Form 4: NASDAQ Director Kazim Essa Reports Equity Transactions, Including RSU Grant and Tax Withholding

NASDAQ Director Kazim Essa has reported recent equity transactions, including the acquisition of Restricted Stock Units and the disposition of shares for tax withholding purposes.

Summary

• NASDAQ Director Kazim Essa reported transactions on June 11, 2025, involving the company's common stock.
• Mr. Essa acquired 4,146 shares of Common Stock through an award of Restricted Stock Units (RSUs) granted under Nasdaq's Equity Incentive Plan, with a price of $0 per unit.
• These 4,146 RSUs are scheduled to vest in their entirety on June 11, 2026.
• Concurrently, Mr. Essa disposed of 821 shares of Common Stock at a price of $86.07 per share to cover withholding taxes related to the vesting of previously granted equity.
• Following these transactions, Kazim Essa beneficially owns 143,388 shares of Common Stock.
• Of the total 143,388 RSUs beneficially owned, 139,242 were vested as of the filing date.

Sentiment

Score: 6

Explanation: The sentiment is slightly positive as a director received an equity award, which aligns interests with shareholders. The share disposition for tax withholding is a neutral, routine event.

Positives

• Director Kazim Essa received an award of 4,146 Restricted Stock Units (RSUs), aligning his interests with shareholder value creation.

Negatives

• 821 shares were disposed of to satisfy tax withholding obligations, which is a common practice but represents a reduction in direct shareholding.

Future Outlook

The 4,146 Restricted Stock Units granted to Director Kazim Essa are scheduled to vest on June 11, 2026, indicating a future increase in his vested shareholdings, subject to continued employment and plan terms.

Industry Context

This Form 4 filing is a routine disclosure of an insider's equity transactions, common across all publicly traded companies. It reflects standard compensation practices for directors, often involving equity awards and subsequent tax-related share dispositions, and does not provide broader industry trend insights.

Related Party Transactions

• The transactions involve an equity award from NASDAQ, INC. to its director, Kazim Essa, which is a standard related-party compensation arrangement.

Stakeholder Impact

• Shareholders: The grant of RSUs represents a form of equity compensation, which can lead to minor dilution but is intended to align management incentives with shareholder returns. The tax withholding disposition is a routine event with minimal impact.
• Employees: The equity incentive plan mentioned is a common tool for employee and director compensation, potentially impacting employee retention and motivation.

Next Steps

• The 4,146 Restricted Stock Units granted to Director Kazim Essa are expected to vest on June 11, 2026.

Key Dates

Keywords

NASDAQ, NDAQ, Form 4, Insider Trading, Equity Incentive Plan, Restricted Stock Units, RSU, Director, Stock Transactions, Tax Withholding