Form 4: NASDAQ Executive Sells Shares Under Pre-Arranged Trading Plan

NASDAQ's EVP and CIO, Bradley J. Peterson, reported the sale of 11,508 shares of common stock and the withholding of 10,986 shares for taxes, both executed in early July 2025.

Summary

• Bradley J. Peterson, EVP and CIO of NASDAQ, INC. (NDAQ), reported transactions involving company common stock.
• On July 1, 2025, 10,986 shares of common stock were withheld for taxes at a price of $89.42 per share, related to the settlement of an equity award previously granted under the Issuer's Equity Incentive Plan.
• On July 2, 2025, 11,508 shares of common stock were sold at a weighted average price of $88.87 per share, with individual transaction prices ranging from $88.56 to $89.13.
• The sale was conducted pursuant to a Rule 10b5-1(c) trading plan adopted on November 1, 2024.
• Following these transactions, Bradley J. Peterson beneficially owns 111,035 shares of NASDAQ common stock.
• The remaining beneficial ownership includes 64,744 shares or units of restricted stock (of which 38,372 are vested), 41,294 shares of Common Stock underlying vested Performance Share Units (PSUs), and 4,997 shares of Common Stock purchased under the Issuer's Employee Stock Purchase Plan.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While an insider sale occurred, it was pre-planned under a Rule 10b5-1 plan, which typically reduces negative implications. The transaction is routine for executive compensation and portfolio management.

Negatives

• An executive sold 11,508 shares of company common stock, reducing their direct holdings.

Industry Context

This Form 4 filing reflects a routine insider transaction for an executive at a major stock exchange operator. Such pre-planned sales are common for executives managing their personal portfolios and diversifying holdings, and do not necessarily indicate a change in the company's fundamental outlook or broader industry trends.

Stakeholder Impact

• Shareholders: The sale by a key executive could be perceived negatively by some, but the pre-planned nature under Rule 10b5-1 mitigates concerns about a lack of confidence in the company.

Key Dates

Recommendation

Keywords

NASDAQ, NDAQ, Form 4, Insider Trading, Stock Sale, Equity Award, Rule 10b5-1, Executive Compensation, Bradley J. Peterson