partially offset by a
$5 million increase in FDIC sweep fee income.

Other Income



A component of other income is foreign currency gains and losses from our
currency diversification strategy. A discussion of our approach to managing
foreign currency exposure is contained in Part II, Item 7A of this Annual Report
on Form 10-K entitled "Quantitative and Qualitative Disclosures about Market
Risk." Other income also consists of gains (losses) from principal transactions,
gains (losses) from our equity method investments, and other revenue not
directly attributable to our core business offerings.

Other income, for 2019, decreased $42 million, compared to 2018, to $7 million.
This decrease was mainly comprised of (1) $41 million related to our currency
diversification strategy, which lost $60 million in 2019 compared to a loss of
$19 million in 2018; (2) $7 million related to our principal trading activities
which gained $58 million in 2019 compared to a gain of $65 million in 2018; and
(3) non-recurrence in 2019 of a $2 million recovery of costs related to the sale
of our U.S. options market making operations to Two Sigma Securities, LLC;
partially offset by (4) a $9 million mark-to-market gain on our strategic
investment in Tiger Brokers consummated in 2019.
?

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Trading Volumes and Customer Statistics



The tables below present historical trading volumes and customer statistics for
our business. Trading volumes are the primary driver in our business.
Information on our net interest income can be found elsewhere in this report.

TRADE VOLUMES:

(in thousands, except %)

                           Brokerage
        Brokerage                Non                                               Avg. Trades
          Cleared       %    Cleared       %  Principal       %     Total       %     per U.S.
Period     Trades  Change     Trades  Change     Trades  Change    Trades  Change  Trading Day
2016     259,932             16,515             64,038           340,485                1,354
2017     265,501       2%    14,835    (10%)    31,282    (51%)  311,618     (8%)       1,246
2018     328,099      24%    21,880      47%    18,663    (40%)  368,642      18%       1,478
2019     302,289     (8%)    26,346      20%    17,136     (8%)  345,771     (6%)       1,380
2020     620,405     105%    56,834     116%    27,039      58%  704,278     104%       2,795


CONTRACT AND SHARE VOLUMES:

(in thousands, except %)

TOTAL

            Options       %  Futures (1)       %        Stocks       %
Period  (contracts)  Change  (contracts)  Change      (shares)  Change
2016       572,834              143,287           155,439,227
2017       395,885    (31%)     124,123    (13%)  220,247,921      42%
2018       408,406       3%     151,762      22%  210,257,186     (5%)
2019       390,739     (4%)     128,770    (15%)  176,752,967    (16%)
2020       624,035      60%     167,078      30%  338,513,068      92%


ALL CUSTOMERS

            Options       %  Futures (1)       %        Stocks       %
Period  (contracts)  Change  (contracts)  Change      (shares)  Change
2016       265,457              129,082           142,356,340
2017       293,860      11%     118,427     (8%)  213,108,299      50%
2018       358,852      22%     148,485      25%  198,909,375     (7%)
2019       349,287     (3%)     126,363    (15%)  167,826,490    (16%)
2020       584,195      67%     164,555      30%  331,263,604      97%


CLEARED CUSTOMERS

            Options       %  Futures (1)       %        Stocks       %
Period  (contracts)  Change  (contracts)  Change      (shares)  Change
2016       227,413              128,021           138,523,932
2017       253,304      11%     116,858     (9%)  209,435,662      51%
2018       313,795      24%     146,806      26%  194,012,882     (7%)
2019       302,068     (4%)     125,225    (15%)  163,030,500    (16%)
2020       518,965      72%     163,101      30%  320,376,365      97%


___________________________

(1)Futures contract volume includes options on futures.




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PRINCIPAL TRANSACTIONS

            Options       %  Futures (1)       %       Stocks       %
Period  (contracts)  Change  (contracts)  Change     (shares)  Change
2016       307,377               14,205           13,082,887
2017       102,025    (67%)       5,696    (60%)   7,139,622    (45%)
2018        49,554    (51%)       3,277    (42%)  11,347,811      59%
2019        41,452    (16%)       2,407    (27%)   8,926,477    (21%)
2020        39,840     (4%)       2,523       5%   7,249,464    (19%)


___________________________

(1)Futures contract volume includes options on futures.

