NASDAQ, INC. shareholders approved Ratification of the Appointment of Ernst & Young LLP as Nasdaq’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2026 at the 2026-06-10 meeting.
“FOR AGAINST ABSTAIN BROKER NON-VOTES Proposal 3: Ratification of the Appointment of Ernst & Young LLP as Nasdaq’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2026 376,643,806 22,134,699 166,909 0”
Shareholder Votes
NASDAQ, INC. shareholders approved Approval of the Company’s Executive Compensation on an Advisory Basis at the 2026-06-10 meeting.
“FOR AGAINST ABSTAIN BROKER NON-VOTES Proposal 2: Approval of the Company’s Executive Compensation on an Advisory Basis 357,897,727 13,506,434 1,253,128 26,189,922”
Shareholder Votes
NASDAQ, INC. shareholders approved Election of Directors at the 2026-06-10 meeting.
“FOR AGAINST ABSTAIN BROKER NON-VOTES Proposal 1: Election of Directors i. Melissa M. Arnoldi 371,650,892 801,492 204,904 26,189,922 ii. Charlene T. Begley 342,183,018 30,268,143 206,127 26,189,922 iii. Adena T. Friedman 354,514,962 15,796,027 2,346,298 26,189,922 iv. Essa Kazim 369,092,164 3,320,248 244,876 26,189,922 v. Thomas A. Kloet 366,733,439 5,681,837 242,013 26,189,922 vi. Kathryn A. Koch 371,710,164 740,300 206,824 26,189,922 vii. Holden Spaht 371,900,236 502,397 254,655 26,189,922 viii. Michael R. Splinter 361,469,555 10,964,230 223,502 26,189,922 ix. Johan Torgeby 371,712,026 684,311 260,951 26,189,922 x. Toni Townes-Whitley 371,715,298 736,563 205,428 26,189,922 xi. Jeffery W. Yabuki 364,590,859 7,594,153 472,276 26,189,922 xii. Alfred W. Zollar 369,424,150 2,761,679 471,458 26,189,922”
Earnings Releases
NASDAQ, INC. reported the first quarter of 2026 results: revenue $1.4 billion, EPS GAAP diluted EPS $0.91.
“All Divisions NEW YORK, April 23, 2026 – Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the first quarter of 2026. • First quarter 2026 net revenue 1 was $1.4 billion , an increase of 14% over the first quarter of 2025, or 13% on an organic 2 basis. Solutions revenue 3 grew 14% on both a reported and organic basis. • Annualized Recurring”
Governance Changes
NASDAQ, INC.: Amendments modernizing advance notice, universal proxy, operational flexibility, DGCL updates, emergency bylaw, and forum selection provisions (effective 2026-01-14).
“On April 23, 2025, Nasdaq’s Board of Directors approved amendments to the By-Laws of the Company (the “By-Laws” and the amendments thereto, the “By-Laws Amendments”), which amendments were also subject to the approval of the SEC.”
Governance Changes
NASDAQ, INC.: Approved certificate of amendment to provide for limited officer exculpation (effective 2026-01-14).
“Nasdaq’s shareholders approved a certificate of amendment to Nasdaq’s Amended and Restated Certificate of Incorporation to provide for limited officer exculpation (the “Charter Amendment”).”
Brendan Brothers changed role as Executive Vice President and Head of Financial Crime Management Technology at NASDAQ, INC..
“On September 6, 2024, Nasdaq, Inc. (the “Company”) announced that Brendan Brothers, the Company’s Executive Vice President and Head of Financial Crime Management Technology, will transition from serving in his current role to serving as a senior strategic advisor to the Company, effective immediately and until at least December 31, 2024.”
Earnings Releases
NASDAQ, INC. reported the first quarter of 2024 results: revenue $1.1 billion, EPS $0.40. Guidance lowered.
“Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the first quarter of 2024. • First quarter 2024 net revenues 1 were $1.1 billion , an increase of 22% over the first quarter of 2023, up 6% organically 2 or 7% on a pro forma 3 basis, including Adenza in the first quarter of 2023 results for Nasdaq.”
