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| CIK | 1120193 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Nasdaq, Inc.
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
| July 25, 2025 |
Form of Nasdaq Restricted Stock Unit Award Certificate (employees).* Exhibit 10.2 NASDAQ, INC. RESTRICTED STOCK UNIT AWARD CERTIFICATE Award Date: April 1, 2025 Number of Restricted Stock Units: TOTALSHARESGRANTED Final Vesting Date: (See below) THIS CERTIFIES THAT Nasdaq, Inc. (the “Company”) has on the Award Date specified above granted to [NAME] (the “Participant”) an award (the “Award”) to receive the number of Restricted Stock Units (the “RSUs”) indicated in t |
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| July 25, 2025 |
Board Compensation Policy, as amended and restated effective as of June 11, 2025.* Nasdaq, Inc. Board Compensation Policy Amended and Restated as of June 11, 2025 Purpose & Statement Of Policy Annual Non-Employee Director (“Director”) compensation consists of the following elements, each of which is discussed further below: (i) annual retainer, (ii) annual equity award, (iii) annual committee chair fees and (v)annual committee member fees. Director compensation will be based on |
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| July 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38855 Nasdaq, Inc. (Exact n |
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| July 25, 2025 |
Form of Nasdaq Three-Year Performance Share Unit Agreement.* Exhibit 10.4 NASDAQ, INC. THREE-YEAR PERFORMANCE SHARE UNIT AGREEMENT This PERFORMANCE SHARE UNIT AGREEMENT (this “Agreement”) between Nasdaq, Inc., a Delaware corporation (the “Company”), and [NAME] (the “Grantee”) memorializes the grant by the Management Compensation Committee of the Board of Directors of the Company (the “Committee”) on April 1, 2025 (the “Grant Date”) of performance share unit |
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| July 25, 2025 |
Form of Nasdaq Restricted Stock Unit Award Certificate (directors).* Exhibit 10.3 NASDAQ, INC. RESTRICTED STOCK UNIT AWARD CERTIFICATE Award Date: June 11, 2025 Number of Restricted Stock Units: # GRANTED SHARES THIS CERTIFIES THAT Nasdaq, Inc. (the “Company”) has on the Award Date specified above granted to DIRECTOR NAME (the “Director”) an award (the “Award”) to receive the number of Restricted Stock Units (the “RSUs”) indicated in the box above labeled “Number o |
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| July 24, 2025 |
Nasdaq Announces Quarterly Dividend of $0.27 Per Share EX-99.2 Exhibit 99.2 NEWS RELEASE Nasdaq Announces Quarterly Dividend of $0.27 Per Share NEW YORK, July 24, 2025 – The Board of Directors of Nasdaq, Inc. (Nasdaq: NDAQ) has declared a regular quarterly dividend of $0.27 per share on the company’s outstanding common stock. The dividend is payable on September 26, 2025 to shareholders of record at the close of business on September 12, 2025. Future |
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| July 24, 2025 |
EX-99.1 Exhibit 99.1 Nasdaq Reports Second Quarter 2025 Results; Double-Digit Net Revenue Growth Reflects Strong Momentum Across All Divisions NEW YORK, July 24, 2025—Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the second quarter of 2025. • Second quarter 2025 net revenue1 was $1.3 billion, an increase of 13% over the second quarter of 2024, or up 12% on an organic2 basis. Thi |
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| July 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2025 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2025 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 28, 2025 |
Employment Agreement between Nasdaq, Inc. and Tal Cohen, dated as of March 10, 2025 Exhibit 10.2 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this “Agreement”), made and entered into on March 10, 2025 (the “Effective Date”), by and between Nasdaq, Inc. (the “Company”) and Tal Cohen (the “Executive”). In consideration of the premises and mutual covenants herein and for other good and valuable consideration, the parties hereby agree as follows: 1.Term of Agreement. Subject to Section |
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| April 28, 2025 |
Employment Agreement between Nasdaq, Inc. and Bradley J. Peterson, dated as of March 10, 2025 Exhibit 10.3 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this “Agreement”), made and entered into and effective as of March 10, 2025 (the “Effective Date”), by and between Nasdaq, Inc. (the “Company”) and Bradley J. Peterson (the “Executive”), hereby superseding the terms of the Executive’s prior employment agreement effective June 22, 2022. In consideration of the premises and mutual covenants her |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38855 Nasdaq, Inc. (Exact |
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| April 28, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 28, 2025 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 28, 2025 |
Employment Agreement between Nasdaq, Inc. and Adena T. Friedman, dated as of March 11, 2025 Exhibit 10.1 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this “Agreement”), made and entered into on March 11, 2025 (the “Effective Date”), by and between Nasdaq, Inc. (the “Company”) and Adena Friedman (the “Executive”), hereby superseding the terms of Executive’s prior employment agreement effective January 1, 2022. In consideration of the premises and mutual covenants herein and for other good a |
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| April 24, 2025 |
Exhibit 99.1 Nasdaq Reports First Quarter 2025 Results; Diversified Business Model Driving Broad-Based Revenue Growth NEW YORK, April 24, 2025—Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the first quarter of 2025. • First quarter 2025 net revenue1 was $1.2 billion, an increase of 11% over the first quarter of 2024, or up 12.5% on an adjusted2 basis. This included Solutions3 re |
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| April 24, 2025 |
Regulation FD Disclosure, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2025 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number |
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| April 24, 2025 |
Nasdaq Announces 13% Increase in Quarterly Dividend to $0.27 Per Share Exhibit 99.2 NEWS RELEASE Nasdaq Announces 13% Increase in Quarterly Dividend to $0.27 Per Share NEW YORK, April 24, 2025 – The Board of Directors of Nasdaq, Inc. (Nasdaq: NDAQ) has declared a regular quarterly dividend of $0.27 per share on the company’s outstanding common stock, a 13% increase from the previous quarter. The dividend is payable on June 27, 2025 to shareholders of record at the cl |
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| April 18, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2025 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number |
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| February 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2025 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Num |
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| February 25, 2025 |
EX-99.1 Exhibit 99.1 Nasdaq, Inc. Announces Early Results of Cash Tender Offers for Up to $218 Million Outstanding Debt Securities NEW YORK (February 24, 2025) – Nasdaq, Inc. (Nasdaq: NDAQ) (“Nasdaq” or the “Company”) announced today the early results of its previously announced offers to purchase for cash up to an aggregate principal amount of $218,053,000 (the “Aggregate Notes Cap”) (reflecting |
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| February 25, 2025 |
Exhibit 99.2 Nasdaq, Inc. Announces Pricing of Cash Tender Offers and Acceptance of $218 Million Outstanding Debt Securities NEW YORK (February 25, 2025) – Nasdaq, Inc. (Nasdaq: NDAQ) (“Nasdaq” or the “Company”) announced today the consideration payable in connection with its previously announced offers to purchase for cash up to an aggregate principal amount of $218,053,000 (the “Aggregate Notes |
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| February 21, 2025 |
POWER OF ATTORNEY ANNUAL REPORT ON FORM 10-K NASDAQ, INC. Exhibit 24.1 POWER OF ATTORNEY ANNUAL REPORT ON FORM 10-K NASDAQ, INC. Know all persons by these presents, that the undersigned, a director of Nasdaq, Inc., a Delaware corporation, hereby constitutes and appoints John A. Zecca and Erika Moore, and each of them acting individually, the undersigned’s true and lawful attorneys-in-fact and agents, each with full power and substitution and resubstituti |
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| February 21, 2025 |
Subsidiaries of Nasdaq, Inc.* As of February 15, 2025 Exhibit 21.1 Subsidiaries of Nasdaq, Inc.* As of February 15, 2025 U.S. Entities 1.Adenza, Inc. (organized in Delaware) 2.BoardVantage, Inc (organized in Delaware) 3.Boston Stock Exchange Clearing Corporation (organized in Massachusetts) 4.Content Services, LLC (organized in Delaware) 5.Curzon Street Acquisition, LLC (organized in Delaware) 6.Directors Desk, LLC (organized in Delaware) 7.Dorsey, W |
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| February 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38855 Nasdaq, Inc. (Exact name |
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| February 21, 2025 |
AMENDMENT NO. 4 TO AMENDED AND RESTATED CREDIT AGREEMENT Exhibit 10.26 Execution Version AMENDMENT NO. 4 TO AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 4, dated as of December 16, 2024 (this “Amendment Agreement”), among Nasdaq, Inc., a Delaware corporation (the “Borrower”), the Lenders (as defined below), Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”), and BofA Securities, Inc., as sustainabil |
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| February 21, 2025 |
Exhibit 19.1 Insider Trading Policy This Insider Trading Policy (“Policy”) is adopted to protect the regulatory integrity and reputation of Nasdaq, Inc., and its global subsidiaries and affiliates (“Nasdaq”), the financial markets which Nasdaq operates, and our shareholders, customers, employees and other stakeholders. This Policy applies to all directors, officers, and employees of Nasdaq and its |
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| February 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2025 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Num |
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| February 10, 2025 |
Nasdaq, Inc. Announces Cash Tender Offers for Up to $200 Million Outstanding Debt Securities Exhibit 99.1 Nasdaq, Inc. Announces Cash Tender Offers for Up to $200 Million Outstanding Debt Securities NEW YORK (February 10, 2025) – Nasdaq, Inc. (Nasdaq: NDAQ) (“Nasdaq” or the “Company”) today announced its offers to purchase for cash up to an aggregate principal amount of $200,000,000 (the “Aggregate Notes Cap”) of its outstanding Notes, comprised of (i) up to $40,000,000 aggregate principa |
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| January 29, 2025 |