CUSTOMER STATISTICS:



Year over Year                                    4Q2020    4Q2019   % 

Change


Total Accounts (in thousands)                      1,073       690        

56%


Customer Equity (in billions) (1)                $ 288.6   $ 174.1

66%



Cleared DARTs (in thousands)                       1,871       719       

160%


Total Customer DARTs (in thousands)                2,109       797       

165%



Cleared Customers
Commission per Cleared Commissionable Order (2)  $  2.46   $  3.63      (32%)
Cleared Avg. DART per Account (Annualized)           459       266        

73%

Net Revenue per Avg. Account (Annualized) $ 2,151 $ 2,801 (23%)




___________________________

(1)Excludes non-customers.

(2)Commissionable order - a customer order that generates commissions

Non-GAAP Financial Measures



We use certain non-GAAP financial measures as additional measures to enhance the
understanding of our financial results. These non-GAAP financial measures
include adjusted net revenues, adjusted income before income taxes, adjusted net
income available for common stockholders and adjusted diluted earnings per share
("EPS"). We believe that these non-GAAP financial measures are important
measures of our financial performance because they exclude certain items that
may not be indicative of our core operating results and business outlook. We
believe these non-GAAP financial measures may be useful to investors and
analysts in evaluating the operating performance of the business and
facilitating a meaningful comparison of our results in the current period to
those in prior and future periods.

Adjusted net revenues, adjusted income before income taxes, adjusted net income available for common stockholders and adjusted EPS are non-GAAP financial measures as defined by SEC Regulation G.



?We define adjusted net revenues as net revenues adjusted to remove the effect
of our currency diversification strategy, the net mark-to-market gains (losses)
on investments, and the remeasurement of our Tax Receivable Agreement ("TRA")
liability.

?We define adjusted income before income taxes as income before income taxes
adjusted to remove the effect of our currency diversification strategy, the net
mark-to-market gains (losses) on investments, the remeasurement of our TRA
liability, unusual customer compensation expense, and unusual bad debt expense.

?We define adjusted net income available to common stockholders as net income
available for common stockholders adjusted to remove the after-tax effects
attributable to IBG, Inc. of our currency diversification strategy, the net
mark-to-market gains (losses) on investments, the remeasurement of our TRA
liability, unusual customer compensation expense, unusual bad debt expense, and
the remeasurement of certain deferred tax assets.

Mark-to-market gains (losses) on investments represents the net mark-to-market
gains (losses) on our U.S. government securities portfolio, which are typically
held to maturity, investments in equity securities that do not qualify for
equity method accounting which are measured at fair value, and equity securities
taken over by the Company from customers related to losses on margin loans
described below.

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Remeasurement of our TRA liability represents the change in the amount payable to IBG Holdings LLC under the TRA primarily due to changes in the Company's effective tax rates. For further information refer to Note 4 - Equity and Earnings per Share under Part II, Item 8 - Financial Statements and Supplementary Data of this Annual Report on Form 10-K.



Unusual customer compensation expense represents expenses incurred to compensate
certain affected customers in connection with their losses resulting from the
West Texas Intermediate Crude Oil futures contracts settling at a price below
zero on April 20, 2020, as described above in this Item 7 in the "Financial
Overview" section.

Unusual bad debt expense includes material losses on margin loans resulting from
unusual events that occur in the marketplace. For the twelve months ending
December 31, 2019, unusual bad debt expense reflects losses recognized on margin
lending to a small number of our brokerage customers that had taken relatively
large positions in a security listed on a major U.S. exchange, which lost a
substantial amount of its value in a very short timeframe. For the twelve months
ended December 31, 2020, unusual bad debt expense reflects losses incurred by
futures customers in excess of the equity in their accounts related to the West
Texas Intermediate Crude Oil event described above in this Item 7 in the
"Financial Overview" section.