Material Agreements
NASDAQ, INC. amended Amendment No. 2 with Borse Dubai Limited (effective 2024-03-19).
“On March 19, 2024, Nasdaq, Inc. (the “Company”) entered into an Amendment No. 2 (the “Amendment”) to the Stockholders’ Agreement (the “Agreement”), dated as of February 19, 2009, by and between the Company and Borse Dubai Limited (the “Selling Stockholder”), as amended.”
Earnings Releases
NASDAQ, INC. updated its 2024 guidance (initiated).
“INITIATING 2024 EXPENSE AND TAX GUIDANCE 5 • The company is initiating its 2024 non-GAAP operating expense guidance to a range of $2,105 million to $2,185 million, and its 2024 non-GAAP tax rate guidance to be in the range of 24.5% to 26.5%.”
Earnings Releases
NASDAQ, INC. reported fourth quarter and full fiscal year of 2023 results: revenue Net Revenues* $ 1,117 23.3 % 6.5 % $ 3,895 8.7 % 5.0 %, EPS GAAP Diluted EPS $ 0.36 (25.0 )% $ 2.08 (8.0 )%.
“(Nasdaq: NDAQ) today reported financial results for the fourth quarter and year 2023. • 2023 net revenues 1 were $3.9 billion , an increase of 9% over 2022 and an increase of 5% organically. Solutions 2 revenues increased 13% , with organic growth 3 of 7% . Market Services net revenues were flat on a reported and organic basis. • Fourth quarter of 2023”
M&A Transactions
NASDAQ, INC. completed an acquisition involving Adenza Holdings, Inc. for approximately $10.02 billion (closed 2023-11-01).
“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”
Holden Spaht was appointed as Director at NASDAQ, INC..
“On November 1, 2023, effective as of the closing of the Mergers, Mr. Spaht was appointed to the Board of Directors of Nasdaq.”
Earnings Releases
NASDAQ, INC. reported the third quarter of 2023 results: revenue $940 million, EPS $0.60.
“and repurchase shares in the coming quarters to achieve our financial goals with the announced Adenza acquisition.” FINANCIAL REVIEW • Third quarter 2023 net revenues were $940 million, an increase of $50 million, or 6%, from $890 million in the prior year period. Net revenues reflected a $47 million, or 5%, positive impact from organic growth, including”
Sarah Youngwood was appointed as Executive Vice President and Chief Financial Officer at NASDAQ, INC..
“On August 29, 2023, Nasdaq, Inc. (the “Company”) announced the appointment of Ms. Sarah Youngwood as Executive Vice President and Chief Financial Officer, effective as of December 1, 2023”
Earnings Releases
NASDAQ, INC. reported second quarter of 2023 results: revenue $925 million, EPS GAAP diluted EPS $0.54; Non-GAAP diluted EPS $0.71.
“Second quarter 2023 net revenues were $925 million, an increase of $32 million, or 4%, from $893 million in the prior year period.”
Material Agreements
NASDAQ, INC. entered into Acquisition Term Loan Agreement with the lenders named therein, Bank of America, N.A., as administrative agent valued at up to $600 million (effective 2023-06-28).
“On June 28, 2023, the Company entered into a Term Loan Credit Agreement with the lenders named therein, Bank of America, N.A., as administrative agent, and the other parties from time to time party thereto (the “Acquisition Term Loan Agreement”). The Acquisition Term Loan Agreement provides the Company with the ability to borrow up to $600 million on an unsecured basis to finance a portion of the cash consideration for the Acquisition, for repayment of certain debt of Adenza and its subsidiaries and to pay fees, costs and expenses related thereto.”
Material Agreements
NASDAQ, INC. entered into Agreement and Plan of Merger with Adenza Holdings, Inc., Adenza Parent, LP, and the merger subsidiaries (effective 2023-06-10).
