Form 4: NASDAQ EVP Sells 6,000 Shares Under 10b5-1 Plan

NASDAQ's EVP and CPO, Bryan Everard Smith, sold 6,000 shares of common stock for approximately $87.24 per share as part of a pre-arranged trading plan.

Summary

• Bryan Everard Smith, Executive Vice President and Chief Product Officer of NASDAQ, INC., sold 6,000 shares of the company's common stock.
• The transaction occurred on March 2, 2026, at a weighted average price of $87.24 per share.
• The shares were sold in multiple transactions within a price range of $85.96 to $87.82.
• This sale was executed under a Rule 10b5-1(c) trading plan, which was adopted on August 29, 2025.
• Following this transaction, Mr. Smith beneficially owns 70,860 shares of NASDAQ common stock.
• His remaining beneficial ownership includes 20,871 restricted stock units (1,465 vested), 45,366 shares underlying PSUs (37,340 vested), and 4,623 shares from the Employee Stock Purchase Plan.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event. While an executive sale could be seen negatively, the use of a pre-arranged 10b5-1 plan mitigates concerns about opportunistic trading, making it an expected part of executive compensation management.

Positives

• The sale was conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a planned transaction rather than an immediate reaction to new information.

Negatives

• An executive selling shares could be perceived by some investors as a lack of confidence, although the 10b5-1 plan mitigates this concern.

Future Outlook

No forward-looking statements or guidance are provided in this Form 4 filing, as it primarily reports a past insider transaction.

Industry Context

StockSavvy.ai notes that insider transactions, particularly sales, are routinely disclosed for publicly traded companies. While a sale by an executive can sometimes raise questions, the execution under a Rule 10b5-1 plan is a common practice designed to allow insiders to sell shares without being accused of trading on material non-public information. This transaction is specific to NASDAQ's EVP and does not inherently reflect broader industry trends or competitive positioning.

Comparison to Industry Standards

• Insider sales under Rule 10b5-1 plans are a standard practice across all industries for executives managing their personal portfolios.
• For example, executives at companies like S&P Global (SPGI) or CME Group (CME), which operate in similar financial market infrastructure sectors, also frequently utilize 10b5-1 plans for their stock transactions.
• The reported sale price of $87.24 per share for NASDAQ stock is specific to the market conditions on March 2, 2026, and is not directly comparable to transaction prices of other companies without a detailed market analysis of their respective stock performance and executive compensation structures.

Related Party Transactions

• The sale of 6,000 shares of NASDAQ common stock by Bryan Everard Smith, an Executive Vice President and Chief Product Officer, constitutes a related party transaction.

Stakeholder Impact

• Shareholders: The sale by an executive, even under a 10b5-1 plan, might be viewed with slight caution by some shareholders, though it's a routine part of executive compensation.
• Employees: No direct impact on employees is indicated.
• Customers/Suppliers/Creditors: No direct impact on these stakeholders is indicated.

Key Dates

Recommendation

The filing reports a routine insider sale executed under a pre-arranged 10b5-1 plan. This type of transaction is generally not indicative of new material information about the company's prospects and is a common practice for executives managing their personal finances. Therefore, it does not provide a basis for a change in investment recommendation, suggesting a 'hold' position for existing investors.

Keywords

NASDAQ, NDAQ, Insider Sale, Form 4, Bryan Everard Smith, 10b5-1 Plan, Executive Stock Sale, Common Stock