SEC Form 4 · accession 0001209191-19-006134

NASDAQ, INC. · NDAQ

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Executive Vice President

Period of report

Jan 29, 2019

Accepted (ET)

Jan 31, 2019 · 4:04 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
Common stock, par value $0.01 per share	Jan 29, 2019	A	24,924	$0.00	A	39,482	D
Common stock, par value $0.01 per share	Jan 29, 2019	F	11,541	$85.81	D	27,941	D
Common Stock, par value $0.01 per share^F4,F5	Jan 30, 2019	S	6,159	$85.48	D	21,782	D

No Table II lines on this filing.

F1Represents 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, 2016 through December 31, 2018.
F2Represents the surrender of shares to pay withholding taxes in connection with the settlement of PSUs, as described above.
F3The reported sale was effected pursuant to Rule 10b5-1 trading plan
F4The price reported in this box is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85 to $85.98, inclusive. The reporting person undertakes to provide to Nasdaq, any security holder of Nasdaq or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (4) to this Form 4.
F5Represents (i) 13,141 shares of vested restricted stock, (ii) 7,224 vested shares underlying PSUs and (iii) 1,417 shares purchased under the Employee Stock Purchase Plan.