“As previously announced, on June 10, 2023, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among Nasdaq, Argus Merger Sub 1, Inc., a Delaware corporation and a direct wholly owned subsidiary of the Company, Argus Merger Sub 2, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of the Company, Adenza Holdings, Inc., a Delaware corporation (“Adenza”), and Adenza Parent, LP, a Delaware limited partnership (“Seller”), pursuant to which Nasdaq will acquire 100% of the stock of Adenza from Seller (the “Acquisition”).”
Material Agreements
NASDAQ, INC. entered into Supplemental Indentures with Computershare Trust Company, N.A., as trustee (effective 2023-06-28).
“The Senior Notes were issued under the Indenture, dated June 7, 2013, between the Company and Wells Fargo Bank, National Association, as trustee, as supplemented by (i) with respect to the 2025 Senior Notes, the Fourteenth Supplemental Indenture (the “Fourteenth Supplemental Indenture”), dated June 28, 2023, by and between the Company and Computershare Trust Company, N.A., as trustee, as successor to Wells Fargo Bank, National Association (the “Trustee”), (ii) with respect to the 2028 Senior Notes, the Fifteenth Supplemental Indenture (the “Fifteenth Supplemental Indenture”), dated June 28, 2023, by and between the Company and the Trustee, (iii) with respect to the 2034 Senior Notes, the Sixteenth Supplemental Indenture (the “Sixteenth Supplemental Indenture”), dated June 28, 2023, by and between the Company and the Trustee, (iv) with respect to the 2053 Senior Notes, the Seventeenth Supplemental Indenture (the “Seventeenth Supplemental Indenture”), dated June 28, 2023, by and between”
Shareholder Votes
NASDAQ, INC. shareholders rejected Shareholder Proposal – "Independent Board Chairman" at the 2023-06-21 meeting.
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 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 —”
Shareholder Votes
NASDAQ, INC. shareholders approved Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation at the 2023-06-21 meeting.
“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”
Shareholder Votes
NASDAQ, INC. shareholders approved Approval of the Company's Executive Compensation on an Advisory Basis at the 2023-06-21 meeting.
“Proposal 2: Approval of the Company's Executive Compensation on an Advisory Basis 277,610,720 16,213,058 580,837 22,843,855”
Shareholder Votes
NASDAQ, INC. shareholders approved Election of Directors at the 2023-06-21 meeting.
“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."”
Material Agreements
NASDAQ, INC. entered into Agreement and Plan of Merger with Adenza Holdings, Inc. valued at Nasdaq to acquire 100% of stock of Adenza from Seller (effective 2023-06-10).
“on June 10, 2023, Nasdaq, Inc. (“Nasdaq”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among Nasdaq, Argus Merger Sub 1, Inc., a Delaware corporation and a direct wholly owned subsidiary of Nasdaq, Argus Merger Sub 2, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Nasdaq, Adenza Holdings, Inc., a Delaware corporation (“Adenza”), and Adenza Parent, LP, a Delaware limited partnership (“Seller”), pursuant to which Nasdaq will acquire 100% of the stock of Adenza from Seller (the “Acquisition”).”
Material Agreements
NASDAQ, INC. entered into Amendment No. 2 to Amended and Restated Credit Agreement with Bank of America, N.A. valued at Maximum leverage ratio amended in connection with the Acquisition of Adenza (effective 2023-06-16).
“On June 16, 2023, in connection with the Acquisition, Nasdaq, certain lenders party thereto and Bank of America, N.A., as administrative agent (the “Administrative Agent”) entered into Amendment No. 2 (the “Amendment”) to that certain Amended and Restated Credit Agreement, dated as of December 16, 2022 (as amended by Amendment No. 1, dated as of March 29, 2023, the “Existing Credit Agreement”), among Nasdaq, the lenders party thereto, the Administrative Agent and the other parties from time to time party thereto.”
Adena T. Friedman changed role as President at NASDAQ, INC..
“On April 18, 2023, in connection with the appointments described above, Adena T. Friedman, Nasdaq’s President and Chief Executive Officer, and Chair of the Board, relinquished her title as President, effective immediately.”
