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Form 8-K · Current Report · Filed 2024-07-30

Nasdaq Completes Secondary Offering and Concurrent Share Repurchase

On July 30, 2024, Nasdaq, Inc. completed the secondary offering of 41,604,207 shares of its common stock by Argus Seller, LP, an affiliate of funds managed by Thoma Bravo, L.P. Nasdaq did not receive any proceeds from the sale. Additionally, Nasdaq repurchased 1,200,000 shares from the Selling Stockholder, part of its existing share repurchase program to offset employee dilution. The repurchase was funded using existing cash and commercial paper program borrowings. Following the transactions, the Selling Stockholder holds approximately 7.4% of Nasdaq's outstanding shares, subject to a lock-up until May 1, 2025. Goldman Sachs & Co. LLC acted as the sole book-running manager for the offering.

Filer
Nasdaq, Inc. NDAQ · NASDAQ
Filed
Accession
0001193125-24-188917
CIK
0001120193
Signal
Medium impactFinancial Services

Items reported

Item 8.01

Other Events

Share Repurchase Program Announced
Item 9.01

Financial Statements and Exhibits

Exhibits Furnished

Market reaction

Close before filing

$67.92

Next session

-0.4%

Since filing

+38.7%

Latest close

$94.19

What happened, not what will happen — closing prices around the filing date.

Precedent

Previous filings from NDAQ reporting the same item, with the next session's move:

Exhibits (4)

About Nasdaq, Inc.

Nasdaq, Inc. is a prominent financial services corporation best known for owning and operating the Nasdaq Stock Market, a leading global electronic securities exchange. Its primary function is to facilitate efficient buying and selling of securities, leveraging cutting-edge electronic trading technology. Nasdaq, Inc. provides a robust platform for technology and innovation-driven companies, playing a crucial role in the capital markets by offering listings, trading, and market data services. It significantly impacts sectors such as technology, biotechnology, and telecommunications, earning its reputation as home to many of the world's largest and most influential tech giants. Beyond its exchange services, Nasdaq, Inc. also offers an extensive suite of financial technology solutions, including market intelligence, analytics, and investor relations services, supporting institutional and corporate clients worldwide. Founded in 1971, Nasdaq has continually advanced its market operation capabilities, maintaining its status as a key player in modern financial markets by shaping trading practices and market systems across the globe.

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