SEC Form 4 · accession 0001209191-18-002165
NASDAQ, INC. · NDAQ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stacie Swanstrom
Officer — EXECUTIVE VICE PRESIDENT
Period of report
Jan 2, 2018
Accepted (ET)
Jan 4, 2018 · 5:55 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001120193
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per share | Jan 2, 2018 | F | 1,451 | $76.74 | D | 17,891 | D | |
| Common Stock, par value $0.01 per share | Jan 3, 2018 | A | 5,357 | $0.00 | A | 23,248 | D | |
| Common Stock, par value $0.01 per shareF4 | Jan 3, 2018 | F | 2,052 | $77.66 | D | 21,196 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F5 | $25.28 | holding | — | — | — | — | Mar 28, 2021 | Common Stock | 2,833 | 2,833 | D |
Explanation of responses
- F1Represents the surrender of shares to pay withholding taxes in connection with vestings of equity previously granted under Nasdaq's Equity Incentive Plan.
- F2Represents the settlement of performance share units (PSUs) that were previously granted under Nasdaq's Equity Incentive Plan. The ultimate amount of shares to be received under the grant depended upon the achievement of performance goals during a three-year performance period from January 1, 2015 through December 31, 2017.
- F3Represents the surrender of shares to pay withholding taxes in connection with the settlement of PSUs, as described above.
- F4Represents (i) 4,684 vested shares or units of restricted stock, (ii) 15,173 shares underlying PSUs, of which 10,659 shares are vested and (iii) 1,339 shares purchased under the Employee Stock Purchase Plan.
- F5Options exercisable.