Remeasurement of certain deferred tax assets represents the change in the
unamortized balance of deferred tax assets related to the step-up in basis
arising from the acquisition of interests in IBG LLC primarily due to changes in
the Company's effective tax rates. For further information refer to Note 4 -
Equity and Earnings per Share under Part II, Item 8 - Financial Statements and
Supplementary Data of this Annual Report on Form 10-K.

The effect of our currency diversification strategy, the net mark-to-market
gains (losses) on investments, the remeasurement of our TRA liability, customer
compensation expense, unusual bad debt expense, and the remeasurement of certain
deferred tax assets are excluded because management does not believe they are
indicative of our underlying core business performance.

These non-GAAP financial measures should be considered in addition to, rather
than as a substitute for, measures of financial performance prepared in
accordance with GAAP1.
?

___________________________

1 Refers to generally accepted accounting principles in the United States.




?

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The tables below present a reconciliation of consolidated GAAP to non-GAAP financial measures for the periods indicated.



                                                        Year-Ended December 31,
                                                2020                2019              2018

                                           (in millions, except share and per share amounts)

Adjusted net revenues

Net revenues - GAAP                      $             2,218   $         1,937   $        1,903
Non-GAAP adjustments
Currency diversification strategy, net                    19                60               19
Mark-to-market on investments                           (36)              (13)              (9)
Remeasurement of TRA liability                             3                 -                -
Total non-GAAP adjustments                              (14)                47               10
Adjusted net revenues                    $             2,204   $         1,984   $        1,913


                                                        Year-Ended December 31,
                                                2020                2019              2018

                                           (in millions, except share and per share amounts)

Adjusted income before income taxes



Income before income taxes - GAAP        $             1,256   $         1,157   $        1,196
Non-GAAP adjustments
Currency diversification strategy, net                    19                60               19
Mark-to-market on investments                           (36)              (13)              (9)
Remeasurement of TRA liability                             3                 -                -
Customer compensation expense                            103                 -                -
Bad debt expense                                           1                42                -
Total non-GAAP adjustments                                90                89               10
Adjusted income before income taxes      $             1,346   $         

1,246 $ 1,206



Adjusted pre-tax profit margin                           61%               63%              63%


                                                     Year-Ended December 31,
                                             2020                2019              2018

                                        (in millions, except share and per share amounts)

Adjusted net income available for
common stockholders

Net income available for common
stockholders - GAAP                   $               195   $           161   $          169
Non-GAAP adjustments
Currency diversification strategy,
net                                                     4                11                3
Mark-to-market on investments                         (7)               (2)              (2)
Remeasurement of TRA liability                          3                 -                -
Customer compensation expense                          20                 -                -
Bad debt expense                                        0                 8                -
Income tax effect of above
adjustments1                                          (3)               (3)              (1)
Remeasurement of deferred income
taxes                                                (11)                 -                -
Total non-GAAP adjustments                              6                13                1
Adjusted net income available for
common stockholders                   $               201   $           174   $          170


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                                                    Year-Ended December 31,
                                             2020               2019             2018

                                       (in millions, except share and per share amounts)

Adjusted diluted EPS

Diluted EPS - GAAP                    $             2.42   $         2.10   $         2.28
Non-GAAP adjustments
Currency diversification strategy,
net                                                 0.05             0.14   

0.05


Mark-to-market on investments                     (0.08)           (0.03)   

(0.02)


Remeasurement of TRA liability                      0.04                -                -
Customer compensation expense                       0.24                -                -
Bad debt expense                                    0.00             0.10             0.00
Income tax effect of above
adjustments1                                      (0.04)           (0.04)           (0.02)
Remeasurement of deferred income
taxes                                             (0.14)                -                -
Total non-GAAP adjustments                          0.08             0.17             0.01
Adjusted diluted EPS                  $             2.49   $         2.27   $         2.28

Diluted weighted average common
shares outstanding                            80,638,908       76,825,863       74,266,370


_________________________

1 The income tax effect is estimated using the corporate income tax rates applicable to the Company.

Liquidity and Capital Resources



We maintain a highly liquid balance sheet. The majority of our assets consist of
investments of customer funds, collateralized receivables arising from
customer-related and proprietary securities transactions, and exchange-listed
marketable securities, which are marked-to-market daily. Collateralized
receivables consist primarily of customer margin loans, securities borrowed, and
securities purchased under agreements to resell. As of December 31, 2020, total
assets were $95.7 billion of which approximately $94.8 billion, or 99.1%, were
considered liquid.

