Nasdaq (NASDAQ: NDAQ) SVP Michelle Daly sells 1,323 common shares

Rhea-AI Filing Summary

NASDAQ, INC. senior vice president, controller and principal accounting officer Michelle Lynn Daly reported two open-market sales of common stock. On April 24, 2026, she sold 129 shares at $88.85 per share and 1,194 shares at $88.82 per share, for a total of 1,323 shares sold.

Following these transactions, she continues to hold more than 10,000 shares of Nasdaq common stock directly. A footnote states additional interests consisting of 6,787 unvested restricted stock or units, 1,764 unvested performance share units, and 1,538 shares purchased under the company’s employee stock purchase plan.

Insider Trade Summary

Net Seller: 1,323 shares ($117,513)

Net Sell 2 txns

Insider Daly Michelle Lynn

Role SVP, Controller & PAO

Sold 1,323 shs ($118K)

Type	Security	Shares	Price	Value
Sale	Common Stock, par value $0.01 per share	1,194	$88.82	$106K
Sale	Common Stock, par value $0.01 per share	129	$88.85	$11K

Holdings After Transaction: Common Stock, par value $0.01 per share — 10,218 shares (Direct, null)

Footnotes (1)

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Key Figures

Total shares sold: 1,323 shares First sale price: $88.85 per share Second sale price: $88.82 per share +4 more

7 metrics

Total shares sold 1,323 shares Open-market sales of common stock on April 24, 2026

First sale price $88.85 per share 129 Nasdaq common shares sold

Second sale price $88.82 per share 1,194 Nasdaq common shares sold

Direct holdings (approximate) Over 10,000 shares Direct ownership after reported transactions

Unvested restricted stock/units 6,787 units Unvested restricted stock or units noted in footnote

Unvested PSUs 1,764 shares Common stock underlying performance share units, unvested

ESPP shares 1,538 shares Common stock purchased under Employee Stock Purchase Plan

Key Terms

open-market sale, restricted stock, PSUs, Employee Stock Purchase Plan, +1 more

5 terms

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

restricted stock financial

"Represents (i) 6,787 shares or units of restricted stock, none of which"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

PSUs financial

"1,764 shares of Common Stock underlying PSUs, none of which are vested"

PSUs are company shares promised to employees or executives that only become actual stock if the business hits specific performance targets over a set period. For investors, PSUs matter because they link pay to measurable outcomes — similar to a conditional bonus that converts into ownership — which can influence management decisions, dilution of shares, and signals about confidence in future results.

Employee Stock Purchase Plan financial

"1,538 shares of Common Stock purchased under the Issuer's Employee Stock Purchase Plan"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

principal accounting officer financial

"officer_title": "SVP, Controller & PAO"

The Principal Accounting Officer is the person responsible for making sure a company's financial records are accurate and follow the rules. They play a key role in preparing financial reports that show how well the company is doing. This helps investors, managers, and regulators trust the company's financial information.

Form 4 Insider Transactions: What Each Field Means →

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^*

Daly Michelle Lynn

(Last) (First) (Middle)

151 W. 42ND ST.

(Street)

NEW YORK 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Controller & PAO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/24/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.01 per share	04/24/2026		S		1,194	D	$88.82	10,218	D
Common Stock, par value $0.01 per share	04/24/2026		S		129	D	$88.85	10,089(1)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents (i) 6,787 shares or units of restricted stock, none of which are vested, (ii) 1,764 shares of Common Stock underlying PSUs, none of which are vested, and (iii) 1,538 shares of Common Stock purchased under the Issuer's Employee Stock Purchase Plan.

	/s/ Alex Kogan, by power of attorney	04/28/2026
	** 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)

FAQ

What did Nasdaq (NDAQ) executive Michelle Daly report in this Form 4?

Michelle Daly reported selling 1,323 Nasdaq shares in open-market trades. The sales occurred on April 24, 2026, in two transactions at prices of $88.85 and $88.82 per share, and she continues to hold a significant direct and equity-award position.

How many Nasdaq (NDAQ) shares did Michelle Daly sell and at what prices?

She sold a total of 1,323 Nasdaq common shares. The Form 4 shows one sale of 129 shares at $88.85 per share and a second sale of 1,194 shares at $88.82 per share, both reported as open-market transactions.

How many Nasdaq (NDAQ) shares does Michelle Daly hold after these sales?

The filing shows Daly continues to hold more than 10,000 shares directly. Individual transaction lines list post-transaction holdings of 10,089 and 10,218 shares, indicating a continued meaningful direct ownership stake after the reported open-market sales.

What additional equity awards in Nasdaq (NDAQ) does Michelle Daly have?

A footnote lists multiple unvested and plan-related holdings. These include 6,787 unvested restricted stock or units, 1,764 unvested performance share units, and 1,538 shares purchased under Nasdaq’s Employee Stock Purchase Plan, in addition to her directly held common stock.

What is Michelle Daly’s role at Nasdaq (NDAQ) mentioned in the Form 4?

The Form 4 identifies Michelle Daly as SVP, Controller & PAO of Nasdaq. PAO refers to principal accounting officer, indicating she holds a senior finance and accounting leadership position while also reporting her personal equity transactions in company stock.