Exhibit 99.1 Nasdaq Reports Fourth Quarter and Full Year 2024 Results; A Year of Strong Financial Performance and Strategic Execution NEW YORK, January 29, 2025—Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the fourth quarter and full year of 2024 • 2024 net revenues1 were $4.6 billion, or $4.7 billion on a non-GAAP basis2, an increase of 19% over 2023, or up 9% on an adjusted3 |
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| January 29, 2025 |
Nasdaq Announces Quarterly Dividend of $0.24 Per Share Exhibit 99.2 Nasdaq Announces Quarterly Dividend of $0.24 Per Share NEW YORK, January 29, 2025 – The Board of Directors of Nasdaq, Inc. (Nasdaq: NDAQ) has declared a regular quarterly dividend of $0.24 per share on the company’s outstanding common stock. The dividend is payable on March 28, 2025 to shareholders of record at the close of business on March 14, 2025. Future declarations of quarterly |
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| January 29, 2025 |
Regulation FD Disclosure, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2025 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Numb |
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| November 8, 2024 |
NDAQ / Nasdaq, Inc. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* The NASDAQ OMX Group, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 631103108 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t |
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| November 8, 2024 |
JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13G (the “Schedule 13G”) with respect to the common stock of The NASDAQ OMX Group, Inc. |
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| October 29, 2024 |
Exhibit 10.1 AMENDMENT NO. 3 TO AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 3, dated as of August 2, 2024 (this “Amendment Agreement”), among Nasdaq, Inc., a Delaware corporation (the “Borrower”), the Lenders (as defined below) and, Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”). WHEREAS, reference is made to that certain Amended and Rest |
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| October 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38855 Nasdaq, Inc. (Ex |
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| October 24, 2024 |
EX-99.1 Exhibit 99.1 Nasdaq Reports Third Quarter 2024 Results; Fourth Consecutive Quarter of Double-Digit Solutions Revenue Growth NEW YORK, October 24, 2024—Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the third quarter of 2024. • Third quarter 2024 net revenue1 was $1.1 billion, or $1.2 billion on a non-GAAP basis2, an increase of 22% over the third quarter of 2023, up 10% o |
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| October 24, 2024 |
Nasdaq Announces Quarterly Dividend of $0.24 Per Share EX-99.2 Exhibit 99.2 NEWS RELEASE Nasdaq Announces Quarterly Dividend of $0.24 Per Share NEW YORK, October 24, 2024 – The Board of Directors of Nasdaq, Inc. (Nasdaq: NDAQ) has declared a regular quarterly dividend of $0.24 per share on the company’s outstanding common stock. The dividend is payable on December 20, 2024 to shareholders of record at the close of business on December 6, 2024. Future |
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| October 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2024 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Numb |
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| September 6, 2024 |
Exhibit 99.1 Nasdaq Announces New Leadership and Structure for Financial Crime Management Technology Appoints 13-year Nasdaq Verafin Veteran, Stephanie Champion, as New Head of Nasdaq Verafin Nasdaq Chief Strategy Officer, Jeremy Skule, to Take on Expanded Role as Executive Chair of Nasdaq’s Financial Crime Management Technology Business NEW YORK, U.S. AND ST. JOHN’S, NEWFOUNDLAND, CANADA, Septemb |
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| September 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2024 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Num |
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| August 6, 2024 |
Form of Nasdaq Restricted Stock Unit EX-10.1 2 ndaq6302024ex-101.htm EX-10.1 Exhibit 10.1 NASDAQ, INC. RESTRICTED STOCK UNIT AWARD CERTIFICATE Award Date: April 1, 2024 Number of Restricted Stock Units: TOTAL SHARES GRANTED Final Vesting Date: (See below) THIS CERTIFIES THAT Nasdaq, Inc. (the “Company”) has on the Award Date specified above granted to EMPLOYEE NAME (the “Participant”) an award (the “Award”) to receive the number of R |
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| August 6, 2024 |
Form of Nasdaq Two-Year Performance Share Unit Agreement.* Exhibit 10.4 NASDAQ, INC. PERFORMANCE SHARE UNIT AGREEMENT This PERFORMANCE SHARE UNIT AGREEMENT (this “Agreement”) between Nasdaq, Inc., a Delaware corporation (the “Company”), and [NAME] (the “Grantee”) memorializes the grant by the Management Compensation Committee of the Board of Directors of the Company (the “Committee”) on April 1, 2024 (the “Grant Date”) of performance share units (the “PSU |
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| August 6, 2024 |
Form of Nasdaq Restricted Stock Unit Award Certificate (directors).* Exhibit 10.2 NASDAQ, INC. RESTRICTED STOCK UNIT AWARD CERTIFICATE Award Date: June 11, 2024 Number of Restricted Stock Units: # GRANTED SHARES THIS CERTIFIES THAT Nasdaq, Inc. (the “Company”) has on the Award Date specified above granted to DIRECTOR NAME (the “Director”) an award (the “Award”) to receive the number of Restricted Stock Units (the “RSUs” or “Restricted Stock Units”) indicated in the |
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| August 6, 2024 |
Form of Nasdaq Three-Year Performance Share Unit Agreement.* Exhibit 10.3 NASDAQ, INC. THREE-YEAR PERFORMANCE SHARE UNIT AGREEMENT This PERFORMANCE SHARE UNIT AGREEMENT (this “Agreement”) between Nasdaq, Inc., a Delaware corporation (the “Company”), and [EMPLOYEE NAME] (the “Grantee”) memorializes the grant by the Management Compensation Committee of the Board of Directors of the Company (the “Committee”) on April 1, 2024 (the “Grant Date”) of performance s |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38855 Nasdaq, Inc. (Exact n |
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| July 30, 2024 |
NDAQ / Nasdaq, Inc. / Adenza Parent, LP - SC 13D/A Activist Investment SC 13D/A 1 d817508dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* NASDAQ, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 631103108 (CUSIP Number) Thoma Bravo, L.P. 110 N. Wacker Drive, 32nd Floor Chicago, IL 60606 Attention: Gerald T |
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| July 30, 2024 |
EXHIBIT 107 Calculation of Filing Fee Table 424(b)(7) (Form Type) NASDAQ, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1)(2) Newly Regi |
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| July 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2024 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number) |
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| July 30, 2024 |
Nasdaq Announces Launch of Secondary Offering of Nasdaq Common Stock Exhibit 99.1 Nasdaq Announces Launch of Secondary Offering of Nasdaq Common Stock New York, July 26, 2024 – Nasdaq, Inc. (Nasdaq: NDAQ) (the “Company” or “Nasdaq”) today announced a secondary public offering of 41,604,207 shares of its common stock currently held by Argus Seller, LP (the “Selling Stockholder”), an affiliate of certain funds managed by Thoma Bravo, L.P. Nasdaq is not selling any sh |
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| July 30, 2024 |
Nasdaq Announces Pricing of Secondary Offering of Nasdaq Common Stock Exhibit 99.2 Nasdaq Announces Pricing of Secondary Offering of Nasdaq Common Stock New York, July 29, 2024 – Nasdaq, Inc. (Nasdaq: NDAQ) (the “Company” or “Nasdaq”) today announced the pricing of the previously announced secondary public offering by Argus Seller, LP (the “Selling Stockholder”), an affiliate of certain funds managed by Thoma Bravo, L.P., of 41,604,207 shares of Nasdaq’s common stoc |
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| July 30, 2024 |
Exhibit 1.1 Execution Version NASDAQ, INC. 41,604,207 Shares of Common Stock Underwriting Agreement July 29, 2024 Goldman Sachs & Co. LLC 200 West Street, 7th Floor New York, NY 10282 Ladies and Gentlemen: Nasdaq, Inc., a Delaware corporation (the “Company”), and Argus Seller, LP, a Delaware limited partnership and an affiliate of certain funds managed by Thoma Bravo, L.P. (the “Selling Stockholde |
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| July 30, 2024 |
41,604,207 Shares Common Stock Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-279011 Prospectus Supplement (to prospectus dated April 30, 2024) 41,604,207 Shares Common Stock This prospectus supplement relates to an offering of shares of our common stock, par value $0.01 per share, by Argus Seller, LP (f/k/a Adenza Parent, LP) (the “selling stockholder”), an affiliate of certain funds managed by Thoma B |
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| July 29, 2024 |
Nasdaq Announces Pricing of Secondary Offering of Nasdaq Common Stock ISSUER FREE WRITING PROSPECTUS (RELATING TO PRELIMINARY PROSPECTUS SUPPLEMENT DATED JULY 26, 2024 AND PROSPECTUS DATED APRIL 30, 2024) FILED PURSUANT TO RULE 433 REGISTRATION NUMBER 333-279011 Nasdaq Announces Pricing of Secondary Offering of Nasdaq Common Stock New York, July 29, 2024 – Nasdaq, Inc. |
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| July 26, 2024 |
Subject to Completion, July 26, 2024 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-279011 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any jurisdiction where such offer or sale is not permit |
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| July 26, 2024 |
Nasdaq Announces Launch of Secondary Offering of Nasdaq Common Stock ISSUER FREE WRITING PROSPECTUS (RELATING TO PRELIMINARY PROSPECTUS SUPPLEMENT DATED JULY 26, 2024 AND PROSPECTUS DATED APRIL 30, 2024) FILED PURSUANT TO RULE 433 REGISTRATION NUMBER 333-279011 Nasdaq Announces Launch of Secondary Offering of Nasdaq Common Stock New York, July 26, 2024 – Nasdaq, Inc. |
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| July 25, 2024 |
Exhibit 99.1 Nasdaq Reports Second Quarter 2024 Results; Strong Performance Across All Divisions with Double-Digit Solutions Growth NEW YORK, July 25, 2024 - Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the second quarter of 2024. • Second quarter 2024 net revenues1 were $1.2 billion, an increase of 25% over the second quarter of 2023, up 10% on a pro forma2 basis. This include |
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| July 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2024 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number) |
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| July 25, 2024 |
Nasdaq Announces Quarterly Dividend of $0.24 Per Share Exhibit 99.2 NEWS RELEASE Nasdaq Announces Quarterly Dividend of $0.24 Per Share NEW YORK, July 25, 2024 – The Board of Directors of Nasdaq, Inc. (Nasdaq: NDAQ) has declared a regular quarterly dividend of $0.24 per share on the company’s outstanding common stock. The dividend is payable on September 27, 2024 to shareholders of record at the close of business on September 13, 2024. Future declarat |