Decisions on the allocation of capital are based upon, among other things,
prudent risk management guidelines, potential liquidity and cash flow needs for
current and future business activities, regulatory capital requirements, and
projected profitability. Our Treasury department, Market Risk Committee and
other management control groups assist in evaluating, monitoring and controlling
the impact that our business activities have on our financial condition,
liquidity and capital structure. The objective of these policies is to support
our business strategies while ensuring ongoing and sufficient liquidity. Our
significant excess regulatory capital comprises an aggregate across our many
regulated subsidiaries, and we believe this financial strength provides our
customers with a source of comfort.

Daily monitoring of liquidity needs and available collateral levels is
undertaken to help ensure that an appropriate liquidity cushion, in the form of
cash and unpledged collateral, is maintained at all times. We actively manage
our excess liquidity and we maintain significant borrowing facilities through
the securities lending markets and with banks. As a general practice, we
maintain sufficient levels of cash on hand to provide us with a buffer should we
need immediately available funds for any reason. In addition, pursuant to our
liquidity management plan we perform periodic liquidity stress tests, which are
designed to identify and reserve liquid assets that would be available under
market or idiosyncratic stress events. Based on our current level of operations,
we believe our cash flows from operations, available cash and available
borrowings will be adequate to meet our future liquidity needs for more than the
next twelve months.

As of December 31, 2020, liability balances in connection with securities loaned
and payable to customers were higher than their respective average monthly
balances during the current year and our short-term borrowings were lower than
the average monthly balance during the current year.

Cash and cash equivalents held by our non-U.S. operating subsidiaries as of
December 31, 2020 were $1,560 million ($1,121 million as of December 31, 2019).
These funds are primarily intended to finance each individual operating
subsidiary's local operations, and thus would not be available to fund U.S.
domestic operations unless repatriated through payment of dividends to IBG LLC.
In 2020 Timber Hill Canada Company paid a dividend of $76 million to IBG LLC as
a result of its liquidation. In 2018 a dividend of $54 million was paid to IBG
LLC from one of our non-U.S. subsidiaries. As of December 31, 2020, we had no
intention to repatriate further amounts from non-U.S. operating subsidiaries.
With the enactment of the U.S. Tax Cuts and Jobs Act on December 22, 2017, we
recognized a $62 million liability for the one-time transition tax on deemed
repatriation of earnings of some of our foreign

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subsidiaries for the year ended December 31, 2017. As a result, in the event
dividends were to be paid to the Company in the future by a non-U.S. operating
subsidiaries, the Company would not be required to accrue and pay income taxes
on such dividends, except for foreign taxes in the form of dividend withholding
tax, if any, imposed on the recipient of the distribution or dividend
distribution tax imposed on the payor of the distribution.

Historically, our consolidated equity has consisted primarily of accumulated
retained earnings, which to date have been sufficient to fund our operations and
growth. Our consolidated equity increased 13% to $9.0 billion as of December 31,
2020 from $7.9 billion as of December 31, 2019. This increase is attributable to
total comprehensive income, partially offset by distributions and dividends paid
during 2020.

Cash Flows

The table below presents our cash flows from operating activities, investing activities and financing activities for the periods indicated.