P.C. Nelson Griggs was appointed as President at NASDAQ, INC..
“On April 18, 2023, the Board of Directors (the “Board”) of Nasdaq, Inc. (“Nasdaq”) appointed Tal Cohen and P.C. Nelson Griggs each as President, Nasdaq, Inc., effective immediately.”
Tal Cohen was appointed as President at NASDAQ, INC..
“On April 18, 2023, the Board of Directors (the “Board”) of Nasdaq, Inc. (“Nasdaq”) appointed Tal Cohen and P.C. Nelson Griggs each as President, Nasdaq, Inc., effective immediately.”
Earnings Releases
NASDAQ, INC. reported financial results for the first quarter of 2023.
“On April 19, 2023, Nasdaq, Inc. (“Nasdaq”) issued a press release providing financial results for the first quarter of 2023. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.”
Earnings Releases
NASDAQ, INC. reported the full fiscal year of 2022 results: revenue $3,582 million, EPS $2.26. Guidance initiated.
“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 revenues 1 were $3,582 million, an increase of 5% over 2021. Solutions businesses 2 revenues increased 9%, including 10% organic growth and 1% from the net impact of an acquisition, partially offset by a”
Earnings Releases
NASDAQ, INC. reported the fourth quarter of 2022 results: revenue $906 million, EPS $0.48. Guidance initiated.
“million decrease from the impact of changes in FX rates and a $7 million decrease from the net impact of acquisitions and divestitures. • Fourth quarter 2022 net revenues were $906 million, an increase of $21 million, or 2%, from $885 million in the prior year period. Net revenues reflected a $41 million, or 5%, positive impact from organic growth, including”
Material Agreements
NASDAQ, INC. amended Revolving Credit Agreement with Bank of America, N.A. (as administrative agent) and the lenders valued at $1,250 million (effective 2022-12-16).
“On December 16, 2022, Nasdaq, Inc. (the “ Company ”) entered into an amended and restated credit agreement (the “ Revolving Credit Agreement ”) among the Company, as the borrower, the lenders and issuing bank party thereto and Bank of America, N.A., as administrative agent.”
Material Agreements
NASDAQ, INC. amended First Amendment to Nasdaq Stockholders’ Agreement with Investor AB (effective 2022-12-14).
“On December 14, 2022, Nasdaq, Inc. (“Nasdaq”) entered into the First Amendment to Nasdaq Stockholders’ Agreement (the “Amended Stockholders’ Agreement”) with Investor AB (“Investor AB”), amending the original stockholders’ agreement that was entered into between Nasdaq and Investor AB on December 16, 2010”
John David Rainey resigned as Director at NASDAQ, INC..
“On December 6, 2022, John David Rainey notified Nasdaq, Inc. (the “Company”) of his resignation from the Company’s Board of Directors and all committees thereof, effective as of February 28, 2023, to focus on his new role as Executive Vice President and Chief Financial Officer of Walmart Inc.”
Johan Torgeby was elected as Director at NASDAQ, INC..
“On July 19, 2022, Mr. Johan Torgeby was elected to the Board of Directors (the “Board”) of Nasdaq, Inc. (“Nasdaq”), effective immediately.”
Oliver Albers was appointed as Executive Vice President, Investment Intelligence at NASDAQ, INC..
“Oliver Albers, currently the Company’s Senior Vice President and Head of Data, has been appointed Executive Vice President, Investment Intelligence, to replace Ms. Dillard.”
Lauren B. Dillard resigned as Executive Vice President, Investment Intelligence at NASDAQ, INC..
“Lauren B. Dillard has resigned as the Company’s Executive Vice President, Investment Intelligence, effective April 8, 2022.”
Toni Townes-Whitley was elected as Director at NASDAQ, INC..
“On September 29, 2021, Ms. Toni Townes-Whitley was elected to the Board of Directors (the “Board”) of Nasdaq, Inc. (“Nasdaq”) to serve as a director, effective immediately.”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.