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| June 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2024 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| May 3, 2024 |
EXHIBIT 107 Calculation of Filing Fee Table 424(b)(7) (Form Type) NASDAQ INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(3) Newly Registered Securitie |
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| May 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2024 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| May 3, 2024 |
85,608,414 Shares Common Stock Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-279011 Prospectus Supplement (to Prospectus dated April 30, 2024) 85,608,414 Shares Common Stock This prospectus supplement relates to the offer and sale of up to 85,608,414 shares of our common stock, par value $0.01 per share, by Argus Seller, LP (f/k/a Adenza Parent, LP) (the “selling stockholder”), an affiliate of certain |
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| May 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38855 Nasdaq, Inc. (Exact |
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| April 30, 2024 |
Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) N |
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| April 30, 2024 |
As filed with the Securities and Exchange Commission on April 30, 2024 S-3ASR Table of Contents As filed with the Securities and Exchange Commission on April 30, 2024 Registration No. |
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| April 30, 2024 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION EX-99.1 Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following unaudited pro forma condensed combined financial information combines the historical consolidated statement of income of Nasdaq, Inc. (the “Company” or “Nasdaq”) and the historical consolidated statement of operations of Adenza Holdings, Inc. and subsidiaries (“Adenza”), after giving effect to the Acqui |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number |
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| April 30, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) NASDAQ, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forw |
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| April 26, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 26, 2024 |
April 26, 2024Select ESG Awards and Recognition “ Best Companies for Women to Advance” 2024 | Nasdaq Proxy Statement iiDear Fellow Shareholders, Despite heightened complexity and the persistent unpredictability over the last few years, the Nasdaq team continued to execute with precision across our entire business, delivering another successful year of outstanding accomplishments. |
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| April 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 25, 2024 |
Nasdaq Announces 9% Increase in Quarterly Dividend to $0.24 Per Share Exhibit 99.2 Nasdaq Announces 9% Increase in Quarterly Dividend to $0.24 Per Share NEW YORK, April 25, 2024 – The Board of Directors of Nasdaq, Inc. (Nasdaq: NDAQ) has declared a regular quarterly dividend of $0.24 per share on the company’s outstanding common stock, a 9% increase from the previous quarter. The dividend is payable on June 28, 2024 to shareholders of record at the close of business |
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| April 25, 2024 |
Regulation FD Disclosure, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2024 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number |
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| April 25, 2024 |
Exhibit 99.1 Nasdaq Reports First Quarter 2024 Results; Strong Execution Delivers Double-Digit Solutions Revenue Growth NEW YORK, April 25, 2024 - Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the first quarter of 2024. • First quarter 2024 net revenues1 were $1.1 billion, an increase of 22% over the first quarter of 2023, up 6% organically2 or 7% on a pro forma3 basis, includin |
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| March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2024 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number |
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| March 22, 2024 |
EX-99.1 2 ef20024851ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13D filed herewith is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(k)(1)(iii) promulgated pursuant to the Securities Exchange Act of 1934, as amended, on behalf of each such person. Dated: March 22, 2024 INVESTMENT COR |
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| March 22, 2024 |
NDAQ / Nasdaq, Inc. / Borse Dubai LTD - SC 13D/A Activist Investment SC 13D/A 1 ef20024851sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Nasdaq, Inc. (Name of issuer) Common Stock, $0.01 par value per share (Title of class of securities) 631103108 (CUSIP number) Khalifa Al Daboos Investment Corporation of Dubai P.O. Box 333888 Dubai, United Arab Em |
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| March 21, 2024 |
26,956,522 Shares Common Stock Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-255666 Prospectus Supplement (to prospectus dated April 30, 2021) 26,956,522 Shares Common Stock This prospectus supplement relates to an offering of shares of our common stock, par value $0.01 per share, by Borse Dubai Limited, the selling stockholder. We will not receive any of the proceeds from the sale of shares of our com |
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| March 21, 2024 |
EXHIBIT 107 Calculation of Filing Fee Table 424(b)(7) (Form Type) NASDAQ INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(3) Newly Registered Securit |
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| March 20, 2024 |
EX-99.1 5 ef20024661ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13D filed herewith is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(k)(1)(iii) promulgated pursuant to the Securities Exchange Act of 1934, as amended, on behalf of each such person. Dated: March 20, 2024 INVESTMENT COR |
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| March 20, 2024 |
Nasdaq Announces Pricing of Secondary Offering of Nasdaq Common Stock by Borse Dubai EX-99.2 Exhibit 99.2 Nasdaq Announces Pricing of Secondary Offering of Nasdaq Common Stock by Borse Dubai New York, March 19, 2024 – Nasdaq, Inc. (Nasdaq: NDAQ or Nasdaq) today announced the pricing of the previously announced secondary offering by Borse Dubai of 26,956,522 shares of Nasdaq’s common stock at $59.00 per share. Borse Dubai has also granted the underwriters a 30-day option to purchas |
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| March 20, 2024 |
NASDAQ, INC. 26,956,522 Shares of Common Stock Underwriting Agreement EX-7.16 2 ef20024661ex7-16.htm EXHIBIT 7.16 Exhibit 7.16 Execution Version NASDAQ, INC. 26,956,522 Shares of Common Stock Underwriting Agreement March 19, 2024 Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 Goldman Sachs & Co. LLC 200 West Street, 7th Floor New York, NY 10282 As Representatives (as defined below) of the several Underwriters (as defined below) listed in Schedule 1 hereto |
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| March 20, 2024 |
NDAQ / Nasdaq, Inc. / Borse Dubai LTD - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Nasdaq, Inc. (Name of issuer) Common Stock, $0.01 par value per share (Title of class of securities) 631103108 (CUSIP number) Khalifa Al Daboos Investment Corporation of Dubai P.O. Box 333888 Dubai, United Arab Emirates +971 4 707 1333 Essa Kazim Borse D |
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| March 20, 2024 |
EX-7.17 3 ef20024661ex7-17.htm EXHIBIT 7.17 Exhibit 7.17 LOCK-UP AGREEMENT March 19, 2024 Morgan Stanley & Co. LLC Goldman Sachs & Co. LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 c/o Goldman Sachs & Co. LLC 200 West Street, 7th Floor New York, NY 10282 Ladies and Gentlemen: The undersigned understands that Morgan Stanley & Co. LLC and Goldman Sachs & Co. LLC, as the represent |
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| March 20, 2024 |
Exhibit 1.1 Execution Version NASDAQ, INC. 26,956,522 Shares of Common Stock Underwriting Agreement March 19, 2024 Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 Goldman Sachs & Co. LLC 200 West Street, 7th Floor New York, NY 10282 As Representatives (as defined below) of the several Underwriters (as defined below) listed in Schedule 1 hereto Ladies and Gentlemen: Nasdaq, Inc., a Delawa |
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| March 20, 2024 |
EX-4.1 Exhibit 4.1 SECOND AMENDMENT TO NASDAQ STOCKHOLDERS’ AGREEMENT THIS SECOND AMENDMENT TO NASDAQ STOCKHOLDERS’ AGREEMENT (this “Amendment”) is made as of March 19, 2024, between Nasdaq, Inc, a Delaware corporation (together with any successor entity thereto, “Nasdaq”) and Borse Dubai Limited, a company registered in the Dubai International Financial Centre with company number CL0447 (together |
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| March 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2024 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number |
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| March 20, 2024 |
SECOND AMENDMENT TO NASDAQ STOCKHOLDERS’ AGREEMENT EX-7.18 4 ef20024661ex7-18.htm EXHIBIT 7.18 Exhibit 7.18 SECOND AMENDMENT TO NASDAQ STOCKHOLDERS’ AGREEMENT THIS SECOND AMENDMENT TO NASDAQ STOCKHOLDERS’ AGREEMENT (this “Amendment”) is made as of March 19, 2024, between Nasdaq, Inc, a Delaware corporation (together with any successor entity thereto, “Nasdaq”) and Borse Dubai Limited, a company registered in the Dubai International Financial Centr |
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| March 20, 2024 |
Nasdaq and Borse Dubai Announce Launch of Secondary Offering of Nasdaq Common Stock EX-99.1 Exhibit 99.1 Nasdaq and Borse Dubai Announce Launch of Secondary Offering of Nasdaq Common Stock New York and Dubai, March 19, 2024 – Nasdaq, Inc. (Nasdaq: NDAQ or Nasdaq) and Borse Dubai Limited (Borse Dubai) today announced the commencement of a secondary offering by Borse Dubai of 26,956,522 shares of Nasdaq’s common stock. Borse Dubai also expects to grant the underwriters a 30-day opt |
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| March 19, 2024 |
Subject to Completion, March 19, 2024 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-255666 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any jurisdiction where such offer or sale is not permit |
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| March 19, 2024 |
Nasdaq and Borse Dubai Announce Launch of Secondary Offering of Nasdaq Common Stock ISSUER FREE WRITING PROSPECTUS (RELATING TO PRELIMINARY PROSPECTUS SUPPLEMENT DATED MARCH 19, 2024 AND PROSPECTUS DATED APRIL 30, 2021) FILED PURSUANT TO RULE 433 REGISTRATION NUMBER 333-255666 Nasdaq and Borse Dubai Announce Launch of Secondary Offering of Nasdaq Common Stock New York and Dubai, March 19, 2024 – Nasdaq, Inc. |
