8-K
filed June 27, 2023, 7:59 PM ET
ticker NDAQ
CIK 0001120193
other
confidence high
sentiment neutral
materiality 0.15
Nasdaq shareholders elect all 11 directors, approve say-on-pay, reject independent board chair proposal
NASDAQ, INC.
- All 11 director nominees elected with majority support; Adena Friedman received ~276M votes.
- Say-on-pay advisory approved: ~277.6M for, ~16.2M against.
- Advisory vote on frequency: ~290.9M voted for every year; company will hold annual say-on-pay votes.
- Ratification of Ernst & Young as auditor passed: ~303.1M for, ~14.0M against.
- Shareholder proposal for independent board chairman rejected: ~82.5M for, ~211.4M against.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
NASDAQ, INC. shareholders rejected Shareholder Proposal – "Independent Board Chairman" at the 2023-06-21 meeting.
- Outcome
- failed
- Meeting
- 2023-06-21
Exact text from the filing
Proposal 5: Shareholder Proposal – "Independent Board Chairman" 82,465,270 211,434,174 505,171 22,843,855
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
NASDAQ, INC. shareholders approved Ratification of the Appointment of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2023 at the 2023-06-21 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-06-21
Exact text from the filing
Proposal 4: Ratification of the Appointment of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2023 303,129,640 13,983,541 135,289 —
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
NASDAQ, INC. shareholders approved Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation at the 2023-06-21 meeting.
- Proposal
- say on pay frequency
- Outcome
- passed
- Meeting
- 2023-06-21
Exact text from the filing
ONE YEAR TWO YEARS THREE YEARS ABSTAIN BROKER NON-VOTES Proposal 3: Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation 290,907,367 260,629 3,096,949 139,670 22,843,855
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
NASDAQ, INC. shareholders approved Election of Directors at the 2023-06-21 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-06-21
Exact text from the filing
On June 21, 2023, the Company held its 2023 Annual Meeting of Shareholders, and the Company's shareholders took the following actions: (i) elected each of the Company's eleven nominees for director to serve until the 2024 Annual Meeting of Shareholders and until their successors are duly elected and qualified, (ii) approved the Company's executive compensation on an advisory basis, (iii) approved an advisory vote to conduct future advisory votes on executive compensation every year, (iv) ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 and (v) did not approve the shareholder proposal entitled "Independent Board Chairman."
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
NASDAQ, INC. shareholders approved Approval of the Company's Executive Compensation on an Advisory Basis at the 2023-06-21 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-06-21
Exact text from the filing
Proposal 2: Approval of the Company's Executive Compensation on an Advisory Basis 277,610,720 16,213,058 580,837 22,843,855
View on SEC.gov
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