| Notice to Members |
| Notice No. 621 11/27/2006 |
| Listing of Options on the CBOE |
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| As you are aware, NYMEX Holdings, Inc. (the “Company”) recently completed its initial public offering of common stock, which has begun trading on the New York Stock Exchange (the “NYSE”) and listed under the symbol “NMX”.
The Company has been informed that, effective as of November 28, 2006, options for shares of the Company’s common stock will be listed on the Chicago Board Options Exchange (the “CBOE”). Such options could be listed on other exchanges in the future. Owners of Series A or Series B Common Stock are not prohibited from engaging in purchases or sales of options listed on the CBOE or any other exchange for which the underlying security is the Company’s common stock currently trading on the NYSE. However, owners of Series A or Series B Common Stock are clearly prohibited from engaging in purchases or sales of options or other derivative instruments for which the underlying security is Series A or Series B Common Stock, as set forth below and in the Company’s Amended and Restated Certificate of Incorporation. The Company wishes to remind you of the restrictions set forth in the Amended and Restated Certificate of Incorporation of the Company relating to pre-IPO shares of Series A or Series B common stock. Article FIFTH of the Amended and Restated Certificate of Incorporation of the Company states that, subject to limited exceptions, no holder of any shares of Series A or Series B common stock (the “Restricted Common Stock”) will, during the applicable Restricted Period (as defined below), (1) offer, pledge, announce the intention to sell, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, or otherwise transfer or dispose of, directly or indirectly, any shares of Restricted Common Stock or any securities convertible into or exercisable or exchangeable for Restricted Common Stock (including without limitation, shares of Restricted Common Stock of which such holder may be deemed to be a beneficial owner and securities which may be issued upon exercise of a stock option or warrant) or (2) enter into any swap or other agreement that transfers, in whole or in part, any of the economic consequences of ownership of shares of Restricted Common Stock, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of shares of Restricted Common Stock, other securities, cash or otherwise. The term “Restricted Period” means each of the periods commencing on the date of the Initial Public Offering and, subject to limited exceptions, ending (x) with respect to the shares of Series A-1 Common Stock and Series B-1 Common Stock, 180 days thereafter (May 15, 2007), (y) with respect to the shares of Series A-2 Common Stock and Series B-2 Common Stock, 360 days thereafter (November 11, 2007), and (z) with respect to the shares of Series A-3 Common Stock and Series B-3 Common Stock, 540 days thereafter (May 9, 2008). This notice is for informational purposes only and the Company is not recommending to any person whether or not to participate in the options market. |
| Should you have any questions or require any further information, please contact exchangeinfo@nymex.com |