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| March 11, 2024 |
EX-99.1 5 ef20022496ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13D filed herewith is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(k)(1)(iii) promulgated pursuant to the Securities Exchange Act of 1934, as amended, on behalf of each such person. Dated: March 11, 2024 INVESTMENT COR |
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| March 11, 2024 |
EX-7.15 4 ef20022496ex7-15.htm EXHIBIT 7.15 Exhibit 7.15 EXECUTION VERSION PLEDGE AND SECURITY AGREEMENT This Pledge and Security Agreement (as amended, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of October 24,2023 , by and among Abu Dhabi Commercial Bank PJSC, as security agent for the Secured Parties (in such capacity, together with any su |
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| March 11, 2024 |
NDAQ / Nasdaq, Inc. / Borse Dubai LTD - SC 13D/A Activist Investment SC 13D/A 1 ef20022496sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Nasdaq, Inc. (Name of issuer) Common Stock, $0.01 par value per share (Title of class of securities) 631103108 (CUSIP number) Khalifa Al Daboos Investment Corporation of Dubai P.O. Box 333888 Dubai, United Arab Em |
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| March 11, 2024 |
EX-7.13 2 ef20022496ex7-13.htm EXHIBIT 7.13 Exhibit 7.13 Execution Version PLEDGE AND SECURITY AGREEMENT This Pledge and Security Agreement (as amended, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of May 19, 2021 and effective as of the Security Effective Time, by and among HSBC Bank USA, National Association, as security agent for the Secure |
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| March 11, 2024 |
[remainder of page intentionally left blank] EX-7.14 3 ef20022496ex7-14.htm EXHIBIT 7.14 Exhibit 7.14 EXECUTION VERSION Pledge and Security Agreement Dated January 09,2023 BORSE DUBAI LIMITED as Grantor DUBAI ISLAMIC BANK PJSC as Collateral Agent NDB INVESTMENTS LIMITED as Company CONTENTS CLAUSE PAGE 1. Interpretation 1 2. Secured Liabilities 3 3. Creation of Pledge and Security 4 4. Perfection and Further Assurances 5 5. Representations an |
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| February 21, 2024 |
POWER OF ATTORNEY ANNUAL REPORT ON FORM 10-K NASDAQ, INC. Exhibit 24.1 POWER OF ATTORNEY ANNUAL REPORT ON FORM 10-K NASDAQ, INC. Know all persons by these presents, that the undersigned, a director of Nasdaq, Inc., a Delaware corporation, hereby constitutes and appoints John A. Zecca and Erika Moore, and each of them acting individually, the undersigned’s true and lawful attorneys-in-fact and agents, each with full power and substitution and resubstituti |
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| February 21, 2024 |
NASDAQ, INC. SUPPLEMENTAL EXECUTIVE OFFICER RECOUPMENT POLICY Exhibit 97.1 NASDAQ, INC. SUPPLEMENTAL EXECUTIVE OFFICER RECOUPMENT POLICY The Management Compensation Committee of the Board (the “Committee”) of the Board of Directors (the “Board”) of Nasdaq, Inc. (the “Company”) believes that it is appropriate for the Company to adopt this Supplemental Executive Officer Recoupment Policy (the “Policy”) to be applied to the Executive Officers of the Company and |
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| February 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38855 Nasdaq, Inc. (Exact name |
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| February 21, 2024 |
Exhibit 4.21 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Nasdaq, Inc. (the “Company”) has five classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (1)Common Stock, par value $0.01 per share (“Common Stock”); (2)4.500% Senior Notes due 2032; (3)0.900% Senior |
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| February 21, 2024 |
Subsidiaries of Nasdaq, Inc.* As of February 15, 2024 Exhibit 21.1 Subsidiaries of Nasdaq, Inc.* As of February 15, 2024 U.S. Entities 1.Adenza Group, Inc. (organized in Delaware) 2.Adenza Holdings, LLC (organized in Delaware) 3.Adenza Intermediate I, LLC (organized in Delaware) 4.Adenza Intermediate II, LLC (organized in Delaware) 5.Adenza, Inc. (organized in Delaware) 6.BoardVantage, Inc (organized in Delaware) 7.Boston Stock Exchange Clearing Corp |
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| February 13, 2024 |
NDAQ / Nasdaq, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01508-nasdaqinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Nasdaq Inc Title of Class of Securities: Common Stock CUSIP Number: 631103108 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule purs |
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| February 9, 2024 |
NDAQ / Nasdaq, Inc. / MASSACHUSETTS FINANCIAL SERVICES CO /MA/ - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 9 )* NASDAQ, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 631103108 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design |
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| January 31, 2024 |
Nasdaq Announces Quarterly Dividend of $0.22 Per Share Exhibit 99.2 NEWS RELEASE Nasdaq Announces Quarterly Dividend of $0.22 Per Share NEW YORK, January 31, 2024 – The Board of Directors of Nasdaq, Inc. (Nasdaq: NDAQ) has declared a regular quarterly dividend of $0.22 per share on the company’s outstanding common stock. The dividend is payable on March 28, 2024 to shareholders of record at the close of business on March 14, 2024. Future declarations |
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| January 31, 2024 |
Regulation FD Disclosure, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2024 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Numb |
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| January 31, 2024 |
Exhibit 99.1 Nasdaq Reports Fourth Quarter and Full Year 2023 Results; Revenue Growth & Strategic Investments Underpin Solid Year of Performance NEW YORK, January 31, 2024 - Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the fourth quarter and year 2023. • 2023 net revenues1 were $3.9 billion, an increase of 9% over 2022 and an increase of 5% organically. Solutions2 revenues incr |
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| January 17, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (AMENDMENT NO. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2023 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) ( |
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| January 17, 2024 |
Exhibit 99.2 Adenza Holdings, Inc. and Subsidiaries Consolidated Financial Statements as of and for the three and nine-months ended September 30, 2023 and 2022 BDO USA, P.A., a Delaware professional service corporation, is the U.S. member of BDO International Limited, a UK company limited by guarantee, and forms part of the international BDO network of independent member firms. Adenza Holdings, In |
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| January 17, 2024 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following unaudited pro forma condensed combined financial information combines the historical condensed consolidated balance sheet and statement of income of Nasdaq, Inc. (the “Company” or “Nasdaq”) and the historical consolidated balance sheet and statement of operations of Adenza Holdings, Inc. and subsidiaries (“Aden |
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| January 17, 2024 |
Exhibit 99.1 Adenza Holdings, Inc. and Subsidiaries Consolidated Financial Statements Year Ended December 31, 2022 and 2021 The report accompanying these financial statements was issued by BDO USA, P.C, a Virginia professional corporation and the U.S. member of BDO International Limited, a UK company limited by guarantee. Adenza Holdings, Inc. and Subsidiaries Consolidated Financial Statements Yea |
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| November 6, 2023 |
NDAQ / Nasdaq Inc - 144A / INVESTOR AB - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* NASDAQ, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 631103108 (CUSIP Number) Petra Hedengran Managing Director and General Counsel Investor AB Arsenalsgatan 8C, SE-103 32 Stockholm, Sweden +46 8 614 20 00 |
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| November 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2023 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Numb |
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| November 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38855 Nasdaq, Inc. (Ex |
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| November 3, 2023 |
Exhibit 4.1 EXECUTION VERSION STOCKHOLDERS’ AGREEMENT dated as of November 1, 2023 by and among NASDAQ, INC. ADENZA PARENT, LP and THOMA BRAVO, L.P. Table of Contents Page Article I DEFINITIONS 1 Section 1.1 Definitions 1 Article II TRANSFER RESTRICTIONS 5 Section 2.1 Transfer 5 Section 2.2 “Net Long” Position 6 Section 2.3 CEO Consultation 7 Article III BOARD OF DIRECTORS 7 Section 3.1 Board Appo |
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| November 3, 2023 |
by and between Nasdaq, Inc. and Ann M. Dennison, dated as of August 31, 2023 154 West 42nd Street, NY, 10036 USA | Nasdaq.com Exhibit 10.1 GENERAL RELEASE AND SEPARATION AGREEMENT August 31, 2023 Ann Dennison [Address] Dear Ann: This General Release and Separation Agreement (“Agreement”), reflects our mutual agreement and understanding concerning your departure from Nasdaq, Inc. or any of its subsidiaries or affiliates (the “Company”), as set forth below. Please review the |
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| November 3, 2023 |
Nasdaq Completes Acquisition of Adenza Exhibit 99.1 N E W S R E L E A S E Nasdaq Completes Acquisition of Adenza NEW YORK, November 1, 2023 – Nasdaq today announced the completion of its acquisition of Adenza, a provider of mission-critical risk management, regulatory reporting, and capital markets software to the financial services industry, from Thoma Bravo, a leading software investment firm. The acquisition advances Nasdaq’s transf |
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| November 3, 2023 |
NDAQ / Nasdaq Inc - 144A / Adenza Parent, LP - SC 13D Activist Investment SC 13D 1 d534661dsc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* NASDAQ, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 631103108 (CUSIP Number) Thoma Bravo, L.P. 110 N. Wacker Drive, 32nd Floor Chicago, IL 60606 Attention: Gerald T. Nowa |
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| November 3, 2023 |
Joint Filing Agreement, dated November 3, 2023, by and among the Reporting Persons (filed herewith). EX-99.1 2 d534661dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the undersigned hereby agree that a single Schedule 13D (or any amendment thereto) relating to the common stock, par value $0.01 per share, of Nasdaq, Inc. may be join |
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| November 3, 2023 |
