{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-23-270374","form_type":"8-K","ticker":"NDAQ","cik":"0001120193","company_name":"NASDAQ, INC.","filed_at":"2023-11-03T23:59:59+00:00","discovered_at":"2026-05-14T18:03:28.274026+00:00","generated_at":"2026-06-08T21:57:56.479580+00:00","sec_items":["1.01","2.01","3.02","5.02","8.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Nasdaq completes $10.02B acquisition of Adenza from Thoma Bravo; appoints Holden Spaht to board","bullets":["Closed Adenza acquisition for ~$10.02B: 85.6M shares (~$4.25B) plus $5.77B cash.","Thoma Bravo lock-up: 50% shares released at 6 months, 50% at 18 months; nomination right if holds ≥10%.","Expects $80M net expense synergies in 2 years, $100M revenue synergies long-term; leverage target 4.0x in 18 months.","Appointed Thoma Bravo's Holden Spaht to Board, effective immediately, expanding board to 12 members.","New divisions: Capital Access Platforms, Market Services, Financial Technology (Capital Markets Tech & Regulatory Tech)."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-23-270374","json":"https://secwatch.observer/filing/0001193125-23-270374.json","markdown":"https://secwatch.observer/filing/0001193125-23-270374.md","text":"https://secwatch.observer/filing/0001193125-23-270374.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1120193/000119312523270374/0001193125-23-270374-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1120193/000119312523270374/d655352d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-08T21:57:56.479580+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"bb06d81e62","claim":"Holden Spaht was appointed as Director at NASDAQ, INC..","evidence_excerpt":"On November 1, 2023, effective as of the closing of the Mergers, Mr. Spaht was appointed to the Board of Directors of Nasdaq.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1120193/000119312523270374/0001193125-23-270374-index.htm","confidence":1.0,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"d397f00514aee0481c1e206ca176be5a855a4862","claim":"NASDAQ, INC. completed an acquisition involving Adenza Holdings, Inc. for approximately $10.02 billion (closed 2023-11-01).","evidence_excerpt":"closing price of Nasdaq common stock on October 31, 2023, the Stock Consideration had a value of approximately $4.25 billion, for an aggregate transaction value of approximately $10.02 billion. The foregoing description of the Merger Agreement does not purport to be complete and is qualified in its entirety by the full text of the Merger Agreement, a copy of which was","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1120193/000119312523270374/0001193125-23-270374-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"Adenza Holdings, Inc."},{"label":"Consideration","value":"approximately $10.02 billion"},{"label":"Closing","value":"2023-11-01"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}