NDAQ.NASDAQNasdaq, INC

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

Sentiment:

Insider Transaction Report


NASDAQ's EVP and CSO, Jeremy Skule, sold 2,105 shares of common stock for $90.57 per share as part of a pre-arranged trading plan.

Summary

  • Jeremy Skule, Executive Vice President and Chief Strategy Officer of NASDAQ, Inc., sold 2,105 shares of the company's common stock.
  • The transaction occurred on December 1, 2025, at a price of $90.57 per share.
  • The sale was executed pursuant to a Rule 10b5-1(c) trading plan, which was adopted on February 10, 2025.
  • Following this transaction, Mr. Skule directly beneficially owns 82,869 shares.
  • This beneficial ownership includes 37,622 shares or units of restricted stock (of which 5,781 are vested), 41,528 shares of Common Stock underlying vested PSUs, and 3,719 shares of Common Stock purchased under the Issuer's Employee Stock Purchase Plan.

Sentiment

Score: 5

Explanation: The sentiment is neutral. The sale of shares by an executive under a pre-arranged Rule 10b5-1 trading plan is a routine event for personal financial planning and does not typically indicate a change in the company's fundamental outlook or the executive's confidence.

Positives

  • The sale was conducted under a pre-arranged Rule 10b5-1(c) trading plan, indicating a planned transaction for personal financial management rather than a reaction to new, material non-public information.

Negatives

  • An executive selling shares, even under a pre-arranged plan, could be perceived negatively by some investors, potentially raising questions about management's long-term conviction, though the 10b5-1 plan mitigates this concern.

Future Outlook

NA

Industry Context

NA

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Trading Plan AdoptionThe reported sale was effected pursuant to a Rule 10b5-1(c) trading plan adopted on February 10, 2025. This plan allows insiders to pre-arrange sales of company stock to avoid accusations of insider trading.February 10, 2025Enhances transparency and reduces potential for insider trading allegations by establishing a pre-scheduled trading arrangement, aligning with best practices in corporate governance.

Stakeholder Impact

  • Shareholders: May observe the executive's sale, but the context of a 10b5-1 plan generally mitigates concerns about negative sentiment regarding the company's future prospects.

Key Dates

DateDescription
February 10, 2025Date the Rule 10b5-1(c) trading plan was adopted.
December 1, 2025Date of the common stock transaction (sale).
December 3, 2025Date the Form 4 filing was signed.

Recommendation

hold

This Form 4 filing reports a routine, pre-scheduled sale of shares by an executive under a 10b5-1 trading plan. Such transactions are typically for personal financial planning and do not inherently signal a change in the company's fundamental outlook or the executive's confidence. Therefore, it provides no new information that would warrant a change in investment recommendation based solely on this filing. Investors should maintain their current position and consider broader company performance and market trends.

Keywords

NASDAQ, NDAQ, Insider Trading, Form 4, Executive Stock Sale, 10b5-1 Plan, Jeremy Skule, Common Stock

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