Exhibit 4.2 EXECUTION VERSION REGISTRATION RIGHTS AGREEMENT dated as of November 1, 2023, by and between NASDAQ, INC. and ADENZA PARENT, LP TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Table of Definitions 4 ARTICLE II REGISTRATION RIGHTS 4 Section 2.1 Demand Registration Rights 4 Section 2.2 Piggyback Rights 8 Section 2.3 Priority in Piggyback Registrations |
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| November 3, 2023 |
Exhibit 10.2 August 31, 2023 Sarah Youngwood [Address] Dear Sarah: I am pleased to offer you employment with Nasdaq, Inc. (“Nasdaq” or the “Company”) in the position of Executive Vice President, Chief Financial Officer. This position will be based in our New York City headquarters. You will report solely and directly to Adena Friedman, Chair and Chief Executive Officer, be a member of the Manageme |
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| October 18, 2023 |
Nasdaq Announces Quarterly Dividend of $0.22 Per Share Exhibit 99.2 Nasdaq Announces Quarterly Dividend of $0.22 Per Share NEW YORK, October 18, 2023 — The Board of Directors of Nasdaq, Inc. (Nasdaq: NDAQ) has declared a regular quarterly dividend of $0.22 per share on the company’s outstanding common stock. The dividend is payable on December 22, 2023 to shareholders of record at the close of business on December 8, 2023. Future declarations of quart |
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| October 18, 2023 |
Exhibit 99.1 Nasdaq Reports Third Quarter 2023 Results; Broad-Based Growth Drives Solutions Businesses Revenue Acceleration NEW YORK, October 18, 2023 - Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the third quarter of 2023. • Third quarter 2023 net revenues1 increased 6% compared to the third quarter of 2022. Solutions Businesses2 revenues increased 9%, with organic growth3 of |
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| October 18, 2023 |
Regulation FD Disclosure, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2023 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Numb |
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| September 1, 2023 |
Nasdaq Announces CFO Transition Exhibit 99.1 Nasdaq Announces CFO Transition NEW YORK, August 29, 2023 – Nasdaq, Inc. (Nasdaq: NDAQ) today announced the appointment of Sarah Youngwood as Executive Vice President and Chief Financial Officer, effective December 1, 2023. Youngwood will succeed Ann Dennison, who has held the role since 2021 and will remain at the company until the end of the year to ensure an orderly transition. You |
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| September 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2023 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| August 2, 2023 |
Amended and Restated Board Compensation Policy, effective on June 21, 2023. Exhibit 10.1 Nasdaq, Inc. Board Compensation Policy Amended and Restated as of June 21, 2023 Version 3.1 Purpose & Statement Of Policy Annual Non-Employee Director (“Director”) compensation consists of the following elements, each of which is discussed further below: (i) annual retainer, (ii) annual equity award, (iii) annual committee chair fees and (v)annual committee member fees. Director compe |
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| August 2, 2023 |
Form of Nasdaq Restricted Stock Unit Award Certificate (directors). Exhibit 10.3 NASDAQ, INC. RESTRICTED STOCK UNIT AWARD CERTIFICATE Award Date: [Date] Number of Restricted Stock Units: # GRANTED SHARES THIS CERTIFIES THAT Nasdaq, Inc. (the “Company”) has on the Award Date specified above granted to NAME (the “Director”) an award (the “Award”) to receive the number of Restricted Stock Units (the “RSUs” or “Restricted Stock Units”) indicated in the box above label |
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| August 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38855 Nasdaq, Inc. (Exact n |
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| August 2, 2023 |
Form of Nasdaq Three-Year Performance Share Unit Agreement. Exhibit 10.4 NASDAQ, INC. THREE-YEAR PERFORMANCE SHARE UNIT AGREEMENT This PERFORMANCE SHARE UNIT AGREEMENT (this “Agreement”) between Nasdaq, Inc., a Delaware corporation (the “Company”), and FIRSTNAMELASTNAME (the “Grantee”) memorializes the grant by the Management Compensation Committee of the Board of Directors of the Company (the “Committee”) on April 3, 2023 (the “Grant Date”) of performance |
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| August 2, 2023 |
Form of Nasdaq Restricted Stock Unit Award Certificate (employees). Exhibit 10.2 NASDAQ, INC. RESTRICTED STOCK UNIT AWARD CERTIFICATE Award Date: [Date] Number of Restricted Stock Units: TOTALSHARESGRANTED Final Vesting Date: (See below) THIS CERTIFIES THAT Nasdaq, Inc. (the “Company”) has on the Award Date specified above granted to FIRSTNAMELASTNAME (the “Participant”) an award (the “Award”) to receive the number of Restricted Stock Units (the “RSUs”) indicated |
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| July 19, 2023 |
Nasdaq Reports Second Quarter 2023 Results; Consistent Execution Drives Solid Revenue Growth EX-99.1 Exhibit 99.1 Nasdaq Reports Second Quarter 2023 Results; Consistent Execution Drives Solid Revenue Growth NEW YORK, July 19, 2023 - Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the second quarter of 2023. • Second quarter 2023 net revenues1 increased 4% compared to the second quarter of 2022. Solutions businesses2 revenues increased 6% with organic growth3 also at 6%. • |
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| July 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 19, 2023 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number) |
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| July 19, 2023 |
Nasdaq Announces Quarterly Dividend of $0.22 Per Share EX-99.2 Exhibit 99.2 Nasdaq Announces Quarterly Dividend of $0.22 Per Share NEW YORK, July 19, 2023 — The Board of Directors of Nasdaq, Inc. (Nasdaq: NDAQ) has declared a regular quarterly dividend of $0.22 per share on the company’s outstanding common stock. The dividend is payable on September 29, 2023 to shareholders of record at the close of business on September 15, 2023. Future declarations |
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| June 29, 2023 |
8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 52-1165937 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 15 |
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| June 29, 2023 |
EX-4.2 Exhibit 4.2 NASDAQ, INC. Nineteenth Supplemental Indenture Dated as of June 28, 2023 4.500% Senior Notes due 2032 COMPUTERSHARE TRUST COMPANY, N.A., as Trustee, and HSBC BANK USA, NATIONAL ASSOCIATION, as Paying Agent, Registrar and Transfer Agent NINETEENTH SUPPLEMENTAL INDENTURE, dated as of June 28, 2023 (herein called the “Nineteenth Supplemental Indenture”), between Nasdaq, Inc. (forme |
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| June 28, 2023 |
EX-4.3 Exhibit 4.3 NASDAQ, INC. Fifteenth Supplemental Indenture Dated as of June 28, 2023 5.350% Senior Notes due 2028 Computershare Trust Company, N.A., as Trustee FIFTEENTH SUPPLEMENTAL INDENTURE, dated as of June 28, 2023 (herein called the “Fifteenth Supplemental Indenture”), between Nasdaq, Inc. (formerly The NASDAQ OMX Group, Inc.), a corporation duly organized and existing under the laws o |
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| June 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2023 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 28, 2023 |
EX-4.2 Exhibit 4.2 NASDAQ, INC. Fourteenth Supplemental Indenture Dated as of June 28, 2023 5.650% Senior Notes due 2025 Computershare Trust Company, N.A., as Trustee FOURTEENTH SUPPLEMENTAL INDENTURE, dated as of June 28, 2023 (herein called the “Fourteenth Supplemental Indenture”), between Nasdaq, Inc. (formerly The NASDAQ OMX Group, Inc.), a corporation duly organized and existing under the law |
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| June 28, 2023 |
EX-10.1 Exhibit 10.1 Posting Version 6/26/2023 Published Deal CUSIP: [ ] TERM LOAN CREDIT AGREEMENT dated as of June 28, 2023 among NASDAQ, INC., as Borrower, The Lenders Party Hereto and BANK OF AMERICA, N.A., as Administrative Agent GOLDMAN SACHS BANK USA, JPMORGAN CHASE BANK, N.A., BOFA SECURITIES, INC., MIZUHO BANK, LTD., NORDEA BANK ABP, NEW YORK BRANCH, SKANDINAVISKA ENSKILDA BANKEN AB (PUBL |
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| June 28, 2023 |
EX-4.6 Exhibit 4.6 NASDAQ, INC. Eighteenth Supplemental Indenture Dated as of June 28, 2023 6.100% Senior Notes due 2063 Computershare Trust Company, N.A., as Trustee EIGHTEENTH SUPPLEMENTAL INDENTURE, dated as of June 28, 2023 (herein called the “Eighteenth Supplemental Indenture”), between Nasdaq, Inc. (formerly The NASDAQ OMX Group, Inc.), a corporation duly organized and existing under the law |
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| June 28, 2023 |
EX-4.4 Exhibit 4.4 NASDAQ, INC. Sixteenth Supplemental Indenture Dated as of June 28, 2023 5.550% Senior Notes due 2034 Computershare Trust Company, N.A., as Trustee SIXTEENTH SUPPLEMENTAL INDENTURE, dated as of June 28, 2023 (herein called the “Sixteenth Supplemental Indenture”), between Nasdaq, Inc. (formerly The NASDAQ OMX Group, Inc.), a corporation duly organized and existing under the laws o |
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| June 28, 2023 |
EX-4.5 Exhibit 4.5 NASDAQ, INC. Seventeenth Supplemental Indenture Dated as of June 28, 2023 5.950% Senior Notes due 2053 Computershare Trust Company, N.A., as Trustee SEVENTEENTH SUPPLEMENTAL INDENTURE, dated as of June 28, 2023 (herein called the “Seventeenth Supplemental Indenture”), between Nasdaq, Inc. (formerly The NASDAQ OMX Group, Inc.), a corporation duly organized and existing under the |
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| June 28, 2023 |
EX-4.7 Exhibit 4.7 NASDAQ, INC. Nineteenth Supplemental Indenture Dated as of June 28, 2023 4.500% Senior Notes due 2032 COMPUTERSHARE TRUST COMPANY, N.A., as Trustee, and HSBC BANK USA, NATIONAL ASSOCIATION, as Paying Agent, Registrar and Transfer Agent NINETEENTH SUPPLEMENTAL INDENTURE, dated as of June 28, 2023 (herein called the “Nineteenth Supplemental Indenture”), between Nasdaq, Inc. (forme |
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| June 27, 2023 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2023 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 26, 2023 |
€750,000,000 4.500% Senior Notes due 2032 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-255666 Prospectus Supplement (to prospectus dated April 30, 2021) €750,000,000 4.500% Senior Notes due 2032 Nasdaq, Inc. (the “Company” or “we”) is offering €750 million aggregate principal amount of 4.500% Senior Notes due 2032 (the “Notes”). The Notes will bear interest at a rate of 4.500% per year and will mature on F |
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| June 26, 2023 |
EXHIBIT 107 Calculation of Filing Fee Table 424(b)(5) (Form Type) NASDAQ INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities F |
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| June 26, 2023 |
Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-255666 Prospectus Supplement (to prospectus dated April 30, 2021) $4,250,000,000 $500,000,000 5.650% Senior Notes due 2025 $1,000,000,000 5.350% Senior Notes due 2028 $1,250,000,000 5.550% Senior Notes due 2034 $750,000,000 5.950% Senior Notes due 2053 $750,000,000 6.100% Senior Notes due 2063 Nasdaq, Inc. (the “Company” or “w |
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| June 26, 2023 |
EX-FILING FEES EXHIBIT 107 Calculation of Filing Fee Table 424(b)(5) (Form Type) NASDAQ INC. |
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| June 23, 2023 |
EX-1.1 Exhibit 1.1 NASDAQ, INC. $500,000,000 5.650% Senior Notes due 2025 $1,000,000,000 5.350% Senior Notes due 2028 $1,250,000,000 5.550% Senior Notes due 2034 $750,000,000 5.950% Senior Notes due 2053 $750,000,000 6.100% Senior Notes due 2063 Underwriting Agreement June 22, 2023 Goldman Sachs & Co. LLC 200 West Street, 7th Floor New York, NY 10282 J.P. Morgan Securities LLC 383 Madison Avenue N |
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| June 23, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2023 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 23, 2023 |
EX-1.2 Exhibit 1.2 NASDAQ, INC. €750,000,000 4.500% Senior Notes due 2032 Underwriting Agreement June 22, 2023 Goldman Sachs & Co. LLC 200 West Street, 7th Floor New York, NY 10282 J.P. Morgan Securities plc 25 Bank Street Canary Wharf London E14 5JP United Kingdom As Representatives (as defined below) of the several Underwriters (as defined below) listed in Schedule 1 hereto Ladies and Gentlemen: |
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| June 23, 2023 |
NASDAQ, INC. ANNOUNCES PROPOSED SENIOR NOTES OFFERINGS EX-99.1 Exhibit 99.1 NASDAQ, INC. ANNOUNCES PROPOSED SENIOR NOTES OFFERINGS NEW YORK, June 20, 2023 — Nasdaq, Inc. (the “Company”) (Nasdaq: NDAQ) today announced that it plans to offer, subject to market and other conditions, U.S. dollar-denominated senior notes (the “Dollar Offering”) and euro-denominated senior notes (the “Euro Offering” and, together with the Dollar Offering, the “Offerings”). |
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| June 23, 2023 |
NASDAQ, INC. PRICES $4.25 BILLION AND €750 MILLION SENIOR NOTES OFFERINGS EX-99.2 Exhibit 99.2 NASDAQ, INC. PRICES $4.25 BILLION AND €750 MILLION SENIOR NOTES OFFERINGS NEW YORK, June 22, 2023 — Nasdaq, Inc. (the “Company” or “Nasdaq”) (Nasdaq: NDAQ) today announced that it priced a public offering of $500,000,000 aggregate principal amount of 5.650% senior notes due 2025, $1,000,000,000 aggregate principal amount of 5.350% senior notes due 2028, $1,250,000,000 aggregat |
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| June 23, 2023 |
ISSUER FREE WRITING PROSPECTUS (RELATING TO PRELIMINARY PROSPECTUS SUPPLEMENT DATED JUNE 20, 2023 AND PROSPECTUS DATED APRIL 30, 2021) FILED PURSUANT TO RULE 433 REGISTRATION NUMBER 333-255666 NASDAQ, INC. |
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| June 22, 2023 |
FWP ISSUER FREE WRITING PROSPECTUS (RELATING TO PRELIMINARY PROSPECTUS SUPPLEMENT DATED JUNE 20, 2023 AND PROSPECTUS DATED APRIL 30, 2021) FILED PURSUANT TO RULE 433 REGISTRATION NUMBER 333-255666 NASDAQ, INC. |
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| June 20, 2023 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION EX-99.3 Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following unaudited pro forma condensed combined financial information combines the historical condensed consolidated balance sheet and statement of income of Nasdaq, Inc. (the “Company” or “Nasdaq”) and the historical condensed consolidated balance sheet and statement of operations of Adenza Group, Inc (“Adenza |
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| June 20, 2023 |
Subject to Completion, June 20, 2023 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-255666 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any jurisdiction where such offer or sale is not |
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| June 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2023 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 20, 2023 |
EX-99.2 Exhibit 99.2 Adenza Group, Inc. and Subsidiaries Consolidated Financial Statements Three Month Period Ended March 31, 2023 Adenza Group, Inc. and Subsidiaries Consolidated Financial Statements Three Month Period Ended March 31, 2023 Adenza Group, Inc. and Subsidiaries Contents Consolidated Financial Statements (unaudited) Consolidated Balance Sheet as of March 31, 2023 3 Consolidated State |
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| June 20, 2023 |
EX-99.1 Exhibit 99.1 Adenza Group, Inc. and Subsidiaries Consolidated Financial Statements Year Ended December 31, 2022 and 2021 The report accompanying these financial statements was issued by BDO USA, LLP, a Delaware limited liability partnership and the U.S. member of BDO International Limited, a UK company Limited by guarantee. Adenza Group, Inc. and Subsidiaries Consolidated Financial Stateme |
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| June 20, 2023 |
Subject to Completion, June 20, 2023 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-255666 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any jurisdiction where such offer or sale is not |
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| June 20, 2023 |
EX-10.1 Exhibit 10.1 Execution Version AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 2, dated as of June 16, 2023 (this “Amendment Agreement”), among Nasdaq, Inc., a Delaware corporation (the “Borrower”), the Lenders (as defined below) party hereto, Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”). WHEREAS, reference is mad |
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| June 16, 2023 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| June 12, 2023 |
EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER dated as of June 10, 2023 by and among NASDAQ, INC. ARGUS MERGER SUB 1, INC., ARGUS MERGER SUB 2, LLC, ADENZA HOLDINGS, INC. and ADENZA PARENT, LP TABLE OF CONTENTS Page Article I MERGERS 2 Section 1.1 Mergers 2 Section 1.2 Closing 4 Section 1.3 Closing Deliveries and Payments 4 Section 1.4 Seller Reserve Fund 6 Section 1.5 No Further Rights of Trans |
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| June 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2023 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 12, 2023 |
EX-99.1 Exhibit 99.1 Nasdaq Accelerates Its Transformation as a Leading Technology Provider to the Global Financial System with the Acquisition of Adenza from Thoma Bravo Acquisition of premium software and technology company expands Nasdaq’s liquidity and integrity platforms with leading risk management, regulatory, and capital markets software and technology solutions Delivers high-growth, high- |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38855 Nasdaq, Inc. (Exact |
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| May 4, 2023 |
Exhibit 10.1 Execution Version AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 1, dated as of March 29, 2023 (this “Amendment Agreement”), among Nasdaq, Inc., a Delaware corporation (the “Borrower”), the Lenders (as defined below) party hereto, Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and BofA Securities, Inc., as Sus |
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| April 28, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 28, 2023 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 28, 2023 |
ISelect ESG Awards and Recognition “Best Companies for Women to Advance” Nasdaq 2023 Proxy StatementNasdaq 2023 Proxy Statement Dear Fellow Shareholders, Nasdaq’s accomplishments over the last year have been outstanding. |
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| April 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2023 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number |
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| April 19, 2023 |
Nasdaq Announces 10% Increase in Quarterly Dividend to $0.22 Per Share EX-99.2 Exhibit 99.2 NEWS RELEASE Nasdaq Announces 10% Increase in Quarterly Dividend to $0.22 Per Share NEW YORK, April 19, 2023 – The Board of Directors of Nasdaq, Inc. (Nasdaq: NDAQ) has declared a regular quarterly dividend of $0.22 per share on the company’s outstanding common stock, a 10% increase from the previous quarter. The dividend is payable on June 30, 2023, to shareholders of record |
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| April 19, 2023 |
EX-99.1 Exhibit 99.1 NEW YORK, April 19, 2023 - Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the first quarter of 2023. • First quarter 2023 net revenues1 increased 2% compared to the first quarter of 2022. Solutions businesses2 revenues increased 4% with 5% organic growth3, partially offset by a negative 1% FX impact. • Annualized Recurring Revenue (ARR)4 increased 7% compared |
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| April 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2023 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number |
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| February 23, 2023 |
Subsidiaries of Nasdaq, Inc.* As of February 15, 2023 EX-21.1 7 ndaq12312022ex-211.htm EX-21.1 Exhibit 21.1 Subsidiaries of Nasdaq, Inc.* As of February 15, 2023 U.S. Entities 1.BoardVantage, Inc (organized in Delaware) 2.Boston Stock Exchange Clearing Corporation (organized in Massachusetts) 3.Consolidated Securities Source LLC (organized in Delaware) 4.Content Services, LLC (organized in Delaware) 5.Curzon Street Acquisition, LLC (organized in Dela |
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| February 23, 2023 |
EX-10.19 3 ndaq12312022ex-1019.htm EX-10.19 Exhibit 10.19 Nasdaq, Inc. Change in Control Severance Plan For Non-CEO Presidents, Executive Vice Presidents and Senior Vice Presidents Effective November 26, 2013 (as amended December 6, 2022) 1. Purpose. The Nasdaq Change in Control Severance Pay Plan (the “Plan”) has been established by Nasdaq, Inc. ( “Nasdaq” or “the Company”), effective as of Novem |
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| February 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38855 Nasdaq, Inc. (Exact name |
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| February 23, 2023 |
VERAFIN HOLDINGS INC. AMENDED AND RESTATED MANAGEMENT INCENTIVE PLAN AWARD AGREEMENT Exhibit 10.25 VERAFIN HOLDINGS INC. AMENDED AND RESTATED MANAGEMENT INCENTIVE PLAN AWARD AGREEMENT Dear Brendan Brothers, This letter represents your Award Agreement under the Verafin Holdings Inc. Amended and Restated Management Incentive Plan (the “MIP”). All capitalized terms used but not defined herein shall have the meanings ascribed to them in the MIP. Your Target MIP Amount for purposes of |
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| February 23, 2023 |
VERAFIN HOLDINGS INC. AMENDED AND RESTATED MANAGEMENT INCENTIVE PLAN Exhibit 10.24 VERAFIN HOLDINGS INC. AMENDED AND RESTATED MANAGEMENT INCENTIVE PLAN Section 1. Purpose This Amended and Restated Verafin Holdings Inc. Management Incentive Plan (this “Plan”) is effective as of October 3, 2022, and is designed to promote the long-term financial interests and growth of Verafin Solutions ULC, a corporation existing under the laws of British Columbia (the “Company”), b |
