FORM 12b-25

If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:

 

Part I - Registrant Information

Interactive Brokers Group, Inc.

Full Name of Registrant

Not Applicable

Former Name if Applicable

One Pickwick Plaza

Address of Principal Executive Office (Street and Number)

Greenwich, CT 06830

City, State and Zip Code

Part II - Rules 12b-25(b) and (c)

If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed.(Check box if appropriate.)

Part III - Narrative

State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q,10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

As described in the Registrant’s Form 8-K filed on May 15, 2012, the Registrant sought and has now received from the Securities and Exchange Commission an interpretation on its accounting for noncontrolling interests. As a result, the Registrant expects to amend and file its annual report on Form 10-K for the year ended December 31, 2011 and its quarterly report on Form 10-Q for the quarter ended March 31, 2012, to restate noncontrolling interests in IBG LLC (“LLC”) attributable to IBG Holdings LLC (“Holdings”) as temporary rather than permanent equity, as soon as practicable. Pursuant to the June 6, 2012 amendment to the Exchange Agreement among the Registrant, LLC and Holdings, noncontrolling interests in LLC attributable to Holdings will be reportable as a component of permanent equity, i.e., consistent with the Registrant’s historical presentation, from and after the date of the amendment.

The accounting treatment to be reflected in the amended financial statements will have no effect on reported results of operations or on the valuation or classification of assets or liabilities, for the current period or any previously reported periods; and combined permanent and temporary equity will remain unchanged from the historical presentation.

As of the date of this report, the Registrant’s Quarterly Report on Form 10-Q for the period ended June 30, 2012 could not be completed and filed within the prescribed time period without unreasonable effort or expense because additional time is required by the Registrant to complete its financial statements. Completion of the Form 10-Q for the quarter ended June 30, 2012 is dependent upon the completion of the aforementioned prior period reports. The Registrant expects to file Form 10-Q for the period ended June 30, 2012 as soon as practicable.

Part IV - Other Information

1. Name and telephone number of person to contact in regard to this notification

   Paul J. Brody	203	618-5800
   (Name)	(Area Code)	(Telephone Number)

2. Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed?

   Yes

   No

   √

   If answer is no, identify report(s).

   Quarterly Report on Form 10-Q for the quarter ended March 31, 2012

3. Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?

   Yes

   √

   No

   If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.

   Please refer to Registrant’s earnings release, filed as an exhibit to the Form 8-K with the SEC on July 17, 2012, for a comparison of its results of operations for the quarters ended June 30, 2011 and 2012.