FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * Nemser Earl H   2. Issuer Name and Ticker or Trading Symbol Interactive Brokers Group, Inc. [IBKR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Vice Chairman (Last) (First) (Middle) ONE PICKWICK PLAZA 3. Date of Earliest Transaction (Month/Day/Year) 05/09/2009 (Street) GREENWICH, CT 06830 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 05/09/2009   A   1,000 A $ 30.01 2,900 (1) D   Class A Common Stock 05/09/2009   A   1,205 A $ 31.1378 4,105 (2) D   Class A Common Stock 05/09/2009   A   1,450 A $ 17.2361 5,555 (3) D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Nemser Earl H ONE PICKWICK PLAZA GREENWICH, CT 06830	X		Vice Chairman

Signatures

/s/ Earl H. Nemser		05/12/2009
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	These shares represent the number of shares of restricted stock from an award granted on May 9, 2007 that were issued and vested on May 9, 2009. The indicated price represents the fair value per share of Class A common stock, par value $0.01 per share ("Common Stock"), of the issuer as of the award grant date in accordance with SFAS No. 123R. The reporting person will be also issued in the future an aggregate of 3,999 shares of Common Stock pursuant to the issuer's 2007 Stock Incentive Plan. Such shares will be issued in equal amounts on each of the four anniversaries of May 9, 2009.
(2)	These shares represent the number of shares of restricted stock from an award granted on December 31, 2007 that were issued and vested on May 9, 2009. The indicated price represents the fair value per share of Common Stock of the issuer as of the award grant date in accordance with SFAS No. 123R. The reporting person will be also issued in the future an aggregate of 6,022 shares of Common Stock pursuant to the issuer's 2007 Stock Incentive Plan. Such shares will be issued in equal amounts on each of the five anniversaries of May 9, 2009.
(3)	These shares represent the number of shares of restricted stock from an award granted on December 31, 2008 that were issued and vested on May 9, 2009. The indicated price represents the fair value per share of Common Stock of the issuer as of the award grant date in accordance with SFAS No. 123R. The reporting person will be also issued in the future an aggregate of 13,055 shares of Common Stock pursuant to the issuer's 2007 Stock Incentive Plan. Such shares will be issued in equal amounts on each of the six anniversaries of May 9, 2009.

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