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| February 23, 2023 |
POWER OF ATTORNEY ANNUAL REPORT ON FORM 10-K NASDAQ, INC. EX-24.1 9 ndaq12312022ex-241.htm EX-24.1 Exhibit 24.1 POWER OF ATTORNEY ANNUAL REPORT ON FORM 10-K NASDAQ, INC. Know all persons by these presents, that the undersigned, a director of Nasdaq, Inc., a Delaware corporation, hereby constitutes and appoints John A. Zecca and Erika Moore, and each of them acting individually, the undersigned’s true and lawful attorneys-in-fact and agents, each with ful |
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| February 23, 2023 |
VERAFIN HOLDINGS INC. AMENDED AND RESTATED MANAGEMENT INCENTIVE PLAN AWARD AGREEMENT Exhibit 10.26 VERAFIN HOLDINGS INC. AMENDED AND RESTATED MANAGEMENT INCENTIVE PLAN AWARD AGREEMENT Dear Jamie King, This letter represents your Award Agreement under the Verafin Holdings Inc. Amended and Restated Management Incentive Plan (the “MIP”). All capitalized terms used but not defined herein shall have the meanings ascribed to them in the MIP. Your Target MIP Amount for purposes of the MI |
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| February 23, 2023 |
EX-4.18 2 ndaq12312022ex-418.htm EX-4.18 Exhibit 4.18 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Nasdaq, Inc. (the “Company”) has four classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (1)Common Stock, par value $0.01 per share (“Common Stock”); (2)0.900 |
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| February 13, 2023 |
NDAQ / Nasdaq Inc / Capital World Investors - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Nasdaq, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 631103108 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule |
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| February 9, 2023 |
NDAQ / Nasdaq Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01474-nasdaqinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Nasdaq Inc. Title of Class of Securities: Common Stock CUSIP Number: 631103108 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pur |
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| February 8, 2023 |
NDAQ / Nasdaq Inc / MASSACHUSETTS FINANCIAL SERVICES CO /MA/ - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8 )* NASDAQ, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 631103108 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design |
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| January 25, 2023 |
Exhibit 99.2 Data vis color Data vis color order on light order on dark background background Supplemental Information: Nasdaq's Updated Corporate Structure Implemented in 4Q2022/FY2022 reporting Supplemental Data (Unaudited) January 25, 2023 Disclaimers The segment disclosures for the periods presented on the following slides are for illustrative purposes only. These unaudited segment disclosures |
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| January 25, 2023 |
Nasdaq Announces Quarterly Dividend of $0.20 Per Share Exhibit 99.3 NEWS RELEASE Nasdaq Announces Quarterly Dividend of $0.20 Per Share NEW YORK, January 25, 2023 – The Board of Directors of Nasdaq, Inc. (Nasdaq: NDAQ) has declared a regular quarterly dividend of $0.20 per share on the company’s outstanding common stock. The dividend is payable on March 31, 2023 to shareholders of record at the close of business on March 17, 2023. Future declarations |
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| January 25, 2023 |
Exhibit 99.1 Nasdaq Reports Fourth Quarter and Full Year 2022 Results; Delivers Strong Solutions Businesses Revenue Growth in 2022 NEW YORK, January 25, 2023 - Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the fourth quarter and year 2022. • 2022 net revenues1 were $3,582 million, an increase of 5% over 2021. Solutions businesses2 revenues increased 9%, including 10% organic gro |
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| January 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2023 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Numb |
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| December 19, 2022 |
EX-99.1 Exhibit 99.1 NEWS RELEASE Nasdaq CEO Adena T. Friedman to Assume Additional Role as Chair of the Nasdaq Board of Directors Michael R. Splinter appointed Lead Independent Director NEW YORK, December 19, 2022 — Nasdaq, Inc. (Nasdaq: NDAQ) announced today its Board of Directors has unanimously elected Adena T. Friedman to the role of Chair of the Board of Directors, effective January 1, 2023, |
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| December 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 18, 2022 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Num |
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| December 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2022 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Num |
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| December 16, 2022 |
NDAQ / Nasdaq Inc / INVESTOR AB - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* NASDAQ, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 631103108 (CUSIP Number) Petra Hedengran Managing Director and General Counsel Investor AB Arsenalsgatan 8C, SE-103 32 Stockholm, Sweden +46 8 614 20 00 |
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| December 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2022 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Num |
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| December 16, 2022 |
EX-10.1 Exhibit 10.1 Execution Version Published Deal CUSIP: 63110DAJ5 Revolving A Facility: 63110DAK2 Revolving B Facility: 63110DAL0 AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 16, 2022 among NASDAQ, INC., as Borrower, The Lenders Party Hereto and BANK OF AMERICA, N.A., as Administrative Agent and Issuing Bank BOFA SECURITIES, INC., JPMORGAN CHASE BANK, N.A., MIZUHO BANK, LTD., NO |
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| December 16, 2022 |
EX-4.1 Exhibit 4.1 FIRST AMENDMENT TO NASDAQ STOCKHOLDERS’ AGREEMENT THIS FIRST AMENDMENT TO NASDAQ STOCKHOLDERS’ AGREEMENT (this “Amendment”) is made as of December 14, 2022, among Nasdaq, Inc, a Delaware corporation (together with any successor entity thereto, “Nasdaq”) and Investor AB, a corporation organized under the laws of Sweden (“Investor AB”). Nasdaq and Investor AB are sometimes referre |
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| December 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2022 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Numb |
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| November 8, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2022 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Numb |
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| November 8, 2022 |
Exhibit 99.1 ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? |
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| November 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38855 Nasdaq, Inc. (Ex |
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| October 19, 2022 |
Nasdaq Reports Third Quarter 2022 Results; Continues Strong Growth in Solutions Segments Revenue Exhibit 99.1 Nasdaq Reports Third Quarter 2022 Results; Continues Strong Growth in Solutions Segments Revenue NEW YORK, October 19, 2022 - Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the third quarter of 2022. ? Third quarter 2022 net revenues1 increased 6% compared to the third quarter of 2021. Solutions segments2 revenues increased 8%, including 10% organic growth, partially |
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| October 19, 2022 |
NASDAQ ANNOUNCES QUARTERLY DIVIDEND OF $0.20 PER SHARE EX-99.3 4 d392127dex993.htm EX-99.3 Exhibit 99.3 NEWS RELEASE NASDAQ ANNOUNCES QUARTERLY DIVIDEND OF $0.20 PER SHARE NEW YORK, October 19, 2022 – The Board of Directors of Nasdaq, Inc. (Nasdaq: NDAQ) has declared a regular quarterly dividend of $0.20 per share on the company’s outstanding common stock. The dividend is payable on December 16, 2022 to shareholders of record at the close of business |
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| October 19, 2022 |
Exhibit 99.2 ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? |
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| October 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 19, 2022 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Numb |
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| September 28, 2022 |
EX-99.1 2 d372759dex991.htm EX-99.1 Exhibit 99.1 Nasdaq Announces New Corporate Structure to Accelerate Strategy Organizes Nasdaq’s business units into three divisions: Market Platforms, Capital Access Platforms, and Anti-Financial Crime Positions Nasdaq to better deliver for clients and scale for the future NEW YORK, September 28, 2022 – Nasdaq, Inc. (Nasdaq: NDAQ) today announced that it is orga |
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| September 28, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2022 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Nu |
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| August 26, 2022 |
NDAQ / Nasdaq Inc / INVESTOR AB - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* NASDAQ, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 631103108 (CUSIP Number) Petra Hedengran Managing Director and General Counsel Investor AB Arsenalsgatan 8C, SE-103 32 Stockholm, Sweden +46 8 614 20 00 |
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| August 3, 2022 |
Form of Nasdaq Three-Year Performance Share Unit Agreement* Exhibit 10.3 NASDAQ, INC. THREE-YEAR PERFORMANCE SHARE UNIT AGREEMENT This PERFORMANCE SHARE UNIT AGREEMENT (this “Agreement”) between Nasdaq, Inc., a Delaware corporation (the “Company”), and [EMPLOYEE NAME] (the “Grantee”) memorializes the grant by the Management Compensation Committee of the Board of Directors of the Company (the “Committee”) on April 1, 2022 (the “Grant Date”) of performance s |
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| August 3, 2022 |
Employment Agreement by and between Nasdaq, Inc. and Bradley J. Peterson, dated June 22, 2022* Exhibit 10.5 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this "Agreement"), made and entered into and effective as of June 22, 2022 (the "Effective Date"), by and between Nasdaq, Inc. (the "Company") and Bradley Peterson (the “Executive"). In consideration of the premises and mutual covenants herein and for other good and valuable consideration, the parties hereby agree as follows: 1. Term of Agree |
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| August 3, 2022 |
Form of Nasdaq Restricted Stock Unit Award Certificate (employees)* Exhibit 10.1 NASDAQ, INC. RESTRICTED STOCK UNIT AWARD CERTIFICATE Award Date: April 1, 2022 Number of Restricted Stock Units: TOTALSHARESGRANTED Final Vesting Date: (See below) THIS CERTIFIES THAT Nasdaq, Inc. (the “Company”) has on the Award Date specified above granted to [NAME] (the “Participant”) an award (the “Award”) to receive the number of Restricted Stock Units (the “RSUs”) indicated in t |