                                                          Year-Ended December 31,
                                                    2020              2019          2018

                                                               (in millions)

Net cash provided by operating activities $ 8,068 $ 2,666 $ 2,356 Net cash used in investing activities

                   (50)              (89)         (57)
Net cash used in financing activities                  (229)             (419)        (399)
Effect of exchange rate changes on cash, cash
equivalents, and restricted cash                         124                24         (79)
Increase in cash, cash equivalents, and
restricted cash                                 $      7,913       $     

2,182 $ 1,821




Our cash flows from operating activities are largely a reflection of the changes
in customer credit and margin loan balances. Our cash flows from investing
activities are primarily related to other investments, capitalized internal
software development, purchases and sales of memberships, trading rights and
shares at exchanges where we trade, and strategic investments where such
investments may enable us to offer better execution alternatives to our current
and prospective customers, allow us to influence exchanges to provide competing
products at better prices using sophisticated technology, or enable us to
acquire either technology or customers faster than we could develop them on our
own. Our cash flows from financing activities are comprised of short-term
borrowings, capital transactions and payments made to Holdings under the Tax
Receivable Agreement. Short-term borrowings from banks, and through our senior
notes program are part of our daily cash management in support of operating
activities. Capital transactions consist primarily of quarterly dividends paid
to common stockholders and related distributions paid to Holdings.

Year Ended December 31, 2020: Our cash, cash equivalents, and restricted cash
(i.e., cash and cash equivalents that are subject to withdrawal or usage
restrictions) increased by $7,913 million to $20.2 billion for the year ended
December 31, 2020. We raised $8,068 million in net cash from operating
activities. We used net cash of $279 million in our investing and financing
activities, primarily for distributions to noncontrolling interests, dividends
paid to our common stockholders and payments made under the Tax Receivable
Agreement. Investing activities mainly consisted of purchases of other
investments and property, equipment and intangible assets.

Year Ended December 31, 2019:

For a discussion of changes in cash flows for the year ended December 31, 2019 refer to our Annual Report on Form 10-K filed with the SEC on February 28, 2020.

Year Ended December 31, 2018:

For a discussion of changes in cash flows for the year ended December 31, 2018 refer to our Annual Report on Form 10-K filed with the SEC on February 28, 2019.

Senior Notes



During 2020, IBG LLC initiated a program to offer senior notes in private
placements to certain qualified customers of IB LLC. IBG LLC intends to use the
proceeds for general financing purposes when interest spread opportunities
arise. The senior notes are offered at an issue price of $1 thousand dollars per
note at an interest rate calculated by adding the benchmark rate to a rate
(spread) that IBG LLC announces from time-to-time. The benchmark rate is the
effective federal funds rate as reported by the Federal Reserve Bank of New York
on the morning of the date of the offering. The senior notes mature no later
than the thirtieth day following the issuance date, and IBG LLC, at its option,
may redeem the senior notes at any time, at a redemption price equal to 100% of
the principal amount of the senior notes to be redeemed, plus accrued and unpaid
interest.

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During the year ended December 31, 2020 IBG LLC issued senior notes of $116
million and redeemed senior notes of $20 million, respectively. The senior notes
carried a weighted average interest rate of 0.913%. As of December 31, 2020, IBG
LLC had $96 million of senior notes outstanding, all of which carry a 1% per
annum interest rate, and are included in short-term borrowings in the
consolidated statements of financial condition.

Regulatory Capital Requirements



As of December 31, 2020, all of the operating subsidiaries were in compliance
with their respective regulatory capital requirements. For additional
information regarding our regulatory capital requirements see Note 16 -
"Regulatory Requirements" to the audited consolidated financial statements in
Part II, Item 8 of this Annual Report on Form 10-K.

Capital Expenditures



Our capital expenditures are comprised of compensation costs of our software
engineering staff for development of software for internal use and expenditures
for computer, networking and communications hardware, and leasehold
improvements. These expenditure items are reported as property, equipment, and
intangible assets. Capital expenditures for property, equipment, and intangible
assets were approximately $50 million, $74 million, and $36 million for the
three years ended December 31, 2020, 2019, and 2018, respectively. The decrease
in 2020 is mainly driven by the renovation of our U.S. headquarters and the
relocation of our primary data center that occurred in 2019. In the future, we
plan to meet capital expenditure needs with cash from operations and cash on
hand, as we continue our focus on technology infrastructure initiatives to
further enhance our competitive position. In response to changing economic
conditions, we believe we have the flexibility to modify our capital
expenditures by adjusting them (either upward or downward) to match our actual
performance. If we pursue any additional strategic acquisitions, we may incur
additional capital expenditures.


