Director at Nasdaq (NDAQ) receives 3,171 RSUs vesting in 2027

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Koch Kathryn A. reported acquisition or exercise transactions in this Form 4 filing.

Nasdaq, Inc. director Kathryn A. Koch received an equity grant of 3,171 Restricted Stock Units (RSUs) of common stock at no cash cost. Each RSU represents the right to receive one share of Nasdaq common stock.

The entire 3,171-unit award vests on June 10, 2027 under Nasdaq’s Equity Incentive Plan. Following this grant, Koch holds 10,743 RSUs in total, of which 7,572 are already vested as of this Form 4 filing.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Koch Kathryn A.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $0.01 per share	3,171	$0.00	--

Holdings After Transaction: Common Stock, par value $0.01 per share — 10,743 shares (Direct, null)

Footnotes (1)

Represents an award of Restricted Stock Units (RSUs) granted pursuant to the Issuer's Equity Incentive Plan. Each unit represents a contingent right to receive one share of the Issuer's Common Stock. The entirety of the RSUs vest on June 10, 2027. Represents 10,743 RSUs granted pursuant to Nasdaq's Equity Incentive Plan, of which 7,572 are vested as of the filing date of this Form 4.

Key Figures

RSUs granted: 3,171 units Price per share for grant: $0.00 per share Total RSUs after grant: 10,743 units +2 more

5 metrics

RSUs granted 3,171 units Equity award on June 10, 2026

Price per share for grant $0.00 per share Compensation award, not market purchase

Total RSUs after grant 10,743 units Holdings following reported transaction

Vested RSUs 7,572 units Vested as of Form 4 filing date

Vesting date for new award June 10, 2027 Full vesting of 3,171-unit RSU grant

Key Terms

Restricted Stock Units (RSUs), Equity Incentive Plan, Common Stock, par value $0.01 per share

3 terms

Restricted Stock Units (RSUs) financial

"Represents an award of Restricted Stock Units (RSUs) granted pursuant to the Issuer's Equity Incentive Plan."

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

Equity Incentive Plan financial

"granted pursuant to the Issuer's Equity Incentive Plan. Each unit represents a contingent right to receive one share"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

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Form 4 Insider Transactions: What Each Field Means →

06/12/2026 - 04:21 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Koch Kathryn A.

(Last)

(First)

(Middle)

151 W. 42ND STREET

(Street)

NEW YORK

10036

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NASDAQ, INC. [ NDAQ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01 per share	06/10/2026		A⁽¹⁾		3,171	A	$0.00	10,743⁽²⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents an award of Restricted Stock Units (RSUs) granted pursuant to the Issuer's Equity Incentive Plan. Each unit represents a contingent right to receive one share of the Issuer's Common Stock. The entirety of the RSUs vest on June 10, 2027.

2. Represents 10,743 RSUs granted pursuant to Nasdaq's Equity Incentive Plan, of which 7,572 are vested as of the filing date of this Form 4.

	/s/ Alex Kogan, by Power of Attorney	06/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Nasdaq (NDAQ) report for Kathryn A. Koch?

Nasdaq reported that director Kathryn A. Koch received a grant of 3,171 Restricted Stock Units. These RSUs are part of her equity compensation, cost her no cash, and each unit represents a right to receive one share of Nasdaq common stock.

When do Kathryn A. Koch’s new Nasdaq (NDAQ) RSUs vest?

Koch’s new 3,171 Restricted Stock Units vest in full on June 10, 2027. This means she must remain eligible through that date to receive the underlying Nasdaq common shares associated with this specific award.

How many total RSUs does Kathryn A. Koch hold in Nasdaq (NDAQ)?

After the reported grant, Koch holds 10,743 Restricted Stock Units in total. According to the filing, 7,572 of those RSUs are already vested as of the Form 4 filing date, with the remainder unvested and subject to future vesting.

Was Kathryn A. Koch’s Nasdaq (NDAQ) RSU transaction a market purchase or sale?

The transaction was an equity award, not a market trade. Koch acquired 3,171 Restricted Stock Units at a reported price of $0.00 per share as compensation, so there was no open-market buying or selling involved in this Form 4.

What is the nature of the equity plan used for Kathryn A. Koch’s Nasdaq (NDAQ) grant?

The RSUs were granted under Nasdaq’s Equity Incentive Plan. This plan provides stock-based compensation to directors and other participants, aligning their interests with shareholders by tying part of their pay to the company’s common stock.