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| August 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38855 Nasdaq, Inc. (Exact n |
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| August 3, 2022 |
Form of Nasdaq Restricted Stock Unit Award Certificate (directors)* Exhibit 10.2 NASDAQ, INC. RESTRICTED STOCK UNIT AWARD CERTIFICATE Award Date: June 22, 2022 Number of Restricted Stock Units: # GRANTED THIS CERTIFIES THAT Nasdaq, Inc. (the “Company”) has on the Award Date specified above granted to NAME (the “Director”) an award (the “Award”) to receive the number of Restricted Stock Units (the “RSUs” or “Restricted Stock Units”) indicated in the box above label |
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| July 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 19, 2022 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number) |
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| July 25, 2022 |
Nasdaq Appoints Johan Torgeby to its Board of Directors Exhibit 99.1 Nasdaq Appoints Johan Torgeby to its Board of Directors NEW YORK and STOCKHOLM, July 21, 2022 ? Nasdaq, Inc. (Nasdaq: NDAQ), today announced the appointment of Johan Torgeby to its Board of Directors. Torgeby is President and Group Chief Executive at Skandinaviska Enskilda Banken (SEB), a leading financial services group in northern Europe headquartered in Stockholm, Sweden. Torgeby?s |
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| July 20, 2022 |
Nasdaq Announces 3-For-1 Stock Split and Quarterly Dividend of $0.20 Per Share Exhibit 99.2 NEWS RELEASE Nasdaq Announces 3-For-1 Stock Split and Quarterly Dividend of $0.20 Per Share NEW YORK, July 20, 2022 ? The Board of Directors of Nasdaq, Inc. (Nasdaq: NDAQ) has approved and declared both a 3-for-1 stock split of the company?s common stock in the form of a stock dividend, along with a regular quarterly dividend of $0.20 per share on the company?s outstanding common stoc |
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| July 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 19, 2022 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number) |
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| July 20, 2022 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF NASDAQ, INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware NASDAQ, INC., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), does hereby certify that: FIRST: Article Fourth, Paragraph A of the Amended and Restated Certifica |
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| July 20, 2022 |
Nasdaq Reports Second Quarter 2022 Results; Continues Strong Growth in Solutions Segments Revenue EX-99.1 3 d346485dex991.htm EX-99.1 Exhibit 99.1 Nasdaq Reports Second Quarter 2022 Results; Continues Strong Growth in Solutions Segments Revenue NEW YORK, July 20, 2022 - Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the second quarter of 2022. • Second quarter 2022 net revenues1 increased 6% compared to the second quarter of 2021. Solutions segments2 revenues increased 10%, i |
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| June 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2022 (June 29, 2022) Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commiss |
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| June 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2022 (June 22, 2022) Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commiss |
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| June 24, 2022 |
As filed with the Securities and Exchange Commission on June 24, 2022 As filed with the Securities and Exchange Commission on June 24, 2022 Registration No. |
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| June 24, 2022 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Nasdaq, Inc. (Exact Name of the Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum aggregate offering price Fee Rate Amount of registration fee Other Deferred Compensation Obligations (1 |
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| June 16, 2022 |
Nasdaq, Inc. Deferred Compensation Plan Exhibit 10.1 NASDAQ, INC. DEFERRED COMPENSATION PLAN Effective Date July 1, 2022 Content Copyright ?2018 Newport Group, Inc. All Rights Reserved. Nasdaq, Inc. Deferred Compensation Plan ARTICLE I Establishment and Purpose 1 ARTICLE II Definitions 1 ARTICLE III Eligibility and Participation 7 ARTICLE IV Deferrals 7 ARTICLE V Company Contributions 11 ARTICLE VI Payments from Accounts 11 ARTICLE VII |
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| June 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2022 (June 10, 2022) Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commiss |
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| May 23, 2022 |
DEFA14A 1 d354286ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| May 6, 2022 |
DEFA14A 1 d280627ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 1 |
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| May 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38855 Nasdaq, Inc. (Exact |
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| April 28, 2022 | ||
| April 28, 2022 |
DEF 14A 1 d280627ddef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commi |
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| April 28, 2022 |
DEFA14A 1 d280627ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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| April 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 20, 2022 |
DEFA14A 1 d336569ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2022 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of |
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| April 20, 2022 |
NASDAQ ANNOUNCES 11% INCREASE IN QUARTERLY DIVIDEND, SEEKS APPROVALS TO EXECUTE 3-FOR-1 STOCK SPLIT Exhibit 99.2 NASDAQ ANNOUNCES 11% INCREASE IN QUARTERLY DIVIDEND, SEEKS APPROVALS TO EXECUTE 3-FOR-1 STOCK SPLIT NEW YORK, April 20, 2022 ? Nasdaq, Inc. (Nasdaq: NDAQ) is announcing today that the Board has approved an 11% increase in the regular quarterly dividend, and that the company has begun seeking necessary shareholder and SEC approvals that would allow the company to execute a 3-for-1 stoc |
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| April 20, 2022 |
NASDAQ ANNOUNCES 11% INCREASE IN QUARTERLY DIVIDEND, SEEKS APPROVALS TO EXECUTE 3-FOR-1 STOCK SPLIT Exhibit 99.2 NASDAQ ANNOUNCES 11% INCREASE IN QUARTERLY DIVIDEND, SEEKS APPROVALS TO EXECUTE 3-FOR-1 STOCK SPLIT NEW YORK, April 20, 2022 ? Nasdaq, Inc. (Nasdaq: NDAQ) is announcing today that the Board has approved an 11% increase in the regular quarterly dividend, and that the company has begun seeking necessary shareholder and SEC approvals that would allow the company to execute a 3-for-1 stoc |
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| April 20, 2022 |
Exhibit 99.1 NEW YORK, April 20, 2022 - Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the first quarter of 2022. ? First quarter 2022 net revenues1 increased 5% compared to the first quarter of 2021. Solutions segments2 revenues increased 15%, including 13% organic growth and 4% contribution from the acquisition of Verafin, partially offset by a negative 2% FX impact. ? Annualiz |
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| April 20, 2022 |
Exhibit 99.1 NEW YORK, April 20, 2022 - Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the first quarter of 2022. ? First quarter 2022 net revenues1 increased 5% compared to the first quarter of 2021. Solutions segments2 revenues increased 15%, including 13% organic growth and 4% contribution from the acquisition of Verafin, partially offset by a negative 2% FX impact. ? Annualiz |
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| April 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2022 Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commission File Number |
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| April 18, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2022 (March 23, 2022) Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commi |
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| March 29, 2022 |
Nasdaq Appoints Oliver Albers Executive Vice President, Head of Investment Intelligence Exhibit 99.1 N E W S R E L E A S E Nasdaq Appoints Oliver Albers Executive Vice President, Head of Investment Intelligence NEW YORK ? MARCH 29, 2022 ? Nasdaq today announced that Oliver Albers has been appointed Executive Vice President, Head of Investment Intelligence. Albers, who is currently the Senior Vice President, Global Head of Data for the Investment Intelligence business, will lead the s |
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| March 7, 2022 |
EX-4.2 3 d324996dex42.htm EX-4.2 Exhibit 4.2 Execution Version NASDAQ, INC. Thirteenth Supplemental Indenture Dated as of March 7, 2022 3.950% Senior Notes due 2052 Computershare Trust Company, N.A., as Trustee THIRTEENTH SUPPLEMENTAL INDENTURE, dated as of March 7, 2022 (herein called the “Thirteenth Supplemental Indenture”), between Nasdaq, Inc. (formerly The NASDAQ OMX Group, Inc.), a corporati |
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| March 7, 2022 |
NASDAQ, INC. ANNOUNCES PROPOSED SENIOR NOTES OFFERING EX-99.1 5 d324996dex991.htm EX-99.1 Exhibit 99.1 NASDAQ, INC. ANNOUNCES PROPOSED SENIOR NOTES OFFERING NEW YORK, March 2, 2022 — Nasdaq, Inc. (the “Company”) (Nasdaq: NDAQ) today announced that it plans to offer, subject to market and other conditions, senior notes (the “Offering”). The Company expects to use the net proceeds from the Offering to reduce indebtedness and for other general corporate |
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| March 7, 2022 |
EX-1.1 2 d324996dex11.htm EX-1.1 Exhibit 1.1 Execution Version NASDAQ, INC. $550,000,000 3.950% Senior Notes due 2052 Underwriting Agreement March 2, 2022 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 BofA Securities, Inc. One Bryant Park New York, NY 10036 Mizuho Securities USA LLC 1271 Avenue of the Americas New York, NY 10020 Wells Fargo Securities, LLC 550 South Tryon |
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| March 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 7, 2022 (March 2, 2022) Nasdaq, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38855 52-1165937 (State or other jurisdiction of incorporation) (Commissi |
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| March 7, 2022 |
NASDAQ, INC. PRICES $550 MILLION SENIOR NOTES OFFERING Exhibit 99.2 NASDAQ, INC. PRICES $550 MILLION SENIOR NOTES OFFERING NEW YORK, March 2, 2022 ? Nasdaq, Inc. (the ?Company?) (Nasdaq: NDAQ) today announced that it priced a public offering of $550,000,000 aggregate principal amount of 3.950% senior notes due 2052 (the ?Offering?). The Company expects to use the net proceeds from the Offering to reduce indebtedness and for other general corporate pur |