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Contractual Obligations Summary

Our contractual obligations principally include obligations associated with our outstanding indebtedness and interest payments as of December 31, 2020.



                                                            Payments Due by Year
                                           Total            2021-2022      2023-2024      Thereafter

                                                                (in millions)
Payable to Holdings under Tax
Receivable Agreement (1)                $       199        $         38   $         48   $        113
Operating leases                                142                  41             32             69
Transition tax liability (2)                     51                  10             14             27

Total contractual cash obligations $ 392 $ 89 $


        94   $        209


___________________________

(1)As of December 31, 2020, contractual amounts owed under the Tax Receivable
Agreement of $199 million have been recorded in payable to affiliate in the
consolidated financial statements representing management's best estimate of the
amounts currently expected to be owed under the Tax Receivable Agreement.
Through December 31, 2020, approximately $205 million of cumulative cash
payments have been made.

(2)The Tax Act implemented a modified territorial tax system that includes a
one-time transition tax on deemed repatriated earnings of foreign subsidiaries
to be paid over an eight-year period starting in 2018. We believe this tax will
not have a material impact on our liquidity.

Seasonality



Our businesses are subject to seasonal fluctuations, reflecting varying numbers
of market participants at times during the year, varying numbers of trading days
from quarter-to-quarter, and declines in trading activity due to holidays.
Typical seasonal trends may be superseded by market or world events, which can
have a significant impact on prices and trading volume.

Inflation



Although we cannot accurately anticipate the effects of inflation on our
operations, we believe that, for the three most recent years, inflation has not
had a material impact on our results of operations and will not likely have a
material impact in the foreseeable future.

Investments in U.S. Government Securities



We invest in U.S. government securities for the purpose of satisfying U.S.
regulatory requirements. As a broker-dealer, unlike banks, we are required to
mark these investments to market even though we intend to hold them to maturity.
Sudden increases (decreases) in interest rates will cause mark-to-market losses
(gains) on these securities, which are recovered (eliminated) if we hold them to
maturity, as currently intended. The impact of changes in interest rates is
further described in Part II, Item 7A of this Annual Report on Form 10-K
entitled "Quantitative and Qualitative Disclosures about Market Risk."

Strategic Investments and Acquisitions



We regularly evaluate potential strategic investments and acquisitions. We hold
strategic investments in certain electronic trading exchanges including BOX
Options Exchange, LLC. We also hold a strategic investment in Tiger Brokers, an
online stock brokerage established for Chinese retail and institutional
customers, in which we have a beneficial ownership interest of 7.6%.

We intend to continue making acquisitions on an opportunistic basis, generally
only when the acquisition candidate will, in our opinion, enable us to offer
better execution alternatives to our current and prospective customers, allow us
to influence exchanges to provide competing products at better prices using
sophisticated technology, or enable us to acquire either technology or customers
faster than we could develop them on our own.

As announced on December 4, 2020, we signed an agreement with Folio Investments
Inc. to acquire its self-directed retail brokerage segment. The transaction
closed in January 2021 and resulted in the acquisition of approximately 57,000
customer accounts.

As of December 31, 2020, other than the transaction disclosed above there were no other definitive agreements with respect to any material acquisition.


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Certain Information Concerning Off-Balance-Sheet Arrangements



We may be exposed to a risk of loss not reflected in our consolidated financial
statements for futures products, which represent our obligations to settle at
contracted prices, and which may require us to repurchase or sell in the market
at prevailing prices. Accordingly, these transactions result in off-balance
sheet risk, as our cost to liquidate such futures contracts may exceed the
amounts reported in our consolidated statements of financial condition.

Critical Accounting Policies and Estimates



Our consolidated financial statements have been prepared in accordance with
U.S. GAAP, which requires management to make estimates and assumptions that
affect the reported amounts and disclosures in the consolidated financial
statements and accompanying notes. These estimates and assumptions are based on
judgment and the best available information at the time. Therefore, actual
results could differ materially from those estimates. We believe that the
critical policies listed below represent the most significant estimates used in
the preparation of our consolidated financial statements. See Note 2 -
"Significant Accounting Policies" to the audited consolidated financial
statements for a summary of our significant accounting policies in Part II, Item
8 of this Annual Report on Form 10-K.

Contingencies



Our policy is to estimate and accrue for potential losses that may arise out of
litigation and regulatory proceedings, to the extent that such losses are
probable and can be estimated. Significant judgment is required in making these
estimates and our final liabilities may ultimately be materially different. Our
total liability accrued with respect to litigation and regulatory proceedings is
determined on a case-by-case basis and represents an estimate of probable losses
based on, among other factors, the progress of each case, our experience with
and industry experience with similar cases and the opinions and views of
internal and external legal counsel.

Given the inherent difficulty of predicting the outcome of our litigation and
regulatory matters, particularly in cases or proceedings in which substantial or
indeterminate damages or fines are sought, or where cases or proceedings are in
the early stages, we cannot estimate losses or ranges of losses for cases or
proceedings where there is only a reasonable possibility that a loss may be
incurred.

Income Taxes



Our income tax expense, deferred tax assets and liabilities, and reserves for
unrecognized tax benefits are based on enacted tax laws and reflect management's
best assessment of estimated future taxes to be paid. We are subject to income
taxes in both the U.S. and numerous foreign jurisdictions. Determining income
tax expense requires significant judgment and estimates.

Deferred income tax assets and liabilities arise from temporary differences
between the tax and financial statement recognition of the underlying assets and
liabilities. In evaluating our ability to recover our deferred tax assets within
the jurisdictions from which they arise, we consider all available positive and
negative evidence, including scheduled reversals of deferred tax liabilities,
projected future taxable income, tax-planning strategies, and results of recent
operations. In projecting future taxable income, historical results are adjusted
for changes in accounting policies and incorporate assumptions including the
amount of future state, federal and foreign pre-tax operating income, the
reversal of temporary differences, and the implementation of feasible and
prudent tax-planning strategies. These assumptions require significant judgment
about the forecasts of future taxable income and are consistent with the plans
and estimates we are using to manage the underlying businesses. In evaluating
the objective evidence that historical results provide, three years of
cumulative operating income (loss) are considered. Deferred income taxes have
not been provided for U.S. tax liabilities or for additional foreign taxes on
the unremitted earnings of foreign subsidiaries that have been indefinitely
reinvested.

The calculation of our tax liabilities involves dealing with uncertainties in
the application of complex tax laws and regulations in a multitude of
jurisdictions across our global operations. Changes in tax laws and rates could
also affect recorded deferred tax assets and liabilities in the future. We
record tax liabilities in accordance with Financial Accounting Standards Board
("FASB") ASC Topic 740 and adjust these liabilities when management's judgment
changes as a result of the evaluation of new information not previously
available. Because of the complexity of some of these uncertainties, the
ultimate resolution may result in payments that are different from the current
estimates of these tax liabilities. These differences will be reflected as
increases or decreases to income tax expense in the period in which new
information becomes available.

We recognize that a tax benefit from an uncertain tax position may be recognized
only when it is more likely than not that the position will be sustained upon
examination, including resolutions of any related appeals or litigation
processes, on the basis of the technical merits. A tax position that meets this
standard is measured at the largest amount of benefit that will more likely than
not be realized on settlement.

Accounting Pronouncements Issued But Not Yet Adopted



For additional information regarding FASB Accounting Standards Updates ("ASU"s)
that have been issued but not yet adopted and that may impact the Company, refer
to Note 2 - "Significant Accounting Policies" to the audited consolidated
financial statements in Part II, Item 8 of this annual Report on